Common use of DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES Clause in Contracts

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; providedthereof, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by specified in the Depositaryapplicable Company Order. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.12(e), two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof2.12(e). (c) Each Note shall accrue interest bear interest, if any, at its Interest Rate during each Interest Reset Period for such Note, from the later of (1) its Original Issue Date (or, if pursuant to Section 2.12, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which any interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or funds are made available for such payment, and interest Accrued Interest on each Note shall be payable for each Interest Reset Period on each the Interest Payment Date after immediately subsequent to the Original Issue DateRecord Date for the payment of interest for such Interest Reset Period. (d) All percentages resulting from any calculation of the Interest Rate for a Floating Rate Note shall be rounded, if necessary, to the nearest one hundred-thousandth of a percentage point, with five one-millionths of a percentage point rounded upward (e.g., 9.876545% (or .09876545) being rounded to 9.87655% (or .0987655)), and all dollar amounts used in or resulting from such calculation shall be rounded to the nearest cent (with one-half cent being rounded upward). (e) Each Note shall mature on a Stated Maturity date specified in such Note not less than nine months nor more than 30 years after its Original Issue Date, and the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the The Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest Accrued Interest payable on such Note on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as The Company shall cause the Calculation Agent to calculate each Interest Rate applicable to each Floating Rate Note in accordance with this Indenture, and the Company shall, or shall cause the Calculation Agent to, notify the Trustee is of each determination of such Interest Rate promptly after such determination. The Calculation Agent's determination of any Interest Rate shall be final and binding in the registrar and paying agent, absence of manifest error. (h) On the Trustee shall, as soon as practicable but no later than the Regular Record Date fifth Business Day immediately preceding each applicable Interest Payment Date, provide the Trustee shall furnish to the Company a list notice setting forth the total amount of the principal, interest and premium Accrued Interest payments to be paid made on such Interest Payment Date, and to the Depositary a notice setting forth the total amount of Accrued Interest payments to be made on Global Notes on such Interest Payment Date. The Trustee will provide monthly to the Company a list of the principal of and any premium and Accrued Interest to be paid on Notes in the next succeeding month and to the Depositary a list of the principal of and any premium and Accrued Interest to be paid on Global Notes in the such succeeding month. Promptly after the first Business Day of each month, the Trustee shall assume responsibility furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Company will provide to the Trustee not later than the payment date sufficient moneys to pay in full all principal of and any premium and Accrued Interest payments due on such payment date. The Trustee shall be responsible for withholding taxes on interest paid as required by law except law. (i) Upon the request of any Noteholder of a Floating Rate Note, the Trustee shall provide to such Noteholder the Interest Rate then in effect and, if then determined, the Interest Rate that will become effective on the next Interest Reset Date, with respect to any Global such Floating Rate Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon registration of, transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date (except as provided in the definition of “Interest Payment Date” in Section 1.03 hereof). (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest (to the extent then ascertainable) and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; providedPROVIDED, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, however, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary15,000,000. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, Trustee and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note The Notes shall mature on a Stated Maturity specified in the NoteOctober 1, 2031. The principal amount of each the outstanding Note Notes shall be payable on the Stated Maturity date specified thereinmaturity date. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest Interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such the Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such the Note upon any registration of transfer, exchange or substitution of such the Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depositary a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium premium, if any, to be paid on Notes on such Interest Payment Date and to the Depositary a list of the principal, interest and premium, if any, to be paid on Global Notes on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Trustee Trustee, as long as it is paying agent, shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series Securities shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, provided that the principal amount of a Global Note Security shall not exceed $500,000,000 400,000,000 unless otherwise permitted by the DepositaryDepository. (b) Each Note Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note Security issued upon transfer, exchange or substitution of a Note Security shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted NoteSecurity, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note Security shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Security has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Note and Global Security to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Security until the principal of such Note Security is paid or made available for payment, and interest on each Note Security shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note Security shall mature on a Stated Maturity stated maturity specified in the NoteSecurity. The principal amount of each outstanding Note Security shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes Securities shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such NotesSecurities. The method of computing interest on any Notes Securities not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium on the Notes Securities shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note Security shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note Security upon any registration of transfer, exchange or substitution of such Note Security subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note Security is payable. (g) So long as the The Trustee is the registrar and (or any duly selected paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, ) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes Securities on such Interest Payment Date; provided, however, that any failure to receive such notice shall not relieve the Company of its obligation to pay the principal, interest and premium on the Securities when due. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global NoteSecurity.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date or the date specified in such Note and or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable.. 12 (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series Securities shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, provided that the principal amount of a Global Note Security shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the DepositaryDepository. (b) Each Note Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note Security issued upon transfer, exchange or substitution of a Note Security shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted NoteSecurity, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note Security shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Security has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Note and Global Security to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Security until the principal of such Note Security is paid or made available for payment, and interest on each Note Security shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note Security shall mature on a Stated Maturity stated maturity specified in the NoteSecurity. The principal amount of each outstanding Note Security shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes Securities shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such NotesSecurities. The method of computing interest on any Notes Securities not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium on the Notes Securities shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note Security shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note Security upon any registration of transfer, exchange or substitution of such Note Security subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note Security is payable. (g) So long as the The Trustee is the registrar and (or any duly selected paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, ) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes Securities on such Interest Payment Date; provided, however, that any failure to receive such notice shall not relieve the Company of its obligation to pay the principal, interest and premium on the Securities when due. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global NoteSecurity.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; providedPROVIDED, that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series Securities shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, provided that the principal amount of a Global Note Security shall not exceed $500,000,000 _______ unless otherwise permitted by the Depositary. (b) Each Note Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note Security issued upon transfer, exchange or substitution of a Note Security shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted NoteSecurity, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note Security shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Security has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Note and Global Security to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Security until the principal of such Note Security is paid or made available for payment, and interest on each Note Security shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note Security shall mature on a Stated Maturity stated maturity date specified in the NoteSecurity. The principal amount of each outstanding Note Security shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes Securities shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such NotesSecurities. The method of computing interest on any Notes Securities not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes Securities shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note Security shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note Security upon any registration of transfer, exchange or substitution of such Note Security subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note Security is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depositary a notice setting forth the total amount of interest payments to be made on Global Securities on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes Securities on such Interest Payment Date and to the Depositary a list of the principal, interest and premium to be paid on Global Securities on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Securities. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global NoteSecurity.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes Securities of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note Security issued upon transfer, exchange or substitution of a Note Security shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted NoteSecurity, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note Security shall accrue bear interest from the later of (1i) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Security has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Note and Global Security to which that Original Issue Date is applicable), or (2ii) the most recent date to which interest has been paid or duly provided for with respect to such Note Security until the principal of such Note Security is paid or made available for payment, and interest on each Note Security shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note Security shall mature on a Stated Maturity stated maturity specified in the NoteSecurity. The principal amount of each outstanding Note Security shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes Securities shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such NotesSecurities. The method of computing interest on any Notes Securities not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium on the Notes Securities shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note Security shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note Security upon any registration of transfer, exchange or substitution of such Note Security subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note Security is payable. (g) So long as the The Trustee is the registrar and (or any duly selected paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, ) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes Securities on such Interest Payment Date; provided, however, that any failure to receive such notice shall not relieve the Company of its obligation to pay the principal, interest and premium on the Securities when due. