Jeff: Sorry this took so long but here are my thoughts on the above:  1.
In Section 3.1 (c), I'm assuming that the additional sections were added  because we will get these reps in another agreement from the Trust.
Is that  correct?
2.
In Section 3.4 e), the new language regarding rescission of acceleration I  think belongs after the phrase that begins, "if the effect of such  failure..."  Also, where did the new language regarding prepayments at the  end come from?
Is this in the Revolver or in Enron's existing deals?
3.
Section 3.11 should be made subject to Section 5.7 or vice versa.
Carol

Swap Assignment Agreement - April 20 Draft
Jeff: Sorry this took so long but here are my thoughts on the above: <NUMBER>.
In Section <NUMBER> (c), I'm assuming that the additional sections were added because we will get these reps in another agreement from the Trust.
Is that correct?
<NUMBER>.
In Section <NUMBER> e), the new language regarding rescission of acceleration I think belongs after the phrase that begins, "if the effect of such failure..." Also, where did the new language regarding prepayments at the end come from?
Is this in the Revolver or in <COMPANY>'s existing deals?
<NUMBER>.
Section <NUMBER> should be made subject to Section <NUMBER> or vice versa.
Carol
failure did vice versa carol company existing deals sections added reps language regarding belongs phrase begins trust correct number revolver