Common use of Social Security Number or Taxpayer Identification Number Clause in Contracts

Social Security Number or Taxpayer Identification Number. 27 APPENDIX II CUSIP: 594457 BK 8 No. R-1 $75,000,000 THIS NOTE IS IN GLOBAL FORM WITHIN THE MEANING OF THE SENIOR INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR A NOTE IN CERTIFICATED FORM, THIS NOTE MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to the Company (as defined below) or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. MICHIGAN CONSOLIDATED GAS COMPANY Resetable MAndatory Putable/remarketable Securities ("MAPS(sm)")* due June 30, 2038 MICHIGAN CONSOLIDATED GAS COMPANY, a corporation duly organized and existing under the laws of the State of Michigan (the "Company", which term includes any successor corporation under the Senior Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co. or registered assigns, at the office or agency of the Company in The City of New York, New York, the principal sum of SEVENTY-FIVE MILLION DOLLARS ($75,000,000) on June 30, 2038 (the "Stated Maturity Date"), in the coin or currency of the United States, and to pay interest: (i) semiannually on June 30 and December 30 (x) from and including June 23, 1998 through but excluding June 30, 2003 and (y) on and after June 30, 2003 if and so long as the Resetable MAPS are in Mandatory Tender Mode (as defined on the reverse hereof); or (ii) on such dates as determined on the Duration/Interest Mode Determination Date (as defined on the reverse hereof) if and so long as the Resetable MAPS are in Reset Mode (as defined on the reverse hereof) (each, an "Interest Payment Date"), commencing December 30, 1998. Interest shall be paid on said principal sum at said office or agency, in like coin or currency, at the rate per annum specified below, from the Interest Payment Date next preceding the date of this Resetable MAPS to which interest has been paid or duly provided for, unless the date hereof is a date to which interest has been paid or duly provided for, in which case from the date of this Resetable MAPS, or unless no interest has been paid or duly provided for on this Resetable MAPS, in which case from June 23, 1998, until payment of said principal sum has been made or duly provided for; provided, that payment of interest may be made at the option of the Company by check mailed to the address of the person entitled thereto as such address shall appear on the Security Register of the Company as provided in the Senior Indenture. Notwithstanding the foregoing, if the date hereof is after the 14th day of a month in which an Interest Payment Date occurs, and before the following Interest Payment Date, this Resetable MAPS shall bear interest from such Interest Payment Date; provided, that if the Company shall default in the payment of interest due on such Interest Payment Date, then this Resetable MAPS shall bear interest from the next preceding Interest Payment Date to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for on this Resetable MAPS, from June 23, 1998. The interest so payable on any Interest Payment Date will, subject to certain exceptions provided in the Senior Indenture, be paid to the person in whose name this Resetable MAPS (or one or more Predecessor Securities) is registered at the close of business on the fifteenth calendar day next preceding such Interest Payment Date, whether or not such day is a Business Day (each a "Record Date"). The rate of interest on this Resetable MAPS shall be 6.20% per annum to June 30, 2003 (the "First Remarketing Date"). If, pursuant to the Mandatory Tender Remarketing Agreement, dated as of the date hereof (the "Mandatory Tender Remarketing Agreement"), between Salomon Brothers Inc, as Mandatory Tender Remarketing Agent (the "Mandatory Tender Remarketing Agent"), and the Company, the Mandatory Tender Remarketing Agent elects to exercise its option to remarket the Resetable MAPS (the "Remarketing Right"), then, except as otherwise set forth on the reverse hereof, (i) this Resetable MAPS shall be subject to mandatory tender to the Mandatory Tender Remarketing Agent for remarketing on the First Remarketing Date, on the terms and subject to the conditions set forth on the reverse hereof, and (ii) from and after the First Remarketing Date and up to but excluding June 30, 2013 (the "Second Remarketing Date"), this Resetable MAPS shall bear interest from and including June 30, 2003 to but excluding June 30, 2013 (the "Second Remarketing Date") at the rate determined by the Mandatory Tender Remarketing Agent in accordance with the procedures set forth in Section 2(b) on the reverse hereof (the "Interest Rate to Second Remarketing Date"). From and after the earlier to occur of (i) the First Remarketing Date in the event that the Mandatory Tender Remarketing Agent fails to give notice of exercise of the Remarketing Right and (ii) the Second Remarketing Date, the character and duration of the interest rate on the Resetable MAPS shall be determined by Salomon