Common use of Interest and Interest Rates Clause in Contracts

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the rate of __% per annum from __________, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture Interest on the outstanding principal amount of [ ] Notes will bear interest accrue at the rate of __% [ ]%(20) per annum and will be payable semi-annually in arrears in cash on [[ ] and [ ]](21) of each year, commencing [[ ], 20[ ]](22) (each, an “Interest Payment Date”). Interest on the [ ] Notes will accrue from __________the most recent date to which interest on the [ ] Notes has been paid or provided for or, 1999 until if no interest has been paid or provided for, from [ ], 20[ ], except that interest on any Additional [ ] Notes (as defined below) will accrue (or will be deemed to have accrued) from the principal most recent date to which interest on such Additional [ ] Notes has been paid or duly provided for or, if no interest has been paid or provided for on such Additional [ ] Notes, from the date set forth in the applicable Notes Supplemental Indenture pursuant to which such Additional [ ] Notes are issued; provided that if any [ ] Note issued in exchange therefor is surrendered for exchange on or after a record date for an Interest Payment Date that will occur on or after the date of such exchange, interest on such Note received in exchange thereof becomes due and will accrue from such Interest Payment Date. Interest on the [ ] Notes will be paid on the basis of a 360-day year consisting of twelve 30-day months. The interest so payable, and punctually paid or duly provided for, on any overdue principal and (Interest Payment Date shall be paid to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person Person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, the [ ] Notes are registered at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment which shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. [[ ] and [ ]](b23) Any such interest installment not punctually paid (whether or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is ) (a Business Day (and without any interest or other payment in respect of any such delay“Regular Record Date”), except thatas the case may be, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payableInterest Payment Date. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the rate of __6 1/2% per annum from __________June 2, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__6 1/2%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on March 1, June 301, September 30, 1 and December 31 and March 31 1 of each year (each an "Interest Payment Date"), commencing on June 30September 1, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates date for such interest installment shall be the close of business on the fifteenth day of the month preceding the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Pogo Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever any nature (other than withholding taxes) imposed by the United States of America Internal Revenue Service or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Pogo Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Pogo Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of interest on each --------------------------- Debt Security shall be ____% per annum annum, accruing from ____________, 1999 until the principal thereof becomes due and and, subject to Section 2.5, interest shall be payable, and quarterly in arrears, on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)_________, compounded quarterly ("Compounded Interest")___________, payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 ___________ and March 31 ___________ of each year (each such date, an "Interest Payment Date"), commencing on June 30_____________, 1999, to the person in whose name such Series A Debenture or . The rate of any predecessor Series A Debenture is registered, Additional Interest that shall accrue on each Debt Security shall be at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Datesame rate per annum. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and for . For any period shorter of less than a full quarterly interest period for which interest is computedmonth, interest payable shall be reflect interest on the Debt Securities computed on the basis of the actual number of elapsed days elapsed per 90based on a month of 30 days in a 360-day quarteryear. In the event that any date on which interest is payable on the Series A Debentures a Debt Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. . The interest installment so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name such Debt Security (dor one or more Predecessor Securities) If is registered in the Securities Register at the close of business on the Regular Record Date for such interest installment, which, if such Debt Security is a Global Security issued to the Depositary, shall be the close of business on the Business Day next preceding such Interest Payment Date. The interest so payable on any Debt Security which is not punctually paid or duly provided for on any Interest Payment Date shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name such Debt Security (or one or more Predecessor Securities) is registered in the Securities Register at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Debt Securities not less than 10 days prior to such Special Record Date, or be paid at any time Litchfield Capital Trust I shall in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Debt Securities may be listed, and upon such notice as may be required to pay any taxesby such exchange, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by all as more fully provided in the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will Note shall bear interest at the rate of __7.000% per annum annum, accruing from __________April 28, 1999 until the principal thereof becomes due 2003 and interest shall be payable, semi-annually in arrears, on May 1 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 November 1 of each year (each such date, an "Interest Payment Date"), commencing on June 30November 1, 19992003, to the person Person in whose name such Series A Debenture Note or any predecessor Series A Debenture Predecessor Security is registered, at the close of business on the regular record immediately preceding April 15 and October 15, respectively, whether or not such day is a Business Day (each such date, a "Regular Record Date"). The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360-day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date for on which interest is payable on a Note is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest installment, which, except as set forth below, shall be, or other payment in respect of any Series A Debentures of which such delay) with the Property Trustee same force and effect as if made on the date the payment was originally payable. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name that Note (or one or more Predecessor Securities) is the registered holder or a Global Debenture, at the close of business on the Business Day next preceding Regular Record Date for such interest, except that Interest Payment Date. Notwithstanding interest payable on the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant Maturity Date shall be paid to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Holder to whom principal is paid. Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 7.750% per annum annum, accruing from __________February 21, 1999 until the principal thereof becomes due 2002 and interest shall be payable, semi-annually in arrears, on February 15 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)August 15, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment DateINTEREST PAYMENT DATE"), commencing on June 30August 15, 19992002, to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding February 1 and August 1, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "REGULAR RECORD DATE"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the special record date for the payment of such Defaulted Interest to be fixed by the -7- First Supplemental Indenture Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such special record date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the rate of __10% per annum from __________May 19, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__10%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on March 31, June 30, September 30, 30 and December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will The Notes shall bear interest at the rate of __8.125% per annum annum, from __________and including July 6, 1999 until 2000 (the principal thereof becomes due "Issue Date") to, but excluding, the Maturity Date. Such interest shall be payable semiannually in arrears, on January 15 and payableJuly 15, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing January 15, 2001. (b) The interest so payable, and punctually paid or duly provided for, on June 30, 1999, any Interest Payment Date shall be paid to the person Persons in whose name such Series A Debenture names the Notes (or any predecessor Series A Debenture is registered, one or more Predecessor Securities) are registered at the close of business on the regular record date for immediately preceding January 1 and July 1, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment (each such date, a "Regular Record Date"). Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (d) If Any principal and premium, if any, and any installment of interest, which is overdue shall bear interest at any time Litchfield Capital Trust I the rate of 8.125% per annum (to the extent permitted by law), from the dates such amounts are due until they are paid or made available for payment, and such interest shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature payable on demand. (other than withholding taxese) imposed The interest rate borne by the United States Registrable Securities will be increased by .25% per annum upon the occurrence of America or any other taxing authoritya Registration Default, then, in any which rate will increase by an additional .25% per annum if such case, Registration Default has not been cured within 90 days after the Company shall pay as additional interest occurrence thereof and will continue until all Registration Defaults have been cured ("Additional Interest") ); PROVIDED that the aggregate amount of any such increase in the interest rate on the Series A Debentures Registrable Securities shall in no event exceed 1.0% per annum; PROVIDED, FURTHER, that if the Exchange Offer Registration Statement is not declared effective on or prior to the 180th calendar day following the Issue Date and the Company shall request Holders of Registrable Securities to provide the information called for by the Registration Rights Agreement for inclusion in the Shelf Registration Statement, the Registrable Securities owned by Holders who do not deliver such additional amounts as information to the Company or who do not provide comments to the Company on the Shelf Registration Statement when required pursuant to the Registration Rights Agreement shall not be entitled to any such Additional Interest for any day after the 210th calendar day following the Issue Date. All accrued Additional Interest shall be required so that paid to Holders of Registrable Securities in the net amounts received same manner and retained by Litchfield Capital Trust I after paying any such taxesat the same time as regular payments of interest on the Registrable Securities. Following the cure of all Registration Defaults, duties, assessments or other governmental charges the accrual of Additional Interest shall be equal cease and the interest rate on the Registrable Securities will revert to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed8.125% per annum.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 5.875% per annum annum, accruing from __________May 27, 1999 until the principal thereof becomes due 2003 and interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)semi-annually in arrears, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 301 and December 1, September 30, December 31 and March 31 of each year (each such date, an "“Interest Payment Date"”), commencing on June 30December 1, 19992003, to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding May 15 and November 15, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) “Regular Record Date”). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the special record date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such special record date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will The 2046 Notes shall bear interest at the a rate of __5.375% per annum year from __________March 4, 1999 2016, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable semi-annually in arrears on March 4 and September 4 of each year, commencing September 4, 2016 until the principal thereof becomes due is paid or made available for payment. The amount of interest payable on any Interest Payment Date shall be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest payable for any period shorter than a full interest period shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of calendar days elapsed in a partial month in such period. Any payment of principal, premium or interest required to be made on an Interest Payment Date that is not a Business Day will be made on the next succeeding Business Day, and no interest will accrue on that payment for the period from and after the Interest Payment Date to the date of payment on the next succeeding Business Day. The interest so payable, and punctually paid or duly provided for, on any overdue principal and (Interest Payment Date shall be paid to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person Person in whose name such Series A Debenture the 2046 Notes (or any predecessor Series A Debenture one or more Predecessor Securities) is registered, registered at the close of business on the regular record date Regular Record Date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Dateinterest. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not so punctually paid or duly provided for shall will forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead may either be paid to the person in whose name the Series A Debenture 2046 Notes (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures 2046 Notes not less than 10 days prior to such special record dateSpecial Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures 2046 Notes may be listed or tradedlisted, and upon such notice as may be required by such exchange or quotation systemexchange, all as more fully provided in Section 2.03 of the said Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. Interest on the Notes shall be payable semiannually on May 1 and November 1 of each year beginning on May 1, 1999 (a) Each Series A Debenture each, an "INTEREST PAYMENT DATE"); PROVIDED, HOWEVER, that if an Interest Payment Date would otherwise be a day that is not a Business Day, such Interest Payment Date shall be the next succeeding Business Day, and no additional interest shall be paid in respect of such intervening period. The interest rate borne by the Notes will bear interest at the rate of __be 5.875% per annum from __________, 1999 until the principal thereof becomes due and payableNotes are paid in full subject, and on any overdue principal and (however, to the extent following provisions. In the event that payment (i) the Exchange Offer Registration Statement is not filed with the SEC on or prior to the 90th calendar day following the original issue of the Notes, (ii) the Exchange Offer Registration Statement has not been declared effective by the SEC on or prior to the 150th calendar day following the original issue of the Notes or (iii) the Exchange Offer is not consummated or a Shelf Registration Statement is not declared effective, in either case, on or prior to the 180th calendar day following the original issue of the Notes (each such interest is enforceable under applicable lawevent in clauses (i) on any overdue installment of interest at the same rate per annum through (__%)iii) above, compounded quarterly (a "Compounded InterestREGISTRATION DEFAULT"), payable the interest rate borne by the Notes shall be increased by an amount (subject "ADDITIONAL INTEREST") equal to an additional one quarter of one percent (0.25%) per annum upon the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 occurrence of each year Registration Default, which rate will increase by an additional one quarter of one percent (0.25%) per annum each an "90-day period that such Additional Interest Payment Date")continues to accrue under any such circumstance, commencing on June 30provided that the maximum aggregate increase in the interest rate will in no event exceed 1.0% per annum; PROVIDED, 1999HOWEVER, to that no Additional Interest shall be payable if the person in whose name such Series A Debenture Exchange Offer Registration Statement is not filed or any predecessor Series A Debenture declared effective or the Exchange Offer is registered, at the close of business on the regular record date for such interest installment, which, except not consummated as set forth belowabove because of any changes in law, SEC rules or regulations or applicable interpretations thereof by the staff of the SEC (it being understood that in any such circumstance the Company shall bebe required to file a Shelf Registration Statement and Additional Interest shall be payable if such Shelf Registration Statement is not declared effective as provided in clause (iii) above); and PROVIDED FURTHER that Additional Interest shall only be payable in the case a Shelf Registration Statement is not declared effective as aforesaid with respect to notes that have the right to be included, and whose inclusion has been requested, in respect the Shelf Registration Statement. Following the cure of any Series A Debentures of which all Registration Defaults applicable to the Property Trustee is the registered holder or a Global Debenturerespective Notes, the close accrual of business on Additional Interest will cease and the Business Day next preceding that Interest Payment Dateinterest rate will revert to 5.875% per annum. Notwithstanding If a Shelf Registration Statement is declared effective but shall thereafter become unusable by the foregoing sentence, if Holder of Notes for any reason (whether or not the Preferred Securities are no longer Company had the right to prevent the Holders from distributing Notes during the 30 day period described in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record dateIndenture), and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close aggregate number of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360consecutive twelve-day year of twelve 30-day months, and for any period shorter than a full quarterly interest month period for which the Shelf Registration Statement shall not be usable exceeds 30 days, the interest rate borne by the Notes included in such Shelf Registration Statement will be increased by an amount ("ADDITIONAL INTEREST") equal to 0.25% per annum for the first 90-day period (or portion thereof) beginning on the 31st such date that such Shelf Registration Statement ceases to be usable, which rate shall be increased by an additional 0.25% per annum at the beginning of each subsequent 90-day period, provided the maximum aggregate increase in the interest rate will in no event exceed 1.0% per annum. Upon the Shelf Registration Statement once again becoming usable, the interest rate borne by the Notes included therein will be reduced to the original interest rate if the Company is computed, interest otherwise in compliance with the Registration Rights Agreement with respect to such Notes at that time. Additional Interest in accordance with this paragraph shall be computed on the basis of based upon the actual number of days elapsed per in each 90-day quarterperiod in which the Shelf Registration Statement is unusable. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment For all purposes of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such casethis Indenture Supplement No. 5, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.term interest

Interest and Interest Rates. (a) Each Series A Debenture will The TERMS shall bear interest at the rate of __6 3/8% per annum from __________and including November 10, 1999 until 1998 (the principal thereof becomes due and payable"Issue Date") to, and on any overdue principal and (to but excluding, the extent that payment of such Initial Investor Maturity Date. Such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), shall be payable (subject to the provisions of Article Four) quarterly semiannually in arrears on June 30, September 30, December 31 May 1 and March 31 November 1 of each year year, commencing May 1, 1999 (each such date, an "Initial Period Interest Payment Date"). Interest on the TERMS accruing from the Initial Investor Maturity Date (if such date is not a Window Period Remarketing Date) or the Additional Remarketing Date (if the Initial Investor Maturity Date is a Window Period Remarketing Date) will be paid semiannually in arrears on each day that is a six-month anniversary of such date (each such day, a "Subsequent Period Interest Payment Date," and together with each Initial Period Interest Payment Date, an "Interest Payment Date")) until the principal of the TERMS is paid or made available for payment. (b) The interest so payable, commencing and punctually paid or duly provided for, on June 30, 1999, any Interest Payment Date shall be paid to the person Persons in whose name such Series A Debenture names the TERMS (or any predecessor Series A Debenture is registered, one or more Predecessor Securities) are registered at the close of business on the regular record date for fifteenth calendar day (whether or not a Business Day) immediately preceding such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) each such date, a "Regular Record Date"). Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such TERMS (or one or more Predecessor DebenturesSecurities) is are registered at the close of business on a special record date Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures TERMS not less than 10 calendar days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures TERMS may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount rate at which the TERMS will bear interest and the Interest Payment Dates and Regular Record Dates for such interest are subject to adjustment, in each case on or after the Initial Investor Maturity Date, pursuant to the provisions set forth in Article Three. The provisions of Sections 205 and 206 will continue to be applicable notwithstanding any such adjustment. (d) Notwithstanding Sections 204(a) and Sections 204(b), interest on the TERMS accruing during the Remarketing Window, if applicable, will be payable for any full quarterly interest period on the Additional Remarketing Date to the Persons to whom principal is payable on the Additional Remarketing Date. (e) Interest on the TERMS will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly except that interest period for which interest is computed, interest shall accruing during the Remarketing Window will be computed on the basis of the actual number of days elapsed per 90in such period and a 360-day quarter. In year. (f) Interest payable on any Interest Payment Date and at the event that any Maturity Date or date on of earlier redemption or repurchase of the TERMS will be the amount of interest accrued from and including the most recent Interest Payment Date to which interest is payable has been paid or duly provided for (or from and including the Issue Date if no interest has been paid or duly provided for with respect to the TERMS) to, but excluding, such Interest Payment Date or the Maturity Date or date of redemption or repurchase, as the case may be. If any Interest Payment Date or the Maturity Date or date of earlier redemption or repurchase of TERMS falls on the Series A Debentures a day that is not a Business Day, the payment otherwise then payment of interest payable on such date shall due will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if it were made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 7% per annum annum, accruing from __________October 1, 1999 until the principal thereof becomes due 1998 and interest shall be payable, semi-annually in arrears, on April 1 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 October 1 of each year (each such date, an "Interest Payment Date"), commencing on June 30April 1, 1999, 1999 to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding March 15 and September 15, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "Regular Record Date"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30- day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such Special Record Date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each The rate of interest on each Series A Debenture will bear interest at the rate of __Security shall be 7.875% per annum annum, accruing from __________July 26, 1999 until the principal thereof becomes due and and, subject to Section 2.6 hereof, interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears arrears, on June August 31, November 30, September 30, December 31 February 28 and March May 31 of each year (each such date, an "Interest Payment Date"), commencing on June 30August 31, 1999, to the person in whose name such . The rate of any Additional Interest that shall accrue on each Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment Security shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) same rate per annum. The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and for . For any period shorter of less than a full quarterly interest period for which interest is computedmonth, interest payable shall be reflect interest on the Series A Securities computed on the basis of the actual number of elapsed days elapsed per 90based on a month of 30 days in a 360-day quarteryear. In the event that any date on which interest is payable on the a Series A Debentures Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If . The interest installment so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name such Series A Security is registered in the Security Register at the close of business on the Regular Record Date for such interest installment. The interest so payable on any Series A Security which is not punctually paid or duly provided for on any Interest Payment Date shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name such Series A Security is registered in the Security Register at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Series A Securities not less than 10 days prior to such Special Record Date, or be paid at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or in any other taxing authority, then, in lawful manner not inconsistent with the requirements of any such case, the Company shall pay as additional interest ("Additional Interest") securities exchange on which the Series A Debentures Securities may be listed, and upon such additional amounts notice as shall may be required so that by such exchange, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedSubordinated Indenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 7 1/8% per annum annum, accruing from __________October 1, 1999 until the principal thereof becomes due 1998 and interest shall be payable, semi-annually in arrears, on April 1 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 October 1 of each year (each such date, an "Interest Payment Date"), commencing on June 30April 1, 1999, 1999 to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding March 15 and September 15, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "Regular Record Date"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such Special Record Date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture The Notes will bear interest at the rate of __6.50% per annum from __________July 7, 1999 2000 until July 7, 2005. Interest on the principal thereof becomes due and payable, and Notes shall be payable annually on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 July 7 of each year beginning on July 7, 2001 (each each, an "Interest Payment Date"); provided, commencing however, that if an Interest Payment date would otherwise be a day that is not a Business Day, such Interest Payment Date shall be the next succeeding Business Day, and no additional interest shall be paid in respect of such intervening period. In the event that (i) the Exchange Offer Registration Statement is not filed with the Commission on June 30, 1999, or prior to the person 150th calendar day following the original issue of the Notes, (ii) the Exchange Offer Registration Statement has not been declared effective by the Commission on or prior to the 180th calendar day following the