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global NoteSecurity.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes In the absence of each series any provision to the contrary in the form of Security of any particular series, the Securities shall be issuable in as registered form Securities without coupons in the denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board any multiple of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note 1,000. Every Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transferinterest, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferredif any, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) or pursuant to the most recent date to which interest has been paid or duly provided for with respect to such Note until Board Resolution authorizing the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Noteissuance thereof. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date record date (as hereinafter in this Section 3.02 defined) with respect to an Interest Payment Date for such Note any interest payment date shall be entitled to receive the interest payable on such Interest Payment Date interest payment date notwithstanding the cancellation of such Note Security upon any registration of transfer, transfer or exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date the record date and prior to such Interest Payment Dateinterest payment date; provided, however, that if and to the extent the Corporation shall default in the payment of the interest due on such interest payment date, such defaulted interest shall be paid to the Persons in whose names outstanding Securities are registered at the close of business on a subsequent record date established by notice given by mail by or on behalf of the Corporation to the holders of Securities not less than 15 days preceding such subsequent record date, such record date to be not less than five days preceding the date of payment of such defaulted interest. Any As used in this Section 3.02, the term "record date" for the interest payable at Maturity on any Security on any interest payment date (except a date for payment of defaulted interest) shall mean the date, if any, specified in such Security as the "record date" for the interest payable on such Security on any interest payment date for such Security (except a date for payment of defaulted interest on such Security). 22 15 Except as otherwise specified as contemplated in Section 3.01 for Securities of any series, if any Security of any series is exchanged for Capital Securities after any record date and on or prior to the next succeeding interest payment date for such series (other than any Security whose maturity is prior to such interest payment date), interest due on such interest payment date shall be paid by the Corporation on such interest payment date notwithstanding such exchange, and such interest (whether or not punctually paid or duly provided for) shall be paid to the Person to whom in whose name the principal Security is registered at the close of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes business on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Noterecord date.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures indenture supplemental hereto; provided, provided that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the DepositaryDepository. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depository a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date and to the Depository a list of the principal, interest and premium to be paid on Global Notes on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date or the date specified in such Note and or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Note, in each case, until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified 10 in the Note. The principal amount of each outstanding Outstanding Note shall be payable on the Stated Maturity date Date or Dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-30 day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium premium, if any, to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes In the absence of each series any provision to the contrary in the form of Security of any particular series, the Securities shall be issuable in as registered form Securities without coupons in the denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board any multiple of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note 1,000. Every Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transferinterest, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferredif any, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) or pursuant to the most recent date to which interest has been paid or duly provided for with respect to such Note until Board Resolution authorizing the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Noteissuance thereof. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date record date (as hereinafter in this Section 3.02 defined) with respect to an Interest Payment Date for such Note any interest payment date shall be entitled to receive the interest payable on such Interest Payment Date interest payment date notwithstanding the cancellation of such Note Security upon any registration of transfer, transfer or exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date the record date and prior to such Interest Payment Dateinterest payment date; provided, however, that if and to the extent the Corporation shall default in the payment of the interest due on such interest payment date, such defaulted interest shall be paid to the Persons in whose names outstanding Securities are registered at the close of business on a subsequent record date established by notice given by mail by or on behalf of the Corporation to the holders of Securities not less than 15 days preceding such subsequent record date, such record date to be not less than five days preceding the date of payment of such defaulted interest. Any As used in this Section 3.02, the term "record date" for the interest payable at Maturity on any Security on any interest payment date (except a date for payment of defaulted interest) shall mean the date, if any, specified in such Security as the "record date" for the interest payable on such Security on any interest payment date for such Security (except a date for payment of defaulted interest on such Security). Except as otherwise specified as contemplated in Section 3.01 for Securities of any series, if any Security of any series is exchanged for Capital Securities after any record date and on or prior to the next succeeding interest payment date for such series (other than any Security whose maturity is prior to such interest payment date), interest due on such interest payment date shall be paid by the Corporation on such interest payment date notwithstanding such exchange, and such interest (whether or not punctually paid or duly provided for) shall be paid to the Person to whom in whose name the principal Security is registered at the close of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes business on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Noterecord date.