Problem: BODY: There is no change from my previous approvals for the only counterparty on the 3/30/00 list, so I am not sending that list. On the list for 3/31/00, first, David Minns is in the Houston office today, so I gave the response today for the one Australian counterparty on this list. We are meeting with Mark on Wednesday to try and figure out the approval process for Australia, so maybe after Wednesday I'll start responding for them. Second, on this list please note that there are no counterparties that have been indicated as credit derivative counterparties, so none of the counterparties on this list should be approved to trade credit derivatives (even though I haven't "X'ed" them out).
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A: SUBJECT: Counterparty Approvals for 3/30/00 and 3/31/00

Problem: BODY: Upon receipt of a notice to exercise ROFR, you must determine the criteria of when the notice is required, In the example provided I'm told it required a one year notice therefore if the contract terminated 10/31/02, notice was due 10/31/01. Therefore 10 days after 10/31/01 the capacity must be posted for bidding. In the interim, since it has not yet been posted a transaction could be negotiated and the shipper would then be required to provide notice of resinding the original election to participate in the Rofr process. If this isn't clear, please call MK
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A: SUBJECT: TW ROFR

Problem: BODY: Hi Joe, I received Mike Richards' comments. Other than word changes which he and I had discussed there are three changes that I need to discuss with you: (1) an agreement between the parties to work in good faith to resolve the pre-bankruptcy storage fees and file for bankruptcy approval within 30 days (don't worry about the bankruptcy angle, just the business side); (2) instead of "as is" language, no warranty as to fitness for intended use, ordinary use or a particular purpose; and (3) potential offset with other post-petition costs. Give me a call-5-3910. Shemin
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A:
SUBJECT: Mike Richards' comments