CORPORATE SERVICES AGREEMENT



         THIS CORPORATE SERVICES AGREEMENT (this "Agreement") dated as of

December 15, 1999, is entered into by and between NRG Energy, Inc., a Delaware

Corporation (the "Provider"), and Connecticut Jet Power LLC, a Delaware limited

liability company (the "Company").



                                    RECITALS



         1.       The Company has obtained the rights to acquire, own and

operate certain remote internal combustion units (the"Facility") located in

Torrington, Branford and Cos Cob, Connecticut.



         2.       The Company desires to employ the services of the Provider to

assist in its operation of the Facility and related business functions; and



         3.       The Provider agrees to provide various services to the Company

in support of the operations of the Facility as provided in this Agreement.



                                    AGREEMENT



         In consideration of the premises and the covenants, conditions, and

agreements contained herein, and for other good and valuable consideration, the

receipt and sufficiency of which are hereby acknowledge, the parties hereto

agree as follows:



                                    ARTICLE 1

                                   DEFINITIONS



         1.1      Definitions. Whenever used in this Agreement with initial

capitalization, the following terms shall have the meanings specified or

referred to in this Article 1.



         "Affiliate" means, with respect to any person or entity, (i) each

entity that such person or entity Controls, (ii) each person or entity that

Controls such person or entity, and (iii) each entity that is under common

Control with such person or entity.



         "Agreement" shall have the meaning provided in the introductory

paragraph hereof.



         "Control" means the possession, directly or indirectly, through one or

more intermediaries, of (i) in the case of a corporation, a majority of the

outstanding voting securities thereof; (ii) in the case of a limited liability

company, partnership, limited partnership or venture, the right to more than 50%

of the distributions therefrom (including liquidating distributions); (iii) in

the case of a trust or estate, including a business trust, a majority of the

beneficial interest therein; and (iv) in the case of any other entity, a

majority of the economic or beneficial interest therein.



         "Effective Date" means the date of this Agreement.



         "Outsource" means to cause a Service to be provided by a third-party

provider which is not an Affiliate of the Provider.



         "Outsourced Services" shall means those Services which the Provider

Outsources to third-party providers which are not Affiliates of the Provider.



         "Services" means the performance of any work, direction of work,

technical or commercial information,





<PAGE>   2



data, consulting, staff augmentation or any other corporate business function

performed for or on behalf of the Company by the Provider in functional areas

such as but not limited to: human resources, accounting, finance, treasury, tax,

office administration, information technology, engineering, construction

management, environmental, legal and safety.



         1.2      Terminology. Unless the context of this Agreement clearly

requires otherwise, (a) pronouns, wherever used herein, and of whatever gender,

will include natural persons and corporations and associations of every kind and

character, (b) the word "included" or "including" will mean "including without

limitation", (c) the word "or" will have the inclusive meaning represented by

the phrase "and/or", (d) the words "hereof," "herein," "hereunder," and similar

terms in this Agreement will refer to this Agreement as a whole and not any

particular section or article in which such words appear and (e) all terms

defined in this Agreement in the singular will have the same meaning when used

in the plural and vice versa. The section, article and other headings in this

Agreement are for reference purposed and will not control or affect the

construction of this Agreement or the interpretation hereof in any respect.

Article, section and subsection references are to his Agreement unless otherwise

specified.



                                    ARTICLE 2

                                    SERVICES



         2.01     General. The Company hereby retains the Provider, and the

Provider accepts the obligation, to provide to the Company certain Services in

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