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, however, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted the amount, if any, specified by the DepositaryDepository from time to time. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, Trustee and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the NoteNote not less than one year nor more than thirty years after the applicable Original Issue Date. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes shall be calculated on the basis of a 360-360- day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depository a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium premium, if any, to be paid on Notes on such Interest Payment Date and to the Depository a list of the principal, interest and premium, if any, to be paid on Global Notes on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Trustee Trustee, as long as it is paying agent, shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental indenture supplements hereto; provided, provided that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(g) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(g) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the The Trustee is the registrar and (or any duly selected paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, ) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date and to the Depositary a list of the principal, interest and premium to be paid on Global Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date or the date specified in such Note and or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Note, in each case until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date; provided that unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, the first payment of interest on any Note with an Original Issue Date between a Regular Record Date and an Interest Payment Date will be made on the next succeeding Interest Payment Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Outstanding Note shall be payable on the Stated Maturity date Date or Dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-30 day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, Trustee and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depositary a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium premium, if any, to be paid on Notes on such Interest Payment Date and to the Depositary a list of the principal, interest and premium, if any, to be paid on Global Notes on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Trustee Trustee, as long as it is paying agent, shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and any integral multiples thereof or such other amount or amounts as may be authorized by the Board multiple of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each 1,000. Every Note shall be dated and issued as of the date of its authentication by and the TrusteeStated Maturity of the Notes shall be March 15, and shall bear an Original Issue Date; each Note issued upon transfer2002. Except as provided in this Section 2.03, exchange or substitution of a every Note shall bear the Original Issue Date or Dates interest, payable semiannually on March 15 and September 15 of such transferredeach year, exchanged or substituted Notecommencing on September 15, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest 1997, from the later of (1) its Original Issue Date or the date specified in such Note and (2) including the most recent date Interest Payment Date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is (or, if no interest has been paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereofNotes, interest from March 11, 1997). Interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an any Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date (unless such Note has been called for redemption and the Redemption Date for such Note is prior to such Interest Payment Date) notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note conversion thereof subsequent to such the Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest on any Note which is payable, but is not punctually paid or duly provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the Noteholder on the relevant Regular Record Date by virtue of having been such Noteholder, and such Defaulted Interest may be paid by the Company, at Maturity its election in each case, as provided in Clause (1) or (2) below: (1) The Company may elect to make payment of any Defaulted Interest to the Persons in whose names the Notes (or their respective Predecessor Notes) are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest which shall be fixed in the following manner. The Company shall notify the Trustee in writing of the amount of Defaulted Interest proposed to be paid on each Note and the date of the proposed payment, and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such Defaulted Interest as in this Clause provided. Thereupon the Trustee shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 days and not less than 5 days prior to the date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date and, in the name and at the expense of the Company, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, first-class postage prepaid, to each Noteholder at its address as it appears in the Register, not less than 15 days prior to such Special Record Date. Notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor having been so mailed, such Defaulted Interest shall be paid to the Person Persons in whose names the Notes (or their respective Predecessor Notes) are registered at the close of business on such Special Record Date and shall no longer be payable pursuant to whom the principal of such Note is payablefollowing Clause (2). (g2) So long The Company may make payment of any Defaulted Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee is of the registrar and paying agentproposed payment pursuant to this Clause, such manner of payment shall be deemed practicable by the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide Trustee. Subject to the Company a list foregoing provisions of this Section, each Note delivered under this Indenture upon registration of transfer of or in exchange for or in lieu of any other Note shall carry the principalrights to interest accrued and unpaid, interest and premium to be paid on Notes on accrue, which were carried by such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global other Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, Trustee and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-360- day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depositary a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium premium, if any, to be paid on Notes on such Interest Payment Date and to the Depositary a list of the principal, interest and premium, if any, to be paid on Global Notes on such Interest Payment Date. The Promptly after the first Business Day of each month, the Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect furnish to any Global Note.the Company a written notice setting forth the aggregate principal amount of the

