FW: Letter of Confirmation re: BF Capital Funding LP

Here is the detail we have on Bow River Trust
---------------------- Forwarded by Catherine Clark/HOU/ECT on 09/19/2000
11:21 AM ---------------------------

"McArthur, Ian " <IAN.MCARTHUR@ROYALBANK.COM< on 09/18/2000 05:44:02 PM
To: "'cris.sherman@enron.com'" <cris.sherman@enron.com<,
"'soma.ghosh@enron.com'" <soma.ghosh@enron.com<, "'bordenr@macleoddixon.com'"
<bordenr@macleoddixon.com<, "'catherine.clark@enron.com'"
<catherine.clark@enron.com<
cc: "McArthur, Ian " <IAN.MCARTHUR@ROYALBANK.COM<, "Fleming, Blair "
<BLAIR.FLEMING@ROYALBANK.COM<
Subject: FW: Letter of Confirmation re: BF Capital Funding LP

FYI, confirmation that the wording is OK for BF Capital.? Await comments from
Enron or confirmation that you are also OK.

Thanks, Mike

-----Original Message-----
From:?? Tomlinson, Ross?
Sent:?? 2000, September, 18 5:30 PM
To:???? McArthur, Ian
Subject:??????? RE: Letter of Confirmation re: BF Capital Funding LP
Sensitivity:??? Private

Ian, wording is fine. I have confirmed that the signatories would be Bruce
Barker and David Smith (in Calgary).

Ross

-----Original Message-----
From:?? McArthur, Ian?
Sent:?? Monday, September 18, 2000 4:19 PM
To:???? 'cris.Sherman@Enron.com'
Cc:???? Tomlinson, Ross ; McArthur, Ian ; Fleming, Blair ;
'soma.ghosh@enron.com'; 'catherine.clark@enron.com';
'rick.borden@macleoddixon.com'

Subject:??????? Letter of Confirmation re: BF Capital Funding LP
Importance:???? High
Sensitivity:??? Private

Cris, as discussed, BF Equity Capital would be prepared to issue the letter
for audit purposes and we would propose the following text.? Please advise
comments asap.

Quote:

To Whom it May Concern

Re:? BF Capital Funding LP

We confirm that BF Capital Funding LP is an active investment vehicle owned
0.1% by the General Partner, IFS (Alberta) Ltd., which is in turn owned by
IFS Inc., an Ontario corporation owned by a number of legal professionals.

BF Funding LP has previously undertaken, and will continue to make, a number
of equity investments and in the proposed transaction will be purchasing 100%
of the equity interest in Bow River Trust, a trust existing under the laws of
Alberta.

For Canadian GAAP purposes, the General Partner of BF Capital Funding LP will
be required to consolidate Bow River Trust back into its accounts for
financial reporting purposes.

A 99.9% Limited Partner interest in BF Capital Funding is held by Royal Bank
of Canada under Section 468 of the Bank Act.? As Limited Partner, Royal Bank
of Canada has no control over BF Capital Funding LP and is not required to
consolidate the partnership into its accounts for financial reporting
purposes.

Yours faithfully,

Bruce Barker??? ??????? ??????? ??????? S.W. Bowen

Unquote:

Please advise comments asap. Please respond to Ian McArthur email address.

Regards
Mike Elllison
RBC Dominion Securities