Brothers Inc, as reset remarketing agent, or such other nationally recognized broker-dealer as may be selected by the Company to act as such (the "Reset Remarketing Agent"), pursuant to that certain Reset Remarketing Agreement dated as of June 23, 1998 (the "Reset Remarketing Agreement") between the Company and Salomon Brothers Inc, and agreed to by the Company on each applicable Duration/Interest Mode Determination Date, and the spread will be as agreed to by the Company and the Reset Remarketing Agent on the corresponding Spread Determination Date (as defined on the reverse hereof), subject to certain limitations set forth on the reverse of this Resetable MAPS. UNTIL THE RELEASE DATE (AS DEFINED ON THE REVERSE HEREOF), THIS RESETABLE MAPS SHALL BE SECURED BY FIRST MORTGAGE BONDS (THE "FIRST MORTGAGE BONDS") ISSUED AND DELIVERED BY THE COMPANY TO THE SENIOR TRUSTEE (AS DEFINED ON THE REVERSE HEREOF) UNDER THE COMPANY'S TWENTY-NINTH SUPPLEMENTAL INDENTURE DATED AS OF JULY 15, 1989, PROVIDING FOR THE RESTATEMENT OF THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED AS OF MARCH 1, 1994 BETWEEN THE COMPANY AND CITIBANK, N.A. (THE "MORTGAGE TRUSTEE") AND ROBE▇▇ ▇. ▇▇▇▇▇▇▇▇ (▇▇E "INDIVIDUAL TRUSTEE"), AS SUPPLEMENTED BY THE THIRTY-FIFTH SUPPLEMENTAL INDENTURE (AS SO SUPPLEMENTED, THE "MORTGAGE INDENTURE"). ON THE RELEASE DATE, THE RESETABLE MAPS SHALL CEASE TO BE SECURED BY SUCH FIRST MORTGAGE BONDS AND, AT THE COMPANY'S OPTION, EITHER (i) SHALL BECOME UNSECURED GENERAL OBLIGATIONS OF THE COMPANY OR (ii) SHALL BE SECURED BY FIRST MORTGAGE BONDS UNDER A SECURED MORTGAGE INDENTURE OTHER THAN THE MORTGAGE INDENTURE. Reference is made to the further provisions of this Resetable MAPS set forth on the reverse hereof. Such further provisions shall for all purposes have the same effect as though fully set forth at this place. This Resetable MAPS shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been manually signed by the Senior Trustee under the Senior Indenture referred to on the reverse hereof.

Social Security Number or Taxpayer Identification Number. 27 APPENDIX II CUSIP: 594457 BK 8 No. R-1 $75,000,000 Exhibit B-13 EXHIBIT C FORM OF FACE OF REGULATION S PERMANENT GLOBAL SENIOR NOTE DUE 2014 THIS NOTE SECURITY IS IN A GLOBAL FORM SECURITY WITHIN THE MEANING OF THE SENIOR INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARY. UNLESS THIS SECURITY IS EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE DEPOSITARY OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NO TRANSFER OF THIS SECURITY (OTHER THAN A NOTE IN CERTIFICATED FORM, TRANSFER OF THIS NOTE MAY NOT BE TRANSFERRED EXCEPT SECURITY AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOSITARY) MAY BE REGISTERED EXCEPT IN LIMITED CIRCUMSTANCES. Unless this certificate is presented by an authorized representative of The Depository Trust CompanyUNLESS THIS GLOBAL SECURITY IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, a New York corporation ("DTC")EXCHANGE OR PAYMENT, to the Company (as defined below) or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as requested by an authorized representative of DTC)AND ANY DEFINITIVE SECURITY IS ISSUED IN THE NAME OR NAMES AS DIRECTED IN WRITING BY THE DEPOSITARY, ANY TRANSFER, PLEDGE PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. MICHIGAN CONSOLIDATED GAS COMPANY Resetable MAndatory Putable/remarketable Securities ("MAPS(sm)")* due June 30, 2038 MICHIGAN CONSOLIDATED GAS COMPANY, a corporation duly organized and existing under the laws of the State of Michigan (the "Company", which term includes any successor corporation under the Senior Indenture hereinafter referred to), for value received, hereby promises to pay to Cede & Co. or registered assigns, at the office or agency of the Company in The City of New York, New York, the principal sum of SEVENTY-FIVE MILLION DOLLARS ($75,000,000) on June 30, 2038 (the "Stated Maturity Date"), in the coin or currency of the United States, and to pay interest: (i) semiannually on June 30 and December 30 (x) from and including June 23, 1998 through but excluding June 30, 2003 and (y) on and after June 30, 2003 if and so long as the Resetable MAPS are in Mandatory Tender Mode (as defined on the reverse hereof); or (ii) on such dates as determined on the Duration/Interest Mode Determination Date (as defined on the reverse hereof) if and so long as the Resetable MAPS are in Reset Mode (as defined on the reverse hereof) (each, an "Interest Payment Date"), commencing December 30, 1998. Interest shall be paid on said principal sum at said office or agency, in like coin or currency, at the rate per annum specified below, from the Interest Payment Date next preceding the date of this Resetable MAPS to which interest has been paid or duly provided for, unless the date hereof is a date to which interest has been paid or duly provided for, in which case from the date of this Resetable MAPS, or unless no interest has been paid or duly provided for on this Resetable MAPS, in which case from June 