EXHIBIT 99.327

         Terry McManus@WT400GW
         02/11/98 02:17 PM


 To:     asharma@oaot.com@smtp@WT400GW, Richard Greenall@WT400GW,
         John Hayes@WT400GW, hzimmerm@oaot.com@smtp@WT400GW,
         JNapier@caiso.com@smtp@WT400GW, Omar Mohammed@ISO, Mehdi
         Assadian@WT400GW, Ming Ball@WT400GW, Spencer Bates@WT400GW, Jim H
         Crocker@WT400GW, Michelle Dobard@WT400GW, Melecio Escuadra@WT400GW,
         Shangyou Hao@WT400GW, Steve lngram@WT40OGW, Russ Prentice@WT400GW,
         Jim Robertson@WT400GW, Dariush Shirmohammadi@WT400GW,
         Ning Yang@WT4O0GW
cc:
Subject: Wednesday 2/11 Terry Winter meeting


fyi
Terry

- --------------------------------Forward Header---------------------------------

Subject: Wednesday 2/11 Terry Winter meeting
Author:  Andy Goletz at PSCMerit6
Date:    2/11/98 10:19 AM



         1. I presented the status of Tuesday's market simulation activities. We
         processed 883 DA schedules, 28 ancillary service schedules, and 3 hour
         ahead schedules (only one SC participated in the HA market). We
         experienced very stable operations. Schedules were processed thru the
         ISO and published back to the IOU's. However, despite our overwhelming
         success on Tuesday, Wednesday will be the big day... all SC's have been
         strongly encouraged to participate in Wednesday's HA market.

         2. The 2100 systems...settlements is being checked out today and we
         anticipate promoting the current version (incorporating all change
         orders 1036 thru 1042) to the production machine this evening.
         Thursday will be the first market simulation settlement run. Path 15
         changes (SA and SI) will be delivered on Saturday 2/14. Path 15
         functional testing will be performed on Sunday thru Tuesday, and the
         business system test (EBST) will be performed on Wednesday thru Friday
         next week. Assuming all goes ok, we anticipate being able to promote
         the Path 15 changes to production on Saturday 2/21.

         3. Terry discussed the result of the ISO/PX contingency planing
         exercise and the subsequent report that will be presented to the ISO
         board today. I have faxed a copy of this report to Ralph. Ralph agreed
         to have ABB look into how to mitigate the effect of one of the
         decisions, ie the changing of the megawatt deviation tolerance from 1
         megawatt to 20.

         4. I requested a deferral of this weekend's planned Fallback testing
         until mid week next week. Terry agreed to follow up on this to see if
         this could be accommodated.

         5. Ralph presented the outcome of yesterday's PUC meeting







presentation. By the way, Ali Vojdani reported to me that the audience was
largely made up of attorney's who probed into the following areas...

- - must run units
- - congestion protocols
- - AGC
- - existing contracts (including path 15)

6. After the phone call, I presented Terry with the list of major payment
milestones that are still outstanding and requested his assistance in defining
the new criteria for payment. He agree to take this up with C&L. Relative to
passing the criteria for system performance, he acknowledged that the game has
changed and has agreed to orchestrate a meeting with C&L and the Alliance to
resolve.

7. We discussed the fact that the ISO needs to concentrate on filling two
important internal positions...

- - configuration management
- - failover/fallback/fallforward coordinator


Terry suggested Mike Robinson for the latter.

8. We discussed the ongoing problems with configuration management, including
the most recent promotion of SI patches 5 and 6 to the production machine
without going thru the 2100 process. He concurred with the severity of this
issue and he promised to take action.

9. I mentioned that Mike Robinson is preparing the formal process for testing
and promoting future changes, including data base structure changes, to
production.