Common use of PROCEDURES FOR BOOK-ENTRY SECURITIES Clause in Contracts

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection with the qualification of the Book-Entry Securities for eligibility in the book-entry system maintained by DTC, DBTCA will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations from the Bank and DBTCA to DTC, dated as of November 22, 2006 for Program Securities and (ii) any other Letters of Representations delivered by the Bank and DBTCA to DTC, from time to time, in connection with any other offering of securities issued by the Bank (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”). Issuance: Unless otherwise specified in any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) for one or more Book-Entry Securities, the Bank will issue a single global Security in fully registered form without coupons (a “Global Security”) representing up to U.S. $500,000,000 notional amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as the case may be, by DBTCA. Each Global Security on which interest is payable will bear an “Interest Accrual Date,” which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Global Security or Securities (or if no such payment or provision has been made, the original issuance date of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable in either U.S. dollars or other specified currencies. No Global Security will represent any Certificated Security. If the Term Sheet (as defined herein) provides for an extended offering period beyond the Original Issue Date, then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate the Global Security to indicate the change in aggregate notional amount. Upon such annotation DBTCA, by means of an instruction originated through DTC’s Deposit/Withdrawal at Custodian (DWAC) system, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities and an additional Global Security will be issued to represent any remaining notional amount of such Book-Entry Security or Securities. In such a case, each of the Global Securities, representing such Book-Entry Security or Securities shall be assigned the same CUSIP number.

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection with the qualification of the Book-Entry Securities for eligibility in the book-entry system maintained by DTC, DBTCA the Trustee will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations Representation from the Bank Company and DBTCA the Trustee to DTC, dated as of[insert date] (the "Letter of November 22Representation"), 2006 for Program Securities and (ii) any other Letters of Representations delivered by a Medium-Term Note Certificate Agreement between the Bank Trustee and DBTCA to DTC dated [insert date], and its obligations as a participant in DTC, from time to time, in connection with any other offering of securities issued by the Bank including DTC's Same-Day Funds Settlement System (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”"SDFS"). Issuance: Unless otherwise specified in On any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) Settlement Date for one or more Book-Entry Securities, the Bank Company will issue a single global Security security in fully registered form without coupons (a “"Global Security”") representing up to U.S. $500,000,000 notional 250,000,000 principal amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as by the case may be, by DBTCATrustee. Each Global Security on which interest is payable will bear an “"Interest Accrual Date,” " which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Global Security or Securities (or if no such payment or provision has been made, the original issuance date of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable only in either U.S. dollars or other specified currenciesdollars. No Global Security will represent any Certificated Security. If Upon receipt of the Term Sheet (as defined herein) provides for an extended offering period beyond Sale Information from the Original Issue DateCompany, the Trustee will then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate assign a CUSIP number to the Global Security to indicate representing such Security and will notify the change in aggregate notional amountCompany and the Agent of such CUSIP number by telephone as soon as practicable. Upon such annotation DBTCA, by means of an instruction originated The Trustee will enter a pending deposit message through DTC’s Deposit/Withdrawal at Custodian (DWAC) system's Participant Terminal System providing the following settlement information to DTC, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities Agent and an additional Global Security will be issued to represent any remaining notional amount of such Book-Entry Security or Securities. In such a case, each of the Global Securities, representing such Book-Entry Security or Securities shall be assigned the same CUSIP number.Standard & Poor's Corporation:

