IN RE ENRON CORP

ARTHUR GONZALEZ, Bankruptcy Judge

Upon the motion (the "Motion"), dated June 23, 2004, of Enron North America Corp. ("ENA"), Louisiana Resources Company ("LRC"), LRCI, Inc. ("LRCI"), Louisiana Gas Marketing Company ("Louisiana Gas"), LGMI, Inc. ("LGMI"), all as debtors and debtors in possession in the above-captioned jointly administered bankruptcy cases (collectively, the "Bridgeline Debtors"), pursuant to Section 363 of title 11 of the United States Code, 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), Rules 6006 of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules"), and Local Rule 9013-1(i) authorizing the Bridgeline Debtors to enter into and perform under the Release Agreement dated June 23, 2004 with Texaco Exploration and Production, Inc. ("TEPI") regarding TEPI's provision of information about certain partnerships in which the Bridgeline Debtors have an interest to potential bidders, and (ii) approving the Release Agreement; and the Court having reviewed the Motion and having determined that the relief requested is in the best interest of the Bridgeline Debtors, their respective estates and their respective creditors, and is a proper exercise of the Bridgeline Debtors' business judgment; and it appearing that proper and adequate notice of the Motion has been given and the no other or further notice is necessary; and upon the record herein; and after due deliberation; and good and sufficient cause appearing therefor,

1. Ordered that the Motion is granted in its entirety; and it is further

2. Ordered that the Release Agreement is approved in all respects; and it is further

3. Ordered that the Bridgeline Debtors are authorized to execute, deliver, and perform the Release Agreement; and it is further

4. Ordered that the Bridgeline Debtors may, upon prior written consent of the Creditors' Committee, which consent shall not be unreasonably withheld, take such other actions and execute such other documents, if any, as are necessary to consummate the Release Agreement as provided in the Release Agreement; and it is further

5. Ordered that the Release Agreement and any related agreements, documents, or other instruments may be modified, amended, or supplemented by the parties thereto in accordance with the terms thereof without further order of the Court; provided, however, that, in connection therewith, the parties shall obtain the prior written consent of the Creditors' Committee, which consent shall not be unreasonably withheld; and provided, further, that any such modification, amendment, or supplement shall neither be material insofar as it affects the Bridgeline Debtors or their respective estates or any of the Debtors' affiliates nor materially change the economic substance of the economic transactions contemplated thereby insofar as it affected the Bridgeline Debtors or their respective estates or any of the Debtors' affiliates; and it is further

6. Ordered that to the extent applicable, the stay of this Order provided by the Bankruptcy Rules (including Bankruptcy Rule 6004(g)) whether for ten days or otherwise shall not be applicable to this Order, and this Order shall be effective and enforceable immediately upon entry; and it is further

7. Ordered that this Court shall retain exclusive jurisdiction to hear and determine all matters arising from the implementation of this Order and all disputes arising out of the Release Agreement.