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                                                                     EXHIBIT 99e


                       HOUSTON INDUSTRIES INCORPORATED
                                SAVINGS PLAN

              (As Amended and Restated Effective July 1, 1995)


                              Second Amendment


                 The Benefits Committee of Houston Industries Incorporated,
having reserved the right under Section 10.3 of the Houston Industries
Incorporated Savings Plan, as amended and restated effective July 1, 1995 and
thereafter amended (the "Plan"), to amend the Plan, does hereby amend the Plan
as follows, effective August 1, 1996:

                 1.       Section 6.2 of the Plan is hereby amended in its
entirety as follows:

                 "6.2     Disability of Participants: If a Participant
         satisfies the definition of 'Disability' under the Company's long-term
         disability plan and commences to receive disability benefits
         thereunder, such Participant shall become entitled to receive the
         entire interest in his Pre-Tax Contribution Account, his After-Tax
         Contribution Account, his Employer Matching Account and his ESOP
         Account.  The determination of whether a Participant has become
         'Disabled' under the Company's long-term disability plan by such
         disability plan's administrator shall be final and binding on all
         parties concerned."

                 2.       The fourth paragraph of Section 8.1 of the Plan is
hereby amended by deleting the second sentence therefrom.

                 IN WITNESS WHEREOF, the Benefits Committee of Houston
Industries Incorporated has caused these presents to be executed by its duly
authorized Chairman in a number of copies, all of which shall constitute one
and the same instrument, which may be sufficiently

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evidenced by any executed copy hereof, this 31st day of July, 1996, but
effective as of August 1, 1996.


                                        BENEFITS COMMITTEE OF HOUSTON
                                           INDUSTRIES INCORPORATED
                                        
                                        
                                        By  /s/ D. D. Sykora              
                                          --------------------------------
                                            D. D. Sykora, Chairman
ATTEST:                                 
                                        
      /s/ Elizabeth P. Weylandt         
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Elizabeth P. Weylandt,
Secretary of the Benefits Committee