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection If the Trustee fails to enter an SDFS deliver order with respect to a Book-Entry Security, the Trustee may deliver to DTC, through DTC's Participant Terminal System, as soon as practicable a withdrawal message instructing DTC to debit such Security to the Trustee's participant account, provided that the Trustee's participant account contains a principal amount of the Global Security representing such Security that is at least equal to the principal amount to be debited. If a withdrawal message is processed with respect to all the Book-Entry Securities represented by a Global Security, the Trustee will mark xxxh Global Security "canceled," make appropriate entries in the Trustee's records and send such canceled Global Security to the Company. The CUSIP number assigned to such Global Security shall, in accordance with the qualification procedures of the CUSIP Service Bureau of Standard & Poor's Corporation, be canceled and not immediately reassigned. If a withdrawal message is processed with respect to one or more, but not all, of the Book-Entry Securities for eligibility in the book-entry system maintained represented by DTC, DBTCA will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations from the Bank and DBTCA to DTC, dated as of November 22, 2006 for Program Securities and (ii) any other Letters of Representations delivered by the Bank and DBTCA to DTC, from time to time, in connection with any other offering of securities issued by the Bank (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”). Issuance: Unless otherwise specified in any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) for one or more Book-Entry Securities, the Bank will issue a single global Security in fully registered form without coupons (a “Global Security”) representing up to U.S. $500,000,000 notional amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as the case may be, by DBTCA. Each Global Security on which interest is payable will bear an “Interest Accrual Date,” which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Trustee will exchange such Global Security or Securities (or if no such payment or provision has been madefor two Global Securities, the original issuance date one of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable in either U.S. dollars or other specified currencies. No Global Security will which shall represent any Certificated Security. If the Term Sheet (as defined herein) provides for an extended offering period beyond the Original Issue Date, then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate the Global Security to indicate the change in aggregate notional amount. Upon such annotation DBTCA, by means of an instruction originated through DTC’s Deposit/Withdrawal at Custodian (DWAC) system, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities and an additional shall be canceled immediately after issuance and the other of which shall represent the remaining Book-Entry Securities previously represented by the surrendered Global Security will be issued to represent and shall bear the CUSIP number of the surrendered Global Security. If the purchase price for any remaining notional amount of such Book-Entry Security is not timely paid to the Participants with respect to such Security by the beneficial purchaser thereof (or Securitiesa person, including an indirect participant in DTC, acting on behalf of such purchaser), such Participants and, in turn, the Agent may enter SDFS deliver orders through DTC's Participant Terminal System reversing the orders entered. In such Thereafter, the Trustee will deliver the withdrawal message and take the related actions described in the preceding paragraph. Notwithstanding the foregoing, upon any failure to settle with respect to a case, each of the Global Securities, representing such Book-Entry Security, DTC may take any actions in accordance with its SDFS operating procedures then in effect. In the event of a failure to settle with respect to one or more, but not all, of the Book-Entry Securities to have been represented by a Global Security, the Trustee will provide for the authentication and issuance of a Global Security or representing the Book-Entry Securities shall to be assigned the same CUSIP numberrepresented by such Global Security and will make appropriate entries in its records.

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection with the qualification of the Book-Entry Securities for eligibility in the book-entry system maintained by DTC, DBTCA each Trustee will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations Representation from the Bank 38 -37- Company and DBTCA such Trustee to DTC, dated as of November 22June 4, 2006 for Program Securities 1993 (the "Letter of Representation"), and, in the case of the Note Trustee, a Medium-Term Note Certificate Agreement between such Trustee and (ii) any other Letters DTC dated December 2, 1988, and, in the case of Representations delivered by the Bank Bond Trustee, a Medium-Term Note Certificate Agreement between such Trustee and DBTCA to DTC, from time to timedated as of December 2, 1988, and its obligations as a participant in connection with any other offering of securities issued by the Bank DTC, including DTC's Same-Day Funds Settlement System (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”"SDFS"). Issuance: Unless otherwise specified in On any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) Settlement Date for one or more Book-Entry Securities, the Bank Company will issue a single global Security security in fully registered form without coupons (a “"Global Security”") representing up to U.S. $500,000,000 notional 250,000,000 principal amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as by the case may be, by DBTCATrustee. Each Global Security on which interest is payable will bear an “"Interest Accrual Date,” " which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Global Security or Securities (or if no such payment or provision has been made, the original issuance date of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable only in either U.S. dollars or other specified currenciesdollars. No Global Security will represent any Certificated Security. If Upon receipt of the Term Sheet (as defined herein) provides for an extended offering period beyond Sale Information from the Original Issue DateCompany, the Trustee will then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate assign a CUSIP number to the Global Security to indicate representing such Security and will notify the change in aggregate notional amountCompany and the Agent of such CUSIP number by telephone as soon as practicable. Upon such annotation DBTCA, by means of an instruction originated The Trustee will enter a pending deposit message through DTC’s Deposit/Withdrawal at Custodian (DWAC) system's Participant Terminal System providing the following settlement information to DTC, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities Agent and an additional Global Security will be issued to represent any remaining notional amount of such Book-Entry Security or Securities. In such a case, each of the Global Securities, representing such Book-Entry Security or Securities shall be assigned the same CUSIP number.Standard & Poor's Corporation:

