Mike,
 I have checked with the credit group and the suggested changes to the 
confidentiality agreement and to Exhibit "C" and "D" are acceptable.  They 
did point out a typo in the collateral threshold provision.  It should read 
$1,500,000 instead of $1,5000,000.  Please accept the redlined changes to the 
documents and make the above correction and the documents should be ready for 
you to start the execution process.  I am informed that credit will not make 
any changes of the $1,500,000 collateral threshold amount until they have had 
an opportunity to review the Ormet financial information.  Thereafter we can 
work on an amendment if they feel that the financial information warrants 
making a change.



	"Mike Cesario" <MCesario@ormet.com>
	12/12/2000 10:53 AM
		 
		 To: <Craig.Breslau@enron.com>, <Dan.J.Hyvl@enron.com>
		 cc: "Mark Kleinginna" <MKleinginna.WheelingPO.Wheeling_Domain@ormet.com>, 
"Tommy Temple" <TTemple.WheelingPO.Wheeling_Domain@ormet.com>
		 Subject: Ormet Documents


Attached is a marked-up draft of the Enron standard confidentiality 
agreement.  Please review it and get back to me with your comments.

Additionally, I have attached a copy of the Firm Purchase/Sale Agreement that 
makes Ormet's changes to the Guarantee Agreement on Exhibit D consistent on 
the Exhibit C Guarantee Agreement.

Pending your comments on the Confidentialty Agreement, the only item 
outstanding is the $1.5 million collateral threshhold.

I look forward to hearing from you as soon as possible.

Thanks,
Mike

 - Enron_CA.doc
 - Enron_Agreement.doc