Message-ID: <3242074.1075842418395.JavaMail.evans@thyme>
Date: Thu, 17 May 2001 09:38:00 -0700 (PDT)
From: debra.perlingiere@enron.com
To: bob.bowen@enron.com
Subject: Greene Energy LLC  confirm
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Bob as discussed.


Green Energy LLC
Attn: Gloria Salazar
Fax # 915-685-7021


CONFIRMATION AGREEMENT



ENFOLIO FIRM CONFIRMATION--ENFOLIO GAS PURCHASE AGREEMENT GOVERNS




May 1, 2001

This Confirmation shall confirm the Transaction agreed to on the date hereo=
f=20
and binding between Greene Energy LLC ("Customer") and Enron North America=
=20
Corp. ("Company") regarding the purchase and sale of gas pursuant to the=20
Enfolio Gas Purchase Agreement dated May 1, 2001 (the =01&Agreement=018).  =
Company=20
to purchase and receive (Buyer) and Customer to sell and deliver (Seller).

TRANSACTION NUMBER: =20
DESIGNATED QUANTITY (IN MMBTUS):  100% of Seller's Daily Production=20
DELIVERYPOINT(S):ColumbiaGasTransmissionCorp.(AppalachiaW.Va.OhioKy.)=20
PERIOD OF DELIVERY:  May 1, 2001 through May 31, 2001
CONTRACT PRICE (PER MMBTU):  The Contract Price shall be the Daily Midpoint=
=20
price published on each calendar day during the period of delivery under th=
e=20
heading "Daily Price Survey" in the Appalachia - Columbia, App section of G=
as=20
Daily, Less $.01 for 100% of daily production.


This Confirmation is being provided pursuant to and in accordance with the=
=20
ENFOLIO AGREEMENT and constitutes part of and is subject to all of the=20
provisions of the Agreement.  Any objection of Customer to this Confirmatio=
n=20
must be made by written notice to Company prior to the Confirm Deadline.

Each party shall not disclose the terms of this transaction to a third part=
y=20
(other than the party's and its affiliates' employees, lenders, counsel,=20
accountants or prospective purchasers of any rights under any Transactions=
=20
who have agreed to keep such terms confidential) except in order to comply=
=20
with any applicable law, order, regulation or exchange rule; provided, each=
=20
party shall notify the other party of any proceeding of which it is aware=
=20
which may result in disclosure and use reasonable efforts to prevent or lim=
it=20
the disclosure.  The provisions of the Agreement other than the terms of th=
is=20
transaction are not subject to this confidentiality obligation.  The partie=
s=20
shall be entitled to all remedies available at law or in equity to enforce,=
=20
or seek relief in connection with, this confidentiality obligation; provide=
d,=20
all monetary damages shall be limited to actual direct damages.

 =01&CUSTOMER=018         =01&COMPANY=018
            Greene Energy=20
LLC                                                               Enron Nor=
th=20
America Corp.

By:_____________________________      By:______________________________
Title:___________________________       Title:_____________________________




Debra Perlingiere
Enron North America Corp.
Legal Department
1400 Smith Street, EB 3885
Houston, Texas 77002
dperlin@enron.com
Phone 713-853-7658
Fax  713-646-3490