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental heretoResolution; provided, provided that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity date specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof2.05, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof2.05. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depositary a notice setting forth the total amount of interest payments to be made on Global Notes on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date and to the Depositary a list of the principal, interest and premium to be paid on Global Notes on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in as registered form Notes without coupons in the denominations of $1,000 and any integral multiples thereof multiple of $1,000, and shall be numbered, lettered, or otherwise distinguished in such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution manner or in one or more indentures supplemental hereto; provided, that accordance with such plan as the principal amount officers of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note Company executing the same may determine with the approval of the Trustee. The Notes shall be dated and issued as of the date of its authentication thereof by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a . The Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes is November 1, ____. The Notes shall be bear interest annually (calculated on the basis of a 360-day year of twelve 30-day months months) at the rate set forth in their titles, payable monthly in each year, from the Interest Payment Date immediately preceding the date of such Note to which interest on the Notes has been paid (and for any partial periods unless the date of such Note is the date to which interest on the Notes has been paid, in which case from the date of such Note), or, if no interest has been paid on the Notes since the Original Issue Date of such Note, from such Original Issue Date, which interest shall be calculated paid on the basis first day of each month, commencing December 1, 1997, until payment of the number principal thereof becomes due, and at the same rate per annum on any overdue principal and (to the extent legally enforceable) on any overdue installment of days elapsed in a 360-day year of twelve 30-day months) interest; and shall be computed payable as to principal and interest at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency main office of the United States. (f) Except Trustee and at such other office or agency as provided in this Indenture. Notwithstanding the following sentenceforegoing, so long as there is no existing default in the Person in whose name any Note is registered at payment of interest on the close of business on any Notes, all Notes authenticated by the Trustee between the Regular Record Date or Special Record Date with respect to an (as hereinafter defined) for any Interest Payment Date for such Note shall be entitled to receive the interest payable on and such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to shall bear interest from such Interest Payment Date. Any interest payable at Maturity shall be paid ; provided, however, that if and to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to extent that the Company a list shall default in the payment of the principal, interest and premium to be paid on Notes due on such Interest Payment Date. The Trustee , then any such Note shall assume responsibility for withholding taxes bear interest from the Interest Payment Date immediately preceding the date of such Note to which interest on the Notes has been paid, or if no interest has been paid on such Notes since the Original Issue Date of such Notes from such Original Issue Date or from such other date as required shall have been fixed by law except with respect to this Indenture or any Global Notesupplemental indenture hereto.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series Securities shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures indenture supplemental hereto; provided, provided that the principal amount of a Global Note Security shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the DepositaryDepository. (b) Each Note Security shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.13(e) hereof, two or more Original Issue Dates; each Note Security issued upon transfer, exchange or substitution of a Note Security shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted NoteSecurity, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note Security shall accrue bear interest from the later of (1) its Original Issue Date (or, if pursuant to Section 2.13 hereof, a Global Security has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Note and Global Security to which that Original Issue Date is applicable), or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note Security until the principal of such Note Security is paid or made available for payment, and interest on each Note Security shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note Security shall mature on a Stated Maturity stated maturity specified in the NoteSecurity. The principal amount of each outstanding Note Security shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, interest on each of the Notes Securities shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such NotesSecurities. The method of computing interest on any Notes Securities not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 2.5 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 2.5 hereof, principal, interest and premium on the Notes Securities shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note Security is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note Security shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note Security upon any registration of transfer, exchange or substitution of such Note Security subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note Security is payable. (g) So long as the Trustee Promptly after each Regular Record Date that is the registrar and paying agentnot a date of maturity, the Trustee shall, as soon as practicable but no later than shall furnish to the Regular Record Date preceding each Company a notice setting forth the total amount of the interest payments to be made on the applicable Interest Payment Date, and to the Depository a notice setting forth the total amount of interest payments to be made on Global Securities on such Interest Payment Date. The Trustee (or any duly selected paying agent) shall provide to the Company during each month that precedes an Interest Payment Date a list of the principal, interest and premium to be paid on Notes Securities on such Interest Payment Date and to the Depository a list of the principal, interest and premium to be paid on Global Securities on such Interest Payment Date. Promptly after the first Business Day of each month, the Trustee shall furnish to the Company a written notice setting forth the aggregate principal amount of the Global Securities. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global NoteSecurity.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 200,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d2.13(e) hereof. (c) Each Note shall accrue bear interest from the later of (1) its Original Issue Date or the date specified in such Note and or (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity stated maturity specified in the Note. The principal amount of each outstanding Outstanding Note shall be payable on the Stated Maturity maturity date or dates specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium premium, if any, on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; providedthereof, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by specified in the Depositaryapplicable Company Order. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue DateDate or, as provided in Section 2.12(e), two or more Original Issue Dates; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof2.12(e). (c) Each Note shall accrue interest bear interest, if any, at its Interest Rate during each Interest Reset Period for such Note, from the later of (1) its Original Issue Date (or, if pursuant to Section 2.12, a Global Note has two or more Original Issue Dates, interest shall, beginning on each such Original Issue Date, begin to accrue for that part of the date specified in principal amount of such Global Note and to which that Original Issue Date is applicable), or (2) the most recent date to which any interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or funds are made available for such payment, and interest Accrued Interest on each Note shall be payable for each Interest Reset Period on each the Interest Payment Date after immediately subsequent to the Original Issue DateRecord Date for the payment of interest for such Interest Reset Period. (d) All percentages resulting from any calculation of the Interest Rate for a Floating Rate Note shall be rounded, if necessary, to the nearest one hundred-thousandth of a percentage point, with five one-millionths of a percentage point rounded upward (e.g., 9.876545% (or .09876545) being rounded to 9.87655% (or .0987655)), and all dollar amounts used in or resulting from such calculation shall be rounded to the nearest cent (with one-half cent being rounded upward). (e) Each Note shall mature on a Stated Maturity date specified in such Note not less than nine months nor more than 30 years after its Original Issue Date, and the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the The Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest Accrued Interest payable on such Note on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as The Company shall cause the Calculation Agent to calculate each Interest Rate applicable to each Floating Rate Note in accordance with this Indenture, and the Company shall, or shall cause the Calculation Agent to, notify the Trustee is of each determination of such Interest Rate promptly after such determination. The Calculation Agent's determination of any Interest Rate shall be final and binding in the registrar and paying agent, absence of manifest error. (h) On the Trustee shall, as soon as practicable but no later than the Regular Record Date fifth Business Day immediately preceding each applicable Interest Payment Date, provide the Trustee shall furnish to the Company a list notice setting forth the total amount of the principal, interest and premium Accrued Interest payments to be paid made on such Interest Payment Date, and to the Depositary a notice setting forth the total amount of Accrued Interest payments to be made on Global Notes on such Interest Payment Date. The Trustee will provide monthly to the Company a list of the principal of and any premium and Accrued Interest to be paid on Notes in the next succeeding month and to the Depositary a list of the principal of and any premium and Accrued Interest to be paid on Global Notes in the such succeeding month. Promptly after the first Business Day of each month, the Trustee shall assume responsibility furnish to the Company a written notice setting forth the aggregate principal amount of the Global Notes. The Company will provide to the Trustee not later than the payment date sufficient moneys to pay in full all principal of and any premium and Accrued Interest payments due on such payment date. The Trustee shall be responsible for withholding taxes on interest paid as required by law except law. (i) Upon the request of any Noteholder of a Floating Rate Note, the Trustee shall provide to such Noteholder the Interest Rate then in effect and, if then determined, the Interest Rate that will become effective on the next Interest Reset Date, with respect to any Global such Floating Rate Note. Section 2.05.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in registered form without coupons in denominations of $1,000 and integral multiples thereof or such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution or in one or more indentures supplemental hereto; provided, that the principal amount of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note shall be dated and issued as of the date of its authentication by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order or supplemental indenture pursuant to Section 2.05 hereof, interest on each of the Notes shall be calculated on the basis of a 360-day year of twelve 30-day months (and for any partial periods shall be calculated on the basis of the number of days elapsed in a 360-day year of twelve 30-day months) and shall be computed at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency of the United States. (f) Except as provided in the following sentence, the Person in whose name any Note is registered at the close of business on any Regular Record Date or Special Record Date with respect to an Interest Payment Date for such Note shall be entitled to receive the interest payable on such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to such Interest Payment Date. Any interest payable at Maturity shall be paid to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to the Company a list of the principal, interest and premium to be paid on Notes on such Interest Payment Date. The Trustee shall assume responsibility for withholding taxes on interest paid as required by law except with respect to any Global Note.