original issue of the Notes (iii) the Exchange Offer is not consummated or a Shelf Registration statement is not declared effective, in whose name either case, on or prior to the 210th calendar day following the original issue of the Notes or (iv) the Shelf Registration Statement is declared effective but shall thereafter become unusable for more than 30 consecutive days prior to the second anniversary of the issuance of the Notes (each such Series A Debenture event in clauses (i) through (iv) above, a "Registration Default"), the interest rate borne by the Notes shall be increased by an amount ("Additional Interest") equal to an additional one quarter of one percent (0.25%) per annum upon the occurrence of each Registration Default, which rate will increase by an additional one quarter of one percent (0.25%) per annum each 90-day period that such Additional Interest continues to accrue under any such circumstance, provided that the maximum aggregate increase in the interest rate will in no event exceed one half of one percent (0.5%) per annum; provided, however, that no Additional Interest shall be payable if the Exchange Offer Registration Statement is not filed or any predecessor Series A Debenture declared effective or the Exchange Offer is registered, at the close of business on the regular record date for such interest installment, which, except not consummated as set forth belowabove because of any change in law, the Commission's rules or regulations or applicable interpretations thereof by the staff of the Commission (it being understood that in any circumstance the Company shall bebe required to file a Shelf Registration Statement and Additional Interest shall be payable if such Shelf Registration Statement is not declared effective as provided in clause (iii) above); provided further that Additional Interest shall only be payable in the case a Shelf Registration Statement is not declared effective as aforesaid with respect to notes that have the right to be included, and whose inclusion has been requested, in respect the Shelf Registration Statement]. Following the cure of any Series A Debentures of which all Registration Defaults applicable to the Property Trustee is the registered holder or a Global Debenturerespective Notes, the close accrual of business Additional Interest will cease and the interest rate will revert to 6.50% per annum. For all purposes of this Seventh Supplemental Indenture, the term interest shall include "Additional Interest". The interest payable on the Business Day next preceding that each Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment Date shall be the close amount of business on interest accrued from July 7, 2000 or from the fifteenth day of the month in which that most recent Interest Payment Date occurs. (b) Any such to which interest installment not punctually has been paid or duly provided for shall forthwith cease for, as the case may be, until the principal amount of the Notes has been paid or duly provided for. To the extent interest is required to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close calculated for a period of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record dateone year, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period it will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed calculated on the basis of the actual number of days elapsed per 90divided by the actual number of days in the period from and including the immediately preceding Interest Payment Date to but excluding the next Interest Payment Date. The interest payable on any Note which is punctually paid or duly provided for on any Interest Payment Date shall be paid, with respect to payments in U.S. dollars, to the Person in whose name such Note is registered at the close of business on the June 23 immediately preceding such Interest Payment date (each, a "Regular Record Date"). Interest payable on any Note which is not punctually paid or duly provided for on any Interest Payment Date therefor shall forthwith cease to be payable to the Person in whose name such Note is registered at the close of business on the Regular Record Date immediately preceding such Interest Payment Date, and such interest shall instead be paid to the Person in whose name such Note is registered at the close of business on the record date established for such payment by notice by or on behalf of the Company to the Holders of the Notes mailed by first-day quarterclass mail not less than 15 days prior to such record date to their last addresses as they shall appear upon the Security Register, such record date to be not less than five days preceding the date of payment of such defaulted interest. In The Company shall notify the event that any Trustee in writing within five Business Days after each and every date (an "Event Date") on which an event occurs in respect of which Additional Interest is required to be paid. The obligation to pay Additional Interest shall be deemed to accrue from and including the day following the applicable Event Date. Additional Interest shall be paid by depositing with the Trustee for the benefit of the Holders of the Notes entitled to receive such Additional Interest, on or before the applicable Interest Payment Date, immediately available funds in sums sufficient to pay the Additional Interest then due. Additional Interest shall be payable to the Person otherwise entitled to be paid the interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable Notes on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payableInterest Payment Date. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will 8 3/4% Senior Note shall bear interest at the rate of __8 3/4% per annum annum, accruing from __________May 25, 1999 until the principal thereof becomes due 2000 and interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)semi-annually in arrears, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, 1 and December 31 and March 31 1 of each year (each such date, an "Interest Payment Date"), commencing on June 30December 1, 19992000, to the person Person in whose name such Series A Debenture 8 3/4% Senior Note or any predecessor Series A Debenture Predecessor Security is registered, at the close of business on the regular record immediately preceding May 15 and November 15, respectively, whether or not such day is a Business Day (each such date, a "Regular Record Date"). The amount of interest payable for any period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period shall be computed on the basis of a 360- day year of twelve 30-day months and the days elapsed in any partial month. In the event that any date for on which interest is payable on a 8 3/4% Senior Note is not a Business Day, then a payment of the interest payable on such date will be made on the next succeeding day which is a Business Day (and without any interest installment, which, except as set forth below, shall be, or other payment in respect of any Series A Debentures of which such delay) with the Property Trustee same force and effect as if made on the date the payment was originally payable. The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name that 8 3/4% Senior Note (or one or more Predecessor Securities) is the registered holder or a Global Debenture, at the close of business on the Business Day next preceding Regular Record Date for such interest, except that Interest Payment Date. Notwithstanding interest payable on the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant Maturity Date shall be paid to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Holder to whom principal is paid. Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such 8 3/4% Senior Note (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures 8 3/4% Senior Notes not less than 10 days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures 8 3/4% Senior Notes may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A 7.20% Debenture will bear interest at the rate of __7.20% per annum from __________February 26, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__7.20%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on March 31, June 30, September 30, 30 and December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A 7.20% Debenture or any predecessor Series A 7.20% Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A 7.20% Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A 7.20% Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A 7.20% Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A 7.20% Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A 7.20% Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A 7.20% Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital REI Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A 7.20% Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital REI Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital REI Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will The Notes shall bear interest at the rate of __7.75% per annum annum, from __________and including February 21, 1999 until 2001 (the principal thereof becomes due "Issue Date") to, but excluding, the Maturity Date. Such interest shall be payable semiannually in arrears, on February 15 and payableAugust 15, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing August 15, 2001. (b) The interest so payable, and punctually paid or duly provided for, on June 30, 1999, any Interest Payment Date shall be paid to the person Persons in whose name such Series A Debenture names the Notes (or any predecessor Series A Debenture is registered, one or more Predecessor Securities) are registered at the close of business on the regular record date for immediately preceding February 1 and August 1, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment (each such date, a "Regular Record Date"). Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (d) If Any principal and premium, if any, and any installment of interest, which is overdue shall bear interest at any time Litchfield Capital Trust I the rate of 7.75% per annum (to the extent permitted by law), from the dates such amounts are due until they are paid or made available for payment, and such interest shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") payable on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposeddemand.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 6.30% per annum from __________, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%on any overdue principal and premium and, to the extent lawful, on any overdue installment of interest), compounded quarterly ("Compounded Interest")accruing from January 29, payable (subject to the provisions of Article Four) quarterly 1999 and interest shall be payable, semi-annually in arrears arrears, on June 30, September 30, December 31 February 1 and March 31 August 1 of each year (each such date, an "Interest Payment Date"), commencing on June 30August 1, 1999, 1999 to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding January 15 and July 15 respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "Regular Record Date"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such Special Record Date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 5.875% per annum annum, accruing from __________May 27, 1999 until the principal thereof becomes due 2003 and interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)semi-annually in arrears, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 301 and December 1, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing on June 30December 1, 19992003, to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding May 15 and November 15, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "Regular Record Date"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the special record date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such special record date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each --------------------------- Debt Security shall be % per annum annum, accruing from __________, 1999 until the principal thereof becomes due and and, subject to Section 2.5, interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears arrears, on March 31, June 30, September 30, 30 and December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or . The rate of any predecessor Series A Debenture is registered, Additional Interest that shall accrue on each Debt Security shall be at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Datesame rate per annum. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and for . For any period shorter of less than a full quarterly interest period for which interest is computedmonth, interest payable shall be reflect interest on the Debt Securities computed on the basis of the actual number of elapsed days elapsed per 90based on a month of 30 days in a 360-day quarteryear. In the event that any date on which interest is payable on the Series A Debentures a Debt Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. . The interest installment so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name such Debt Security (dor one or more Predecessor Securities) If is registered in the Securities Register at the close of business on the Regular Record Date for such interest installment, which, if such Security is a Global Security issued to the Depositary, shall be the close of business on the Business Day next preceding such Interest Payment Date. The interest so payable on any Debt Security which is not punctually paid or duly provided for on any Interest Payment Date shall forthwith cease to be payable to the Holder on such Regular Record Date and may either be paid to the Person in whose name such Debt Security (or one or more Predecessor Securities) is registered in the Securities Register at the close of business on a Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice whereof shall be given to Holders of Debt Securities not less than 10 days prior to such Special Record Date, or be paid at any time Litchfield Capital Trust I shall in any other lawful manner not inconsistent with the requirements of any securities exchange on which the Securities may be listed, and upon such notice as may be required to pay any taxesby such exchange, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by all as more fully provided in the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will The Notes shall bear interest at the a rate of __4.00% per annum year, from __________June 9, 1999 until 2003 (the principal thereof becomes due and payable, and on any overdue principal and "Original Issue Date") or from the most recent Interest Payment Date (as defined below) to the extent that which payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest")has been made or duly provided for, payable (subject to the provisions of Article Four) quarterly semiannually in arrears on June 30, September 30, 15 and December 31 and March 31 15 of each year year, beginning December 15, 2003 (each an "Interest Payment Date"), commencing on June 30, 1999, ) to the person persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on June 1 and December 1 (each a "Regular Record Date") (whether or not a Business Day), as the regular record date for such interest installment, which, except as set forth below, shall case may be, immediately preceding such Interest Payment Date. The Notes shall also provide for payment of contingent interest ("Contingent Interest") in respect certain circumstances as specified in paragraph 5 of any Series A Debentures the Notes. (b) Holders of which the Property Trustee is the registered holder or a Global Debenture, Notes at the close of business on a Regular Record Date will receive payment of interest, including Contingent Interest, if any, payable on the Business Day next preceding that corresponding Interest Payment Date. Notwithstanding Date notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions conversion of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be Notes at any time after the close of business on such Regular Record Date. Notes surrendered for conversion by a Holder during the fifteenth day period from the close of business on any Regular Record Date to the month in which that opening of business on the immediately following Interest Payment Date occursmust be accompanied by payment of immediately available funds (or a certified check) of an amount equal to the interest, including Contingent Interest, if any, that the Holder is to receive on the Notes; provided, however, that no such payment need be made if (1) the Company has specified a Redemption Date that is after a Regular Record Date and on or prior to the immediately following Interest Payment Date, (2) the Company has specified a Purchase Date following a Fundamental Change that is during such period or (3) any overdue interest (including overdue Contingent Interest, if any) exists at the time of conversion with respect to such Notes to the extent of such overdue interest. The Holders of the Notes and any Common Stock issuable upon conversion thereof will continue to be entitled to receive liquidated damages in accordance with the Registration Rights Agreement. (bc) Any such interest installment not so punctually paid or duly provided for on any Interest Payment Date ("Defaulted Interest") shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either: (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesNotes) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may or (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 this Indenture. A Special Record Date for the payment of such Defaulted Interest shall be fixed in the following manner: The Company shall notify the Trustee in writing of the Indentureamount 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 10 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 the Trustee, 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 given to each Holder of Notes in the manner set forth in Section 1.06, not less than 10 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 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 the preceding clause (ii). Whenever in this Indenture or in any Note there is mentioned, in any context, the payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the payment of Defaulted Interest to the extent that, in such context, Defaulted Interest is, was or would be payable in respect thereof pursuant to the provisions hereof and express mention of the payment of Defaulted Interest (if applicable) in any provisions shall not be construed as excluding Defaulted Interest in those provisions where such express mention is not made. (cd) The amount of interest interest, including Contingent Interest, if any, payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest, and including Contingent Interest, if any, payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of interest the interest, including Contingent Interest, if any, payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (de) If any principal of the Notes or any portion of such principal is not paid when due (whether upon acceleration, upon the date set for payment of the Redemption Price pursuant to paragraph 6 of the Notes, upon the date set for payment of a Purchase Price or Fundamental Change Purchase Price pursuant to paragraph 8 of the Notes or upon the Stated Maturity) or if interest (including Contingent Interest, if any) due hereon or any portion of such interest is not paid when due in accordance with paragraph 1 or paragraph 5 or 11 of the Note, then in each such case the overdue amount shall bear interest at any time Litchfield Capital Trust I the rate of 4.00% per annum, compounded semiannually (to the extent that the payment of such interest shall be required legally enforceable), which interest shall accrue from the date such overdue amount was due to pay any taxesthe date payment of such amount, dutiesincluding interest thereon, assessments has been made or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any duly provided for. All such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedpayable on demand.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at Interest on the rate of __% per annum from __________, 1999 until the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), Drs. shall be payable (subject to the provisions of Article Four) quarterly in arrears semiannually on June 30, September 30, 15 and December 31 and March 31 15 of each year beginning on December 15, 1998 (each each, an "Interest Payment Date"); provided, commencing on June 30however, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that if an Interest Payment Date. Notwithstanding the foregoing sentenceDate would otherwise be a day that is not a Business Day, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment Interest Payment Date shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occursnext succeeding Business Day. (b) Any such The interest installment not punctually payable on each Interest Payment Date shall be the amount of interest accrued from June 9, 1998 or from the most recent Interest Payment Date to which interest has been paid or duly provided for shall forthwith cease to be payable to for, as the registered holders on such regular record datecase may be, and shall instead be paid to until the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders principal amount of the Series A Debentures not less than 10 days prior to such special record date, Drs. has been paid or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully duly provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will for. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-30- day months, and for any period shorter than a full quarterly . (c) The interest period for which interest rate borne by the Drs. is computed, interest shall be computed on set forth in the basis form of the actual number of days elapsed per 90-day quarterDrs. In the event that any date on which interest is payable on the Series attached as Exhibit A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payablehereto. (d) If at The interest payable on any time Litchfield Capital Trust I Drs. which is punctually paid or duly provided for on any Interest Payment Date shall be required paid to pay any taxes, duties, assessments the Person in whose name such Drs. is registered at the close of business on the June 1 or governmental charges of whatever nature December 1 (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such each case, whether or not a Business Day), respectively, immediately preceding such Interest Payment Date (each, a "Regular Record Date"). Interest payable on any Drs. which is not punctually paid or duly provided for on any Interest Payment Date therefor shall forthwith cease to be payable to the Person in whose name such Drs. is registered at the close of business on the Regular Record Date immediately preceding such Interest Payment Date, and such interest shall instead be paid to the Person in whose name such Drs. is registered at the close of business on the record date established for such payment by notice by or on behalf of the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no Holders of the Drs. mailed by first-class mail not less than 15 days prior to such taxesrecord date to their last addresses as they shall appear upon the Security register, duties, assessments or other governmental charges been imposedsuch record date to be not less than five days preceding the date of payment of such defaulted interest.

Interest and Interest Rates. (a) Each Series A Debenture will The Notes shall bear interest at the a rate of __4.00% per annum year, from __________December 15, 1999 until 2004 or from the principal thereof becomes due and payable, and on any overdue principal and most recent Interest Payment Date (as defined below) to the extent that which payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest")has been made or duly provided for, payable (subject to the provisions of Article Four) quarterly semiannually in arrears on June 30, September 30, 15 and December 31 and March 31 15 of each year year, beginning June 15, 2005 (each an "Interest Payment Date"), commencing on June 30, 1999, ) to the person persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on June 1 and December 1 (each a "Regular Record Date") (whether or not a Business Day), as the regular record date for such interest installment, which, except as set forth below, shall case may be, immediately preceding such Interest Payment Date. The Notes shall also provide for payment of contingent interest ("Contingent Interest") in respect certain circumstances as specified in paragraph 5 of any Series A Debentures the Notes. (b) Holders of which the Property Trustee is the registered holder or a Global Debenture, Notes at the close of business on a Regular Record Date will receive payment of interest, including Contingent Interest, if any, payable on the Business Day next preceding that corresponding Interest Payment Date. Notwithstanding Date notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions conversion of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be Notes at any time after the close of business on such Regular Record Date. Notes surrendered for conversion by a Holder during the fifteenth day period from the close of business on any Regular Record Date to the month in which that opening of business on the immediately following Interest Payment Date occursmust be accompanied by payment of immediately available funds (or a certified check) of an amount equal to the interest, including Contingent Interest, if any, that the Holder is to receive on the Notes; provided, however, that no such payment need be made if (i) the Company has specified a Redemption Date that is after a Regular Record Date and on or prior to the immediately following Interest Payment Date, (ii) the Company has specified a Purchase Date following a Fundamental Change that is during such period or (iii) any overdue interest (including overdue Contingent Interest, if any) exists at the time of conversion with respect to such Notes to the extent of such overdue interest. (bc) Any such interest installment not so punctually paid or duly provided for on any Interest Payment Date ("Defaulted Interest") shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either: (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesNotes) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may or (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 this Indenture. A Special Record Date for the payment of such Defaulted Interest shall be fixed in the following manner: The Company shall notify the Trustee in writing of the Indentureamount 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 10 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 the Trustee, 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 given to each Holder of Notes in the manner set forth in Section 1.06, not less than 10 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 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 the preceding clause (ii). Whenever in this Indenture or in any Note there is mentioned, in any context, the payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the payment of Defaulted Interest to the extent that, in such context, Defaulted Interest is, was or would be payable in respect thereof pursuant to the provisions hereof and express mention of the payment of Defaulted Interest (if applicable) in any provisions shall not be construed as excluding Defaulted Interest in those provisions where such express mention is not made. (cd) The amount of interest interest, including Contingent Interest, if any, payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest, and including Contingent Interest, if any, payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of interest the interest, including Contingent Interest, if any, payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (de) If any principal of the Notes or any portion of such principal is not paid when due (whether upon acceleration, upon the date set for payment of the Redemption Price pursuant to paragraph 6 of the Notes, upon the date set for payment of a Purchase Price or Fundamental Change Purchase Price pursuant to paragraph 8 of the Notes or upon the Stated Maturity) or if interest (including Contingent Interest, if any) due hereon or any portion of such interest is not paid when due in accordance with paragraph 1 or paragraph 5 or 11 of the Note, then in each such case the overdue amount shall bear interest at any time Litchfield Capital Trust I the rate of 4.00% per annum, compounded semiannually (to the extent that the payment of such interest shall be required legally enforceable), which interest shall accrue from the date such overdue amount was due to pay any taxesthe date payment of such amount, dutiesincluding interest thereon, assessments has been made or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any duly provided for. All such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedpayable on demand.

