AMENDMENT OF PURCHASE AGREEMENT

According to Rayong Electricity Generating Company Limited (REGCO) and Khanom Electricity Generating Company Limited (KEGCO),which are 99.99% held by Electricity Generating Public Company Limited (EGCOMP), have executed Power Purchase Agreements (PPA) with the Electricity Generating Authority of Thailand (EGAT), these PPAs became effective on December 7,1994 and June 19, 1996 , respectively. Then on July 2, 1997, the Ministry of Finance (MOF) issued a Notification providing that the value of the Baht would be set by conditions in the foreign exchange market, with the Bank of Thailand buying and selling currency to maintain the stability of Baht. The notification by the MOF has the effect to the cost of financing of REGCO and KEGCO under the PPAs. Therefore, EGAT agrees to consider giving the compensation by adjusting the capacity rate formula for the foreign content portion, which are Debt Financing Charge (DFC) by the foreign debt ratio in each year and Major Maintenance Parts Charge (MMPC), using the exchange ratefor the last business day of each billing period on the base foreign exchange of Baht 28 for the rest of projects' life. REGCO and KEGCO have signed the amendments to the PPA on January 30, 1998. These amendments shall be effective retroactively to the billing period of July 1997.