DENOMINATIONS, DATES, INTEREST PAYMENT AND RECORD DATES. (a) The Notes of each series shall be issuable in as registered form Notes without coupons in the denominations of $1,000 and any integral multiples thereof multiple of $1,000, and shall be numbered, lettered, or otherwise distinguished in such other amount or amounts as may be authorized by the Board of Directors or a Company Order pursuant to a Board Resolution manner or in one or more indentures supplemental hereto; provided, that accordance with such plan as the principal amount officers of a Global Note shall not exceed $500,000,000 unless otherwise permitted by the Depositary. (b) Each Note Company executing the same may determine with the approval of the Trustee. The Notes shall be dated and issued as of the date of its authentication thereof by the Trustee, and shall bear an Original Issue Date; each Note issued upon transfer, exchange or substitution of a Note shall bear the Original Issue Date or Dates of such transferred, exchanged or substituted Note, subject to the provisions of Section 2.13(d) hereof. (c) Each Note shall accrue interest from the later of (1) its Original Issue Date or the date specified in such Note and (2) the most recent date to which interest has been paid or duly provided for with respect to such Note until the principal of such Note is paid or made available for payment, and interest on each Note shall be payable on each Interest Payment Date after the Original Issue Date. (d) Each Note shall mature on a . The Stated Maturity specified in the Note. The principal amount of each outstanding Note shall be payable on the Stated Maturity date specified therein. (e) Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, interest on each of the Notes is November 1, 2002. The Notes shall be bear interest annually (calculated on the basis of a 360-day year of twelve 30-day months months) at the rate set forth in their titles, payable monthly in each year, from the Interest Payment Date immediately preceding the date of such Note to which interest on the Notes has been paid (and for any partial periods unless the date of such Note is the date to which interest on the Notes has been paid, in which case from the date of such Note), or, if no interest has been paid on the Notes since the Original Issue Date of such Note, from such Original Issue Date, which interest shall be calculated paid on the basis first day of each month, commencing December 1, 1997, until payment of the number principal thereof becomes due, and at the same rate per annum on any overdue principal and (to the extent legally enforceable) on any overdue installment of days elapsed in a 360-day year of twelve 30-day months) interest; and shall be computed payable as to principal and interest at a fixed rate until the Stated Maturity of such Notes. The method of computing interest on any Notes not bearing a fixed rate of interest shall be set forth in a Company Order pursuant to Section 2.05 hereof. Unless otherwise specified in a Company Order pursuant to Section 2.05 hereof, principal, interest and premium on the Notes shall be payable in the currency main office of the United States. (f) Except Trustee and at such other office or agency as provided in this Indenture. Notwithstanding the following sentenceforegoing, so long as there is no existing default in the Person in whose name any Note is registered at payment of interest on the close of business on any Notes, all Notes authenticated by the Trustee between the Regular Record Date or Special Record Date with respect to an (as hereinafter defined) for any Interest Payment Date for such Note shall be entitled to receive the interest payable on and such Interest Payment Date notwithstanding the cancellation of such Note upon any registration of transfer, exchange or substitution of such Note subsequent to such Regular Record Date or Special Record Date and prior to shall bear interest from such Interest Payment Date. Any interest payable at Maturity shall be paid ; provided, however, that if and to the Person to whom the principal of such Note is payable. (g) So long as the Trustee is the registrar and paying agent, the Trustee shall, as soon as practicable but no later than the Regular Record Date preceding each applicable Interest Payment Date, provide to extent that the Company a list shall default in the payment of the principal, interest and premium to be paid on Notes due on such Interest Payment Date. The Trustee , then any such Note shall assume responsibility for withholding taxes bear interest from the Interest Payment Date immediately preceding the date of such Note to which interest on the Notes has been paid, or if no interest has been paid on such Notes since the Original Issue Date of such Notes from such Original Issue Date or from such other date as required shall have been fixed by law except with respect to this Indenture or any Global Notesupplemental indenture hereto.