23, 1998, until payment of said principal sum has been made or duly provided for; provided, that payment of interest may be made at the option of the Company by check mailed to the address of the person entitled thereto as such address shall appear on the Security Register of the Company as provided in the Senior Indenture. Notwithstanding the foregoing, if the date hereof is after the 14th day of a month in which an Interest Payment Date occurs, and before the following Interest Payment Date, this Resetable MAPS shall bear interest from such Interest Payment Date; provided, that if the Company shall default in the payment of interest due on such Interest Payment Date, then this Resetable MAPS shall bear interest from the next preceding Interest Payment Date to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for on this Resetable MAPS, from June 23, 1998. The interest so payable on any Interest Payment Date will, subject to certain exceptions provided in the Senior Indenture, be paid to the person in whose name this Resetable MAPS (or one or more Predecessor Securities) is registered at the close of business on the fifteenth calendar day next preceding such Interest Payment Date, whether or not such day is a Business Day (each a "Record Date"). The rate of interest on this Resetable MAPS shall be 6.20% per annum to June 30, 2003 (the "First Remarketing Date"). If, pursuant to the Mandatory Tender Remarketing Agreement, dated as of the date hereof (the "Mandatory Tender Remarketing Agreement"), between Salomon Brothers Inc, as Mandatory Tender Remarketing Agent (the "Mandatory Tender Remarketing Agent"), and the Company, the Mandatory Tender Remarketing Agent elects to exercise its option to remarket the Resetable MAPS (the "Remarketing Right"), then, except as otherwise set forth on the reverse hereof, (i) this Resetable MAPS shall be subject to mandatory tender to the Mandatory Tender Remarketing Agent for remarketing on the First Remarketing Date, on the terms and subject to the conditions set forth on the reverse hereof, and (ii) from and after the First Remarketing Date and up to but excluding June 30, 2013 (the "Second Remarketing Date"), this Resetable MAPS shall bear interest from and including June 30, 2003 to but excluding June 30, 2013 (the "Second Remarketing Date") at the rate determined by the Mandatory Tender Remarketing Agent in accordance with the procedures set forth in Section 2(b) on the reverse hereof (the "Interest Rate to Second Remarketing Date"). From and after the earlier to occur of (i) the First Remarketing Date in the event that the Mandatory Tender Remarketing Agent fails to give notice of exercise of the Remarketing Right and (ii) the Second Remarketing Date, the character and duration of the interest rate on the Resetable MAPS shall be determined by Salomon Brothers Inc, as reset remarketing agent, or such other nationally recognized broker-dealer as may be selected by the Company to act as such (the "Reset Remarketing Agent"), pursuant to that certain Reset Remarketing Agreement dated as of June 23, 1998 (the "Reset Remarketing Agreement") between the Company and Salomon Brothers Inc, and agreed to by the Company on each applicable Duration/Interest Mode Determination Date, and the spread will be as agreed to by the Company and the Reset Remarketing Agent on the corresponding Spread Determination Date (as defined on the reverse hereof), subject to certain limitations set forth on the reverse of this Resetable MAPS. UNTIL IN AS MUCH AS THE RELEASE DATE (AS DEFINED ON THE REVERSE REGISTERED OWNER HEREOF), THIS RESETABLE MAPS SHALL BE SECURED BY FIRST MORTGAGE BONDS (THE "FIRST MORTGAGE BONDS") ISSUED AND DELIVERED BY THE COMPANY TO THE SENIOR TRUSTEE (AS DEFINED ON THE REVERSE HEREOF) UNDER THE COMPANY'S TWENTY-NINTH SUPPLEMENTAL INDENTURE DATED AS OF JULY 15, 1989, PROVIDING FOR THE RESTATEMENT OF THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED AS OF MARCH 1, 1994 BETWEEN THE COMPANY AND CITIBANK, N.A. (THE "MORTGAGE TRUSTEE") AND ROBE▇▇ ▇. ▇▇▇▇▇▇▇▇ (▇▇E "INDIVIDUAL TRUSTEE"), AS SUPPLEMENTED BY THE THIRTY-FIFTH SUPPLEMENTAL INDENTURE (AS SO SUPPLEMENTED, THE "MORTGAGE INDENTURE")DEPOSITARY, HAS AN INTEREST HEREIN. ON THE RELEASE DATE, THE RESETABLE MAPS SHALL CEASE TO BE SECURED BY SUCH FIRST MORTGAGE BONDS AND, AT THE COMPANY'S OPTION, EITHER (i) SHALL BECOME UNSECURED GENERAL OBLIGATIONS OF THE Exhibit C-1 MIDAMERICAN ENERGY HOLDINGS COMPANY OR (ii) SHALL BE SECURED BY FIRST MORTGAGE BONDS UNDER A SECURED MORTGAGE INDENTURE OTHER THAN THE MORTGAGE INDENTURE. Reference is made to the further provisions of this Resetable MAPS set forth on the reverse hereof. Such further provisions shall for all purposes have the same effect as though fully set forth at this place. This Resetable MAPS shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been manually signed by the 5.00% Senior Trustee under the Senior Indenture referred to on the reverse hereof.Notes due 2014 $[ ] ----------

Social Security Number