Interest and Interest Rates. (a) Each Series A Debenture will The XXXX shall bear interest at the Interest Rate from and including September 21, 1999 (the "Issue Date") to, but excluding, the Maturity Date; provided that the initial interest payment on December 15, 1999 shall equal the sum of $0.27183 per XXXX, which is calculated to equal an annual rate of __2.0% per annum on the Original Principal Amount from __________the Issue Date to, 1999 until but excluding, December 15, 1999, plus any Reference Shares Dividend Amount for the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such comparable Quarterly Interest Period. Such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), shall be payable (subject to the provisions of Article Four) quarterly in arrears on March 15, June 3015, September 30, 15 and December 31 and March 31 15 of each year year, commencing December 15, 1999 (each such date, an "Interest Payment Date"), commencing on June 30, 1999, subject to the person Company's right to defer quarterly payments of the Interest Rate on the XXXX pursuant to Section 207 hereof. (b) The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Persons in whose name such Series A Debenture names the XXXX (or any predecessor Series A Debenture is registered, one or more Predecessor Securities) shall have been registered in the Securities Register at the close of business on the regular record date for such interest installmentMarch 1, whichJune 1, except September 1 or December 1, as set forth below, shall the case may be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. whether or not such March 1, June 1, September 1 or December 1 is a Business Day (b) each such date, a "Regular Record Date"). Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such XXXX (or one or more Predecessor DebenturesSecurities) is are registered at the close of business on a special record date Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures XXXX not less than 10 calendar days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures XXXX may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest Interest on the XXXX payable for any full quarterly interest period will Quarterly Interest Period shall be computed on the basis of a 360-day year of twelve 30-day months. (d) Interest payable on any Interest Payment Date and at the Maturity Date or Redemption Date of the XXXX, as the case may be, shall be the amount of interest accrued from and for any period shorter than a full quarterly interest period for including the most recent Interest Payment Date to which interest is computedhas been paid or duly provided for (or from and including the Issue Date if no interest has been paid or duly provided for with respect to the XXXX) to, interest shall be computed but excluding, such Interest Payment Date or the Maturity Date or the Redemption Date, if any, as the case may be. If any Interest Payment Date, or the Maturity Date or Redemption Date falls on the basis of the actual number of days elapsed per 90-a day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, the payment otherwise then payment of interest payable on such date shall due will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if it were made on the date such payment was originally payable. However, if the next Business Day is in the next calendar year, payment of interest will be made on the preceding Business Day. (de) If at any time Litchfield Capital Trust I Changes in the Contingent Principal Amount shall be required not affect the Interest Rate. (f) In addition to pay any taxes, duties, assessments or governmental charges the quarterly payments of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such caseInterest Rate, the Company shall pay as additional interest ("also distribute Additional Interest", if any, to the Holder of the XXXX. The Company shall not distribute any fractional units of securities to the Holders of the XXXX. In lieu of any fractional security, each Holder who would otherwise have been entitled to a fractional unit of securities shall be paid an amount in cash equal to such Holder's proportionate interest in the sum of the net proceeds from the sale or sales of such fractional units of securities on behalf of all such Holders. If a distribution on or in respect of the Reference Shares includes securities that are not Publicly Traded or includes property other than cash, the Company shall distribute to the Holders of the XXXX in cash the fair market value of any such securities or property comprising Additional Interest as determined in good faith by the Board of Directors. The Company shall distribute any Additional Interest on each Additional Interest Payment Date, if any, to the Persons in whose names the XXXX (or one or more Predecessor Securities) shall have been registered in the Securities Register on the Series A Debentures applicable Additional Interest Regular Record Date, if any. (g) Each XXXX shall initially be entitled to dividends and distributions on or with respect to one Reference Share as of the Issue Date, subject to adjustment as provided herein. (h) At least five (5) Business Days prior to any distribution of Additional Interest on the XXXX, the Company shall deliver a notice to the Trustee setting forth: (i) the exact amount of property and/or cash to be distributed on or with respect to the Reference Shares per XXXX and (ii) the total amount of property and/or cash to be distributed on or with respect to the Reference Shares for all outstanding XXXX at the date of such additional amounts as distribution. If any distribution is made of any property that is not Publicly Traded, then at least five (5) Business Days prior to such distribution, the Company shall deliver to the Trustee: (i) a certified copy of the resolution of the Board of Directors establishing the fair market value of the property and (ii) a notice setting forth the exact amount of cash to be distributed on the Reference Shares per XXXX. The Trustee shall only be responsible for distributing property in the form of global book entry securities which are DTC eligible. The Company shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying responsible for acting as its own Paying Agent to make all other distributions of property. The Company shall prepare a press release relating to any such taxesdistribution and its record date and provide such notice to DTC, dutieswithin five (5) Business Days after the Company's receipt of such Additional Interest, assessments or other governmental charges for dissemination through the DTC broadcast facility. (i) The Company shall be equal pay interest on any overdue installments of interest and the fair market value of Additional Interest, if any (without regard to the amounts Litchfield Capital Trust I would have received had no such taxesany applicable grace period), dutiesat 2.309% per annum, assessments or other governmental charges been imposedcompounded quarterly.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 7.750% per annum annum, accruing from __________February 21, 1999 until the principal thereof becomes due 2002 and interest shall be payable, semi-annually in arrears, on February 15 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)August 15, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment Date"“INTEREST PAYMENT DATE”), commencing on June 30August 15, 19992002, to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding February 1 and August 1, respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) “REGULAR RECORD DATE”). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the special record date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such special record date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of interest on --------------------------- each Series __ Security shall be ____% per annum annum, accruing from _____________ __, 1999 until the principal thereof becomes due and 199__ and, subject to Section 2.5, interest shall be payable, and semi-annually in arrears, on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 ________ 1 and March 31 __________ 1 of each year (each such date, an "Interest Payment Date"), commencing __________, 199__. The rate of any Additional Interest that shall accrue on June 30, 1999, to each Series __ Security shall be at the person in whose name same rate per annum as the interest rate on such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date__ Security. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin a partial month. In the event that any date on which interest is payable on the a Series A Debentures __ Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at . The interest installment so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay the Person in whose name such Series __ Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest installment. In the event interest payable on any taxesSeries __ Security is not punctually paid or duly provided for on any Interest Payment Date, duties, assessments such interest shall forthwith cease to be payable to the Holder on the applicable Regular Record Date and shall either (i) be paid to the Person in whose name such Series __ Security (or governmental charges one or more Predecessor Securities) is registered at the close of whatever nature (other than withholding taxes) imposed business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the United States Trustee, notice whereof shall be given to Holders of America the Series __ Securities not less than 10 days prior to such Special Record Date, or (ii) be paid to the Holder at such time in such lawful manner not inconsistent with the requirements of any other taxing authority, then, in any such casesecurities exchange, the Company shall pay as additional interest ("Additional Interest") Nasdaq National Market or other applicable interdealer quotation system or self-regulatory organization on which the Series A Debentures __ Securities may be listed, and upon such additional amounts notice as shall may be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments exchange or other governmental charges shall be equal to self-regulatory organization, all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will IQ Note shall bear interest at the rate of __6.05% per annum annum, from __________, 1999 until and including the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next immediately preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such to which interest installment not punctually has been paid or duly provided for shall forthwith cease to (or from, and including, the Original Issue Date if no interest has been paid or duly provided for), to, but excluding, the Maturity Date. The initial date on which interest will be payable to paid for the registered holders IQ Notes will be September 1, 2002 and the payment on such regular record date, and shall instead be paid to date will include all accrued interest from the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the IndentureOriginal Issue Date. (cb) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures an IQ Note is not a Business Day, then payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (dc) If at The interest so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay any taxesthe Persons in whose names the IQ Notes are registered at the close of business on the applicable Regular Record Date, duties, assessments except that interest payable on the Maturity Date as provided herein shall be paid to the Holder to whom principal is payable in accordance with Section 2.05 hereof. Any such interest not so punctually paid or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest duly provided for ("Additional Defaulted Interest") shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid by the Series A Debentures Company, at its election in each case (i) in accordance with the provisions of Section 307(1) of the Original Indenture to the Persons in whose name such additional amounts IQ Notes are registered at the close of business on a Special Record Date or (ii) be paid in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system, if any, on which the IQ Notes may be listed or traded, and upon such notice as may be required by such exchange or quotation system, if, after notice is given by the Company to the Trustee of the proposed payment pursuant to this clause, such payment shall be required so that deemed practicable by the net amounts received and retained by Litchfield Capital Trust I after paying any such taxesTrustee, duties, assessments or other governmental charges shall be equal to all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each The rate of interest on each Series A Debenture will bear interest at the rate of __Security shall be 8.125% per annum annum, accruing from __________February 4, 1999 until the principal thereof becomes due and 1997 and, subject to Section 2.5, interest shall be payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears arrears, on March 31, June 30, September 3030 and December 31, December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing March 31, 1997. The rate of any Additional Interest that shall accrue on June 30, 1999, to each Series A Security shall be at the person in whose name same rate per annum as the interest rate on such Series A Debenture or any predecessor Series A Debenture is registeredSecurity, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Datecompounded quarterly. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin a partial month. In the event that any date on which interest is payable on the a Series A Debentures Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at . The interest installment so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay the Person in whose name such Series A Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest installment. In the event interest payable on any taxesSeries A Security is not punctually paid or duly provided for on any Interest Payment Date, duties, assessments such interest shall forthwith cease to be payable to the Holder on the applicable Regular Record Date and shall either (i) be paid to the Person in whose name such Series A Security (or governmental charges one or more Predecessor Securities) is registered at the close of whatever nature (other than withholding taxes) imposed business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the United States Trustee, notice whereof shall be given to Holders of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures Securities not less than 10 days prior to such additional amounts Special Record Date, or (ii) be paid to the Holder at such time in such lawful manner not inconsistent with the requirements of any securities exchange, the Nasdaq National Market or other applicable interdealer quotation system or self-regulatory organization on which the Series A Securities may be listed, and upon such notice as shall may be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments exchange or other governmental charges shall be equal to self-regulatory organization, all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will The 2026 Notes shall bear interest at the a rate of __4.150% per annum year from __________March 4, 1999 2016, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable semi-annually in arrears on March 4 and September 4 of each year, commencing September 4, 2016 until the principal thereof becomes due is paid or made available for payment. The amount of interest payable on any Interest Payment Date shall be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest payable for any period shorter than a full interest period shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of calendar days elapsed in a partial month in such period. Any payment of principal, premium or interest required to be made on an Interest Payment Date that is not a Business Day will be made on the next succeeding Business Day, and no interest will accrue on that payment for the period from and after the Interest Payment Date to the date of payment on the next succeeding Business Day. The interest so payable, and punctually paid or duly provided for, on any overdue principal and (Interest Payment Date shall be paid to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person Person in whose name such Series A Debenture the 2026 Notes (or any predecessor Series A Debenture one or more Predecessor Securities) is registered, registered at the close of business on the regular record date Regular Record Date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Dateinterest. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not so punctually paid or duly provided for shall will forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead may either be paid to the person in whose name the Series A Debenture 2026 Notes (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures 2026 Notes not less than 10 days prior to such special record dateSpecial Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures 2026 Notes may be listed or tradedlisted, and upon such notice as may be required by such exchange or quotation systemexchange, all as more fully provided in Section 2.03 of the said Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of interest on --------------------------- each Series __ Security shall be ____% per annum annum, accruing from ____________ __, 1999 until the principal thereof becomes due and 199_ and, subject to Section 2.5, interest shall be payable, and quarterly in arrears, on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)______, compounded quarterly ("Compounded Interest")_______, payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 ____________ and March 31 ___________ of each year (each such date, an "Interest Payment Date"), commencing __________, 199_. The rate of any Additional Interest that shall accrue on June 30, 1999, to each Series __ Security shall be at the person in whose name same rate per annum as the interest rate on such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date__ Security. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin a partial month. In the event that any date on which interest is payable on the a Series A Debentures __ Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at . The interest installment so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay the Person in whose name such Series __ Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest installment. In the event interest payable on any taxesSeries __ Security is not punctually paid or duly provided for on any Interest Payment Date, duties, assessments such interest shall forthwith cease to be payable to the Holder on the applicable Regular Record Date and shall either (i) be paid to the Person in whose name such Series __ Security (or governmental charges one or more Predecessor Securities) is registered at the close of whatever nature (other than withholding taxes) imposed business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the United States Trustee, notice whereof shall be given to Holders of America the Series __ Securities not less than 10 days prior to such Special Record Date, or (ii) be paid to the Holder at such time in such lawful manner not inconsistent with the requirements of any other taxing authority, then, in any such casesecurities exchange, the Company shall pay as additional interest ("Additional Interest") Nasdaq National Market or other applicable interdealer quotation system or self-regulatory organization on which the Series A Debentures __ Securities may be listed, and upon such additional amounts notice as shall may be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments exchange or other governmental charges shall be equal to self-regulatory organization, all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will Note shall bear interest at the rate of __5.375% per annum annum, from __________, 1999 until and including the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next immediately preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such to which interest installment not punctually has been paid or duly provided for shall forthwith cease to (or from, and including, the Original Issue Date if no interest has been paid or duly provided for), to, but excluding, the Maturity Date. The initial date on which interest will be payable to paid for the registered holders Notes will be November 1, 2003 and the payment on such regular record date, and shall instead be paid to date will include all accrued interest from the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the IndentureOriginal Issue Date. (cb) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (dc) If at The interest so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay any taxesthe Persons in whose names the Notes are registered at the close of business on the applicable Regular Record Date, duties, assessments except that interest payable on the Maturity Date as provided herein shall be paid to the Holder to whom principal is payable in accordance with Section 2.05 hereof. Any such interest not so punctually paid or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest duly provided for ("Additional Defaulted Interest") shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid by the Series A Debentures Company, at its election in each case (i) in accordance with the provisions of Section 307(1) of the Original Indenture to the Persons in whose name such additional amounts Notes are registered at the close of business on a Special Record Date or (ii) be paid in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system, if any, on which the Notes may be listed or traded, and upon such notice as may be required by such exchange or quotation system, if, after notice is given by the Company to the Trustee of the proposed payment pursuant to this clause, such payment shall be required so that deemed practicable by the net amounts received and retained by Litchfield Capital Trust I after paying any such taxesTrustee, duties, assessments or other governmental charges shall be equal to all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Note shall be 7.9% per annum annum, accruing from __________November 21, 1999 until the principal thereof becomes due 2000 and interest shall be payable, semi-annually in arrears, on May 21 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%)November 21, compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each such date, an "Interest Payment Date"), commencing on June 30May 21, 1999, 2001 to the person Persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for immediately preceding May 6 and November 6 respectively, whether or not such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee day is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for (each such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) "Regular Record Date"). The amount of interest payable for any full quarterly period shall be computed on the basis of twelve 30-day months and a 360-day year. The amount of interest payable for any partial period will shall be computed on the basis of a 360-day year of twelve 30-day months, months and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. . The interest so payable, and punctually paid or duly provided for, on any Interest Payment Date will be paid to the Person in whose name such Note (dor one or more Predecessor Securities) If is registered at any time Litchfield Capital Trust I the close of business on the Regular Record Date for such interest. Any such interest not so punctually paid or duly provided for shall forthwith cease to be payable to the Holder on such Regular Record Date and shall either (i) be paid to the Person in whose name such Note (or one or more Predecessor Securities) is registered at the close of business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee, notice of which shall be required given to pay any taxesHolders of the Notes not less than 10 days prior to such Special Record Date, duties, assessments or governmental charges of whatever nature (other than withholding taxesii) imposed by the United States of America or be paid at such time in any other taxing authoritylawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Notes may be listed or traded, then, in any and upon such case, the Company shall pay notice as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall may be required so that by such exchange or automated quotation system, all as more fully provided in the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will IQ Note shall bear interest at the rate of __6.125% per annum annum, from __________, 1999 until and including the principal thereof becomes due and payable, and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year (each an "Interest Payment Date"), commencing on June 30, 1999, to the person in whose name such Series A Debenture or any predecessor Series A Debenture is registered, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next immediately preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such to which interest installment not punctually has been paid or duly provided for shall forthwith cease to (or from, and including, the Original Issue Date if no interest has been paid or duly provided for), to, but excluding, the Maturity Date. The initial date on which interest will be payable to paid for the registered holders IQ Notes will be March 1, 2002 and the payment on such regular record date, and shall instead be paid to date will include all accrued interest from the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the IndentureOriginal Issue Date. (cb) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin any partial month. In the event that any date on which interest is payable on the Series A Debentures an IQ Note is not a Business Day, then payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (dc) If at The interest so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay any taxesthe Persons in whose names the IQ Notes are registered at the close of business on the applicable Regular Record Date, duties, assessments except that interest payable on the Maturity Date as provided herein shall be paid to the Holder to whom principal is payable in accordance with Section 2.05 hereof. Any such interest not so punctually paid or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest duly provided for ("Additional Defaulted Interest") shall forthwith cease to be payable to the Holder on such Regular Record Date and may be paid by the Series A Debentures Company, at its election in each case (i) in accordance with the provisions of Section 307(1) of the Original Indenture to the Persons in whose name such additional amounts IQ Notes are registered at the close of business on a Special Record Date or (ii) be paid in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system, if any, on which the IQ Notes may be listed or traded, and upon such notice as may be required by such exchange or quotation system, if, after notice is given by the Company to the Trustee of the proposed payment pursuant to this clause, such payment shall be required so that deemed practicable by the net amounts received and retained by Litchfield Capital Trust I after paying any such taxesTrustee, duties, assessments or other governmental charges shall be equal to all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Series B Security shall be 8.257% per annum annum, accruing from __________February 4, 1999 until the principal thereof becomes due and 1997 and, subject to Section 2.5, interest shall be payable, semi-annually in arrears, on February 1 and on any overdue principal and (to the extent that payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 August 1 of each year (each such date, an "Interest Payment Date"), commencing August 1, 1997. The rate of any Additional Interest that shall accrue on June 30, 1999, to each Series B Security shall be at the person in whose name same rate per annum as the interest rate on such Series A Debenture or any predecessor Series A Debenture is registeredB Security, at the close of business on the regular record date for such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Datecompounded semi-annually. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record date, and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year of twelve 30-day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year of twelve 30-day months and the actual number of days elapsed per 90-day quarterin a partial month. In the event that any date on which interest is payable on the a Series A Debentures B Security is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at . The interest installment so payable, and punctually paid or duly provided for, on any time Litchfield Capital Trust I Interest Payment Date shall be required paid to pay the Person in whose name such Series B Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest installment. In the event interest payable on any taxesSeries B Security is not punctually paid or duly provided for on any Interest Payment Date, duties, assessments such interest shall forthwith cease to be payable to the Holder on the applicable Regular Record Date and shall either (i) be paid to the Person in whose name such Series B Security (or governmental charges one or more Predecessor Securities) is registered at the close of whatever nature (other than withholding taxes) imposed business on the Special Record Date for the payment of such Defaulted Interest to be fixed by the United States Trustee, notice whereof shall be given to Holders of America the Series B Securities not less than 10 days prior to such Special Record Date, or (ii) be paid to the Holder at such time in such lawful manner not inconsistent with the requirements of any other taxing authority, then, in any such casesecurities exchange, the Company shall pay as additional interest ("Additional Interest") Nasdaq National Market or other applicable interdealer quotation system or self- regulatory organization on which the Series A Debentures B Securities may be listed, and upon such additional amounts notice as shall may be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments exchange or other governmental charges shall be equal to self-regulatory organization, all as more fully provided in the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposedIndenture.

Interest and Interest Rates. Interest on the Notes shall be payable semiannually on May 1 and November 1 of each year beginning on May 1, 1999 (a) Each Series A Debenture each, an "INTEREST PAYMENT DATE"); PROVIDED, HOWEVER, that if an Interest Payment Date would otherwise be a day that is not a Business Day, such Interest Payment Date shall be the next succeeding Business Day, and no additional interest shall be paid in respect of such intervening period. The interest rate borne by the Notes will bear interest at the rate of __be 6.125% per annum from __________, 1999 until the principal thereof becomes due and payableNotes are paid in full subject, and on any overdue principal and (however, to the extent following provisions. In the event that payment (i) the Exchange Offer Registration Statement is not filed with the SEC on or prior to the 90th calendar day following the original issue of the Notes, (ii) the Exchange Offer Registration Statement has not been declared effective by the SEC on or prior to the 150th calendar day following the original issue of the Notes or (iii) the Exchange Offer is not consummated or a Shelf Registration Statement is not declared effective, in either case, on or prior to the 180th calendar day following the original issue of the Notes (each such interest is enforceable under applicable lawevent in clauses (i) on any overdue installment of interest at the same rate per annum through (__%)iii) above, compounded quarterly (a "Compounded InterestREGISTRATION DEFAULT"), payable the interest rate borne by the Notes shall be increased by an amount (subject "ADDITIONAL INTEREST") equal to an additional one quarter of one percent (0.25%) per annum upon the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 occurrence of each year Registration Default, which rate will increase by an additional one quarter of one percent (0.25%) per annum each an "90-day period that such Additional Interest Payment Date")continues to accrue under any such circumstance, commencing on June 30provided that the maximum aggregate increase in the interest rate will in no event exceed 1.0% per annum; PROVIDED, 1999HOWEVER, to that no Additional Interest shall be payable if the person in whose name such Series A Debenture Exchange Offer Registration Statement is not filed or any predecessor Series A Debenture declared effective or the Exchange Offer is registered, at the close of business on the regular record date for such interest installment, which, except not consummated as set forth belowabove because of any changes in law, SEC rules or regulations or applicable interpretations thereof by the staff of the SEC (it being understood that in any such circumstance the Company shall bebe required to file a Shelf Registration Statement and Additional Interest shall be payable if such Shelf Registration Statement is not declared effective as provided in clause (iii) above); and PROVIDED FURTHER that Additional Interest shall only be payable in the case a Shelf Registration Statement is not declared effective as aforesaid with respect to notes that have the right to be included, and whose inclusion has been requested, in respect the Shelf Registration Statement. Following the cure of any Series A Debentures of which all Registration Defaults applicable to the Property Trustee is the registered holder or a Global Debenturerespective Notes, the close accrual of business on Additional Interest will cease and the Business Day next preceding that Interest Payment Dateinterest rate will revert to 6.125% per annum. Notwithstanding If a Shelf Registration Statement is declared effective but shall thereafter become unusable by the foregoing sentence, if Holder of Notes for any reason (whether or not the Preferred Securities are no longer Company had the right to prevent the Holders from distributing Notes during the 30 day period described in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for shall forthwith cease to be payable to the registered holders on such regular record dateIndenture), and shall instead be paid to the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close aggregate number of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders of the Series A Debentures not less than 10 days prior to such special record date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360consecutive twelve-day year of twelve 30-day months, and for any period shorter than a full quarterly interest month period for which the Shelf Registration Statement shall not be usable exceeds 30 days, the interest rate borne by the Notes included in such Shelf Registration Statement will be increased by an amount ("ADDITIONAL INTEREST") equal to 0.25% per annum for the first 90-day period (or portion thereof) beginning on the 31st such date that such Shelf Registration Statement ceases to be usable, which rate shall be increased by an additional 0.25% per annum at the beginning of each subsequent 90-day period, provided the maximum aggregate increase in the interest rate will in no event exceed 1.0% per annum. Upon the Shelf Registration Statement once again becoming usable, the interest rate borne by the Notes included therein will be reduced to the original interest rate if the Company is computed, interest otherwise in compliance with the Registration Rights Agreement with respect to such Notes at that time. Additional Interest in accordance with this paragraph shall be computed on the basis of based upon the actual number of days elapsed per in each 90-day quarterperiod in which the Shelf Registration Statement is unusable. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment For all purposes of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such casethis Indenture Supplement No. 6, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.term interest

Interest and Interest Rates. Interest on the Notes shall be payable semiannually on March 5 and September 5 of each year beginning on March 5, 2000 (a) Each Series A Debenture each, an "INTEREST PAYMENT DATE"); PROVIDED, HOWEVER, that if an Interest Payment Date would otherwise be a day that is not a Business Day, such Interest Payment Date shall be the next succeeding Business Day, and no additional interest shall be paid in respect of such intervening period. The interest rate borne by the Notes will bear interest at the rate of __be 6.875% per annum from __________, 1999 until the principal thereof becomes due and payableNotes are paid in full subject, and on any overdue principal and (however, to the extent following provisions. In the event that payment (i) the Exchange Offer Registration Statement is not filed with the SEC on or prior to the 120th calendar day following the original issue of the Notes, (ii) the Exchange Offer Registration Statement has not been declared effective by the SEC on or prior to the 180th calendar day following the original issue of the Notes or (iii) the Exchange Offer is not consummated or a Shelf Registration Statement is not declared effective, in either case, on or prior to the 210th calendar day following the original issue of the Notes (each such interest is enforceable under applicable lawevent in clauses (i) on any overdue installment of interest at the same rate per annum through (__%)iii) above, compounded quarterly (a "Compounded InterestREGISTRATION DEFAULT"), payable the interest rate borne by the Notes shall be increased by an amount (subject "ADDITIONAL INTEREST") equal to an additional one quarter of one percent (0.25%) per annum upon the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 occurrence of each year Registration Default, which rate will increase by an additional one quarter of one percent (0.25%) per annum each an "90-day period that such Additional Interest Payment Date")continues to accrue under any such circumstance, commencing on June 30provided that the maximum aggregate increase in the interest rate will in no event exceed 1.0% per annum; PROVIDED, 1999HOWEVER, to that no Additional Interest shall be payable if the person in whose name such Series A Debenture Exchange Offer Registration Statement is not filed or any predecessor Series A Debenture declared effective or the Exchange Offer is registered, at the close of business on the regular record date for such interest installment, which, except not consummated as set forth belowabove because of any changes in law, SEC rules or regulations or applicable interpretations thereof by the staff of the SEC (it being understood that in any such circumstance the Company shall bebe required to file a Shelf Registration Statement and Additional Interest shall be payable if such Shelf Registration Statement is not declared effective as provided in clause (iii) above); and PROVIDED FURTHER that Additional Interest shall only be payable in the case a Shelf Registration Statement is not declared effective as aforesaid with respect to notes that have the right to be included, and whose inclusion has been requested, in respect the Shelf Registration Statement. Following the cure of any Series A Debentures of which all Registration Defaults applicable to the Property Trustee is the registered holder or a Global Debenturerespective Notes, the close accrual of business on Additional Interest will cease and the Business Day next preceding that Interest Payment Dateinterest rate will revert to 6.875% per annum. Notwithstanding If a Shelf Registration Statement is declared effective but shall thereafter become unusable by the foregoing sentence, if Holder of Notes for any reason (whether or not the Preferred Securities are no longer in book-entry only form or if Company had the right to prevent the Holders from distributing Notes during any period pursuant to the provisions Registration Rights Agreement) and the aggregate number of Section 2.11(c) of days in any consecutive twelve-month period for which the Indenture the Series A Debentures are Shelf Registration Statement shall not represented by a Global Debenturebe usable exceeds 30 days, the regular record dates interest rate borne by the Notes included in such Shelf Registration Statement will be increased by an amount ("ADDITIONAL INTEREST") equal to 0.25% per annum for the first 90-day period (or portion thereof) beginning on the 31st such date that such Shelf Registration Statement ceases to be usable, which rate shall be increased by an additional 0.25% per annum at the beginning of each subsequent 90-day period, provided the maximum aggregate increase in the interest installment rate will in no event exceed 1.0% per annum. Upon the Shelf Registration Statement once again becoming usable, the interest rate borne by the Notes included therein will be reduced to the original interest rate if the Company is otherwise in compliance with the Registration Rights Agreement with respect to such Notes at that time. Additional Interest in accordance with this paragraph shall be computed based upon the actual number of days elapsed in each 90-day period in which the Shelf Registration Statement is unusable. For all purposes of this Indenture Supplement No. 11, the term interest shall include "Additional Amounts" and "Additional Interest". The interest payable on each Interest Payment Date shall be the close amount of business on interest accrued from August 31, 1999 or from the fifteenth day of the month in which that most recent Interest Payment Date occurs. (b) Any such to which interest installment not punctually has been paid or duly provided for shall forthwith cease to be payable to for, as the registered holders on such regular record datecase may be, and shall instead be paid to until the person in whose name the Series A Debenture (or one or more Predecessor Debentures) is registered at the close of business on a special record date to be fixed by the Trustee for the payment of such defaulted interest, notice whereof shall be given to the registered holders principal amount of the Series A Debentures not less than 10 days prior to such special record date, Notes has been paid or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures may be listed or traded, and upon such notice as may be required by such exchange or quotation system, all as more fully duly provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will for. Interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months, and . The interest payable on any Note which is punctually paid or duly provided for on any period shorter than a full quarterly interest period for which interest is computed, interest Interest Payment Date shall be computed paid to the Person in whose name such Note is registered at the close of business on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is February 18 or August 21 (in each case, whether or not a Business Day), then respectively, immediately preceding such Interest Payment Date (each, a "REGULAR RECORD DATE"). Interest payable on any Note which is not punctually paid or duly provided for on any Interest Payment Date therefor shall forthwith cease to be payable to the Person in whose name such Note is registered at the close of business on the Regular Record Date immediately preceding such Interest Payment Date, and such interest shall instead be paid to the Person in whose name such Note is registered at the close of business on the record date established for such payment by notice by or on behalf of the Company to the Holders of the Notes mailed by first-class mail not less than 15 days prior to such record date to their last addresses as they shall appear upon the Security register, such record date to be not less than five days preceding the date of payment of such defaulted interest. The Company and Tyco shall notify the Trustee within five Business Days after each and every date (an "EVENT DATE") on which an event occurs in respect of which Additional Interest is required to be paid. The obligation to pay Additional Interest shall be deemed to accrue from and including the day following the applicable Event Date. Additional Interest shall be paid by depositing with the Trustee for the benefit of the Holders of the Notes entitled to receive such Additional Interest, on or before the applicable Interest Payment Date, immediately available funds in sums sufficient to pay the Additional interest then due. Additional Interest shall be payable to the Person otherwise entitled to be paid the interest payable on the Notes on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payableInterest Payment Date. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will bear interest at the The rate of __interest on each Security shall be 5.375% per annum annum, accruing from __________December 3, 1999 until 2001, or from the principal thereof becomes due and payable, and on any overdue principal and (to the extent that most recent interest payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest"), payable (subject to the provisions of Article Four) quarterly in arrears on June 30, September 30, December 31 and March 31 of each year date (each such date, an "Interest Payment Date")) to which interest has been paid or duly provided for, commencing payable semiannually in arrears on June 1 and December 1 of each year commencing June 1, 2002 until the principal thereof shall have become due and payable, and until the principal thereof is paid or duly provided for or made available for payment. The amount of interest payable on any Interest Payment Date shall be computed on the basis of a 360-day year of twelve 30-day months. The amount of interest payable for any partial period shall be computed on the basis of the actual number of days elapsed in a 360-day year of twelve 30-day months. In the event that any date on which interest is payable on any Security is not a Business Day, 1999then payment of interest payable on such date will be made on the next succeeding day that is a Business Day (and without any interest or other payment in respect of any such delay). A "Business Day" shall mean any day, other than a Saturday or Sunday, on which banks in the City of New York and Boston, Massachusetts are not required by law to close. The interest installment so payable in respect of any Security, and punctually paid or duly provided for, on any Interest Payment Date will, as provided in the Indenture, be paid to the person in whose name such Series A Debenture Security (or any predecessor Series A Debenture one or more Predecessor Securities) is registered, registered at the close of business on the regular record date for May 15 or November 15 prior to such interest installment, which, except as set forth below, shall be, in respect of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, the close of business on the Business Day next preceding that Interest Payment Date. Notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be the close of business on the fifteenth day of the month in which that Interest Payment Date occurs. (b) Any such interest installment not punctually paid or duly provided for in respect of any Security shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead may either be paid to the person Person in whose name the Series A Debenture such Security (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date Special Record Date to be fixed by the Trustee for the payment of such defaulted interestDefaulted Interest, notice whereof shall be given to the registered holders Holders of the Series A Debentures this series of Securities not less than 10 days prior to such special record dateSpecial Record Date, or may be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or quotation system on which the Series A Debentures Securities of this series may be listed or tradedlisted, and upon such notice as may be required by such exchange or quotation systemexchange, all as more fully provided in Section 2.03 of the Indenture. (c) The amount of interest payable for any full quarterly interest period will be computed on the basis of a 360-day year of twelve 30-day months, and for any period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of the actual number of days elapsed per 90-day quarter. In the event that any date on which interest is payable on the Series A Debentures is not a Business Day, then payment of interest payable on such date shall be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if made on the date such payment was originally payable. (d) If at any time Litchfield Capital Trust I shall be required to pay any taxes, duties, assessments or governmental charges of whatever nature (other than withholding taxes) imposed by the United States of America or any other taxing authority, then, in any such case, the Company shall pay as additional interest ("Additional Interest") on the Series A Debentures such additional amounts as shall be required so that the net amounts received and retained by Litchfield Capital Trust I after paying any such taxes, duties, assessments or other governmental charges shall be equal to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed.

Interest and Interest Rates. (a) Each Series A Debenture will The Notes shall bear interest at the a rate of __3.375% per annum year, from __________October 10, 1999 until 2003 (the principal thereof becomes due and payable, and on any overdue principal and ("Original Issue Date") or from the most recent Interest Payment Date to the extent that which payment of such interest is enforceable under applicable law) on any overdue installment of interest at the same rate per annum (__%), compounded quarterly ("Compounded Interest")has been made or duly provided for, payable (subject to the provisions of Article Four) quarterly semiannually in arrears on June 30, September 30, December 31 April 15 and March 31 October 15 of each year year, beginning April 15, 2004 (each an "Interest Payment Date"), commencing on June 30, 1999, ) to the person persons in whose name such Series A Debenture or any predecessor Series A Debenture is registered, names the Notes are registered at the close of business on the regular record date for such interest installmentApril 1 and October 1 (each a "Regular Record Date") (whether or not a Business Day), which, except as set forth below, shall the case may be, in respect immediately preceding such Interest Payment Date. (b) Holders of any Series A Debentures of which the Property Trustee is the registered holder or a Global Debenture, Notes at the close of business on a Regular Record Date will receive payment of interest payable on the Business Day next preceding that corresponding Interest Payment Date. Notwithstanding Date notwithstanding the foregoing sentence, if the Preferred Securities are no longer in book-entry only form or if pursuant to the provisions conversion of Section 2.11(c) of the Indenture the Series A Debentures are not represented by a Global Debenture, the regular record dates for such interest installment shall be Notes at any time after the close of business on such Regular Record Date. Notes surrendered for conversion by a Holder during the fifteenth day period from the close of business on any Regular Record Date to the month in which that opening of business on the immediately following Interest Payment Date occursmust be accompanied by payment of an amount equal to the interest that the Holder is to receive on the Notes; provided, however, that no such payment need be made if (1) the Company has specified a Redemption Date that is after a Regular Record Date and on or prior to the immediately following Interest Payment Date, (2) the Company has specified a Purchase Date following a Fundamental Change that is during such period or (3) any overdue interest exists at the time of conversion with respect to such Notes to the extent of such overdue interest. The Holders of the Notes and any Common Stock issuable upon conversion thereof will continue to be entitled to receive Additional Amounts in accordance with the Registration Rights Agreement. (bc) Any such interest installment not so punctually paid or duly provided for shall forthwith cease to be payable to the registered holders Holder on such regular record date, Regular Record Date and shall instead either (i) be paid to the person Person in whose name the Series A Debenture such Note (or one or more Predecessor DebenturesSecurities) is registered at the close of business on a special record date the Special Record Date for the payment of such Defaulted Interest to be fixed by the Trustee for the payment of such defaulted interestTrustee, notice whereof shall be given to the registered holders Holders of the Series A Debentures Notes not less than 10 days prior to such special record dateSpecial Record Date, or may (ii) be paid at any time in any other lawful manner not inconsistent with the requirements of any securities exchange or automated quotation system on which the Series A Debentures Notes may be listed or traded, and upon such notice as may be required by such exchange or automated quotation system, all as more fully provided in Section 2.03 of the Indenture. (cd) The amount of interest payable for any full quarterly interest period will shall be computed on the basis of a 360-day year consisting of twelve 30-30- day months, and . The amount of interest payable for any partial period shorter than a full quarterly interest period for which interest is computed, interest shall be computed on the basis of a 360-day year consisting of twelve 30-day months and, in the case of an incomplete month, the actual number of days elapsed per 90-day quarterelapsed. In the event that any date on which interest is payable on the Series A Debentures a Note is not a Business Day, then a payment of the interest payable on such date shall will be made on the next succeeding day which is a Business Day (and without any interest or other payment in respect of any such delay), except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case ) with the same force and effect as if made on the date such the payment was originally payable. (de) If any principal of the Notes or any portion of such principal is not paid when due (whether upon acceleration, upon the date set for payment of the Redemption Price pursuant to paragraph 5 of the Notes, upon the date set for payment of a Purchase Price or Fundamental Change Purchase Price pursuant to paragraph 7 of the Notes or upon the Stated Maturity) or if interest due on the Notes or any portion of such interest is not paid when due in accordance with paragraph 1 or paragraph 9 of the Notes, then in each such case the overdue amount shall bear interest at any time Litchfield Capital Trust I the rate of 3.375% per annum, compounded semiannually (to the extent that the payment of such interest shall be required legally enforceable), which interest shall accrue from the date such overdue amount was due to pay any taxesthe date payment of such amount, dutiesincluding interest thereon, assessments has been made or governmental charges of whatever nature duly provided for. All such interest shall be payable on demand. (other than withholding taxesf) imposed The interest rate borne by the United States Registrable Securities will be increased by .25% per annum upon the occurrence of America or any other taxing authoritya Registration Default, then, in any which rate will increase by an additional ..25% per annum if such case, Registration Default has not been cured within 90 days after the Company shall pay as additional interest occurrence thereof ("Additional InterestAmounts") ); provided that the aggregate amount of any such increase in the interest rate on the Series A Debentures such additional amounts as Registrable Securities shall in no event exceed .50% per annum. All accrued Additional Amounts shall be required so that paid to Holders of Registrable Securities in the net amounts received same manner and retained by Litchfield Capital Trust I after paying any such taxesat the same time as regular payments of interest on the Registrable Securities. Following the cure of all Registration Defaults, duties, assessments or other governmental charges the accrual of Additional Amounts shall be equal cease and the interest rate on the Registrable Securities will revert to the amounts Litchfield Capital Trust I would have received had no such taxes, duties, assessments or other governmental charges been imposed3.375% per annum.