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection with the qualification of the Book-Entry Securities for eligibility in the book-entry system maintained by DTC, DBTCA will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations from the Bank and DBTCA to DTC, dated as of November 22, 2006 for Program Securities and (ii) any other Letters of Representations delivered by the Bank and DBTCA to DTC, from time to time, in connection with any other offering of securities issued by the Bank (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”). Issuance: Unless otherwise specified in any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) for one or more Book-Entry Securities, the Bank will issue a single global Security in fully registered form without coupons (a “Global Security”) representing up to U.S. $500,000,000 notional amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as the case may be, by DBTCA. Each Global Security on which interest is payable will bear an “Interest Accrual Date,” which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Global Security or Securities (or if no such payment or provision has been made, the original issuance date of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable in either U.S. dollars or other specified currencies. No Global Security will represent any Certificated Security. If the Term Sheet (as defined herein) provides for an extended offering period beyond the Original Issue Date, then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate the Global Security to indicate the change in aggregate notional amount. Upon such annotation DBTCA, by means of an instruction originated through DTC’s Deposit/Withdrawal at Custodian (DWAC) system, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities and an additional Global Security will be issued to represent any remaining notional amount of such Book-Entry Security or Securities. In such a case, each of the Global Securities, representing such Book-Entry Security or Securities shall be assigned the same CUSIP number.

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection with the qualification of the Book-Entry Securities for eligibility in the book-entry system maintained by DTC, DBTCA will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations from the Bank and DBTCA to DTC, dated as of November 22, 2006 for Program Securities and (ii) any other Letters of Representations delivered by the Bank and DBTCA to DTC, from time to time, in connection with any other offering of securities issued by the Bank (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”). Issuance: Unless otherwise specified in any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) for one or more Book-Entry Securities, the Bank will issue a single global Security in fully registered form without coupons (a “Global Security”) representing up to U.S. $500,000,000 notional amount of all such Securities that have the same Original Issue Date, Maturity Expiration Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as the case may be, by DBTCA. Each Global Security on which interest is payable will bear an “Interest Accrual Date,” which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Global Security or Securities (or if no such payment or provision has been made, the original issuance date of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable in either U.S. dollars or other specified currencies. No Global Security will represent any Certificated Security. If the Term Sheet (as defined herein) provides for an extended offering period beyond the Original Issue Date, then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Expiration Date and other terms as the Securities represented by such Global Security, DBTCA will annotate the Global Security to indicate the change in aggregate notional amount. Upon such annotation DBTCA, by means of an instruction originated through DTC’s Deposit/Withdrawal at Custodian (DWAC) system, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities and an additional Global Security will be issued to represent any remaining notional amount of such Book-Entry Security or Securities. In such a case, each of the Global Securities, representing such Book-Entry Security or Securities shall be assigned the same CUSIP number.

