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                                                                 [Exhibit 99(e)]

[Excerpt from NorAm First Quarter 10-Q for 1997]

G. As more fully described in the Company's 1996 Report on Form 10-K, the
Company is currently working with the Minnesota Pollution Control Agency
regarding the remediation of several sites on which gas was manufactured from
the late 1800's to approximately 1960. The Company has made an accrual for its
estimate of the costs of remediation (undiscounted and without regard to
potential third-party recoveries) and, based upon discussions to date and prior
decisions by regulators in the relevant jurisdictions, the Company continues to
believe that it will be allowed substantial recovery of these costs through its
regulated rates.

In addition, the Company has identified sites with possible mercury
contamination based on the type of facilities located on these sites. The
Company has not confirmed the existence of contamination at these sites, nor has
any federal, state or local governmental agency imposed on the Company an
obligation to investigate or remediate existing or potential mercury
contamination. To the extent that any compliance costs are ultimately identified
and quantified, the Company will provide an appropriate accrual and, to the
extent justified based on the circumstances within each of the Company's
regulatory jurisdictions, set up regulatory assets in anticipation of recovery
through the ratemaking process.

On October 24, 1994, the United States Environmental Protection Agency advised
MRT that it had been named a potentially responsible party under federal law
with respect to a landfill site in West Memphis, Arkansas, see Note H.

On December 18, 1995, the Louisiana Department of Environmental Quality advised
the Company that it had been named a potentially responsible party under state
law with respect to a hazardous substance site in Shreveport, Louisiana, see
Note H.

While the nature of environmental contingencies makes complete evaluation
impractical, the Company is currently aware of no other environmental matter
which could reasonably be expected to have a material impact on its results of
operations, financial position or cash flows.

H. On August 14, 1996, an action styled Shaw vs. NorAm Energy Corp., et al. was
filed in the District Court of Harris County, Texas by a purported NorAm
stockholder against the Company, certain of its officers and directors and
Houston Industries to enjoin the merger between the Company and Houston
Industries (see Note B) or to rescind such merger and/or to recover damages in
the event that the Transaction is consummated. The complaint alleges, among
other things, that the merger consideration is inadequate, the Company's Board
of Directors breached its fiduciary duties and that Houston Industries aided and
abetted such breaches of fiduciary duties. In addition, the plaintiff seeks
certification as a class action.

The Company believes that the claims are without merit and intends to vigorously
defend against the lawsuit. Management believes that the effect on the Company's
results of operations, financial position or cash flows, if any, from the
disposition of this matter will not be material.

On October 24, 1994, the United States Environmental Protection Agency advised
MRT, a


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wholly-owned subsidiary of the Company, that MRT, together with a number of
other companies, had been named under federal law as a potentially responsible
party for a landfill site in West Memphis, Arkansas and may be required to share
in the cost of remediation of this site.

However, considering the information currently known about the site and the
involvement of MRT, the Company does not believe that this matter will have a
material adverse effect on the financial position, results of operations or cash
flows of the Company.

On December 18, 1995, the Louisiana Department of Environmental Quality advised
the Company that the Company, through one of its subsidiaries and together with
several other unaffiliated entities, had been named under state law as a
potentially responsible party with respect to a hazardous substance site in
Shreveport, Louisiana and may be required to share in the remediation cost, if
any, of the site. However, considering the information currently known about the
site and the involvement of the Company and its subsidiaries with respect to the
site, the Company does not believe that the matter will have a material adverse
effect on the financial position, results of operations or cash flows of the
Company.

The Company is a party to litigation (other than that specifically noted) which
arises in the normal course of business. Management regularly analyzes current
information and, as necessary, provides accruals for probable liabilities on the
eventual disposition of these matters.

Management believes that the effect on the Company's results of operations,
financial position or cash flows, if any, from the disposition of these matters
will not be material.