PROCEDURES FOR BOOK-ENTRY SECURITIES. In connection If the Trustee fails to enter an SDFS deliver order with respect to a Book-Entry Security, the Trustee may deliver to DTC, through DTC's Participant Terminal System, as soon as practicable a withdrawal message instructing DTC to debit such Security to the Trustee's participant account, provided that the Trustee's participant account contains a principal amount of the Global Security representing such Security that is at least equal to the principal amount to be debited. If a withdrawal message is processed with respect to all the Book-Entry Securities represented by a Global Security, the Trustee will mark xxxh Global Security "canceled," make appropriate entries in the Trustee's records and send such canceled Global Security to the Company. The CUSIP number assigned to such Global Security shall, in accordance with the qualification procedures of the CUSIP Service Bureau of Standard & Poor's Corporation, be canceled and not immediately reassigned. If a withdrawal message is processed with respect to one or more, but not all, of the Book-Entry Securities for eligibility in the book-entry system maintained represented by DTC, DBTCA will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under (i) a Letter of Representations from the Bank and DBTCA to DTC, dated as of November 22, 2006 for Program Securities and (ii) any other Letters of Representations delivered by the Bank and DBTCA to DTC, from time to time, in connection with any other offering of securities issued by the Bank (the Letters of Representations referred to in clauses (i) and (ii) are referred to collectively as the “Letter of Representations”). Issuance: Unless otherwise specified in any Prospectus, Time of Sale Information or Free Writing Prospectus on any date of settlement (as defined under “Settlement” below) for one or more Book-Entry Securities, the Bank will issue a single global Security in fully registered form without coupons (a “Global Security”) representing up to U.S. $500,000,000 notional amount of all such Securities that have the same Original Issue Date, Maturity Date and other terms. Each Global Security will be dated and issued as of the date of its authentication or countersignature, as the case may be, by DBTCA. Each Global Security on which interest is payable will bear an “Interest Accrual Date,” which will be (i) with respect to an original Global Security (or any portion thereof), its original issuance date and (ii) with respect to any Global Security (or any portion thereof) issued subsequently upon exchange of a Global Security, or in lieu of a destroyed, lost or stolen Global Security, the most recent Interest Payment Date to which interest has been paid or duly provided for on the predecessor Trustee will exchange such Global Security or Securities (or if no such payment or provision has been madefor two Global Securities, the original issuance date one of the predecessor Global Security), regardless of the date of authentication of such subsequently issued Global Security. Book-Entry Securities may be payable in either U.S. dollars or other specified currencies. No Global Security will which shall represent any Certificated Security. If the Term Sheet (as defined herein) provides for an extended offering period beyond the Original Issue Date, then on any subsequent date of settlement for Securities having the same Original Issue Date, Maturity Date and other terms as the Securities represented by such Global Security, DBTCA will annotate the Global Security to indicate the change in aggregate notional amount. Upon such annotation DBTCA, by means of an instruction originated through DTC’s Deposit/Withdrawal at Custodian (DWAC) system, will inform DTC to reflect an increase to the aggregate notional amount of the Securities. Denominations: Unless otherwise specified in the applicable Term Sheet, Book-Entry Securities will be issued in notional amounts of U.S. $1,000 or any amount in excess thereof that is an integral multiple of U.S. $1,000 or, if such Book-Entry Securities are issued in a currency other than U.S. dollars, notional amounts of such currency in denominations of the equivalent of U.S. $1,000 (rounded to an integral multiple of 1,000 units of such currency), unless otherwise indicated in the applicable Term Sheet or Prospectus Supplement. Global Securities will be denominated in notional amounts not in excess of U.S. $500,000,000. If one or more Book-Entry Securities having an aggregate notional amount in excess of U.S. $500,000,000 would, but for the preceding sentence, be represented by a single Global Security then one Global Security will be issued to represent each U.S. $500,000,000 notional amount of such Book-Entry Security or Securities and an additional shall be canceled immediately after issuance and the other of which shall represent the remaining Book-Entry Securities previously represented by the surrendered Global Security will be issued to represent and shall bear the CUSIP number of the surrendered Global Security. If the purchase price for any remaining notional amount of such Book-Entry Security is not timely paid to the Participants with respect to such Security by the beneficial purchaser thereof (or Securitiesa person, including an indirect participant in DTC, acting on behalf of such purchaser), such Participants and, in turn, the Agent may enter SDFS deliver orders through DTC's Participant Terminal System reversing the orders entered. In such Thereafter, the Trustee will deliver the withdrawal message and take the related actions described in the preceding paragraph. 42 -41- Notwithstanding the foregoing, upon any failure to settle with respect to a case, each of the Global Securities, representing such Book-Entry Security, DTC may take any actions in accordance with its SDFS operating procedures then in effect. In the event of a failure to settle with respect to one or more, but not all, of the Book-Entry Securities to have been represented by a Global Security, the Trustee will provide for the authentication and issuance of a Global Security or representing the Book-Entry Securities shall to be assigned the same CUSIP numberrepresented by such Global Security and will make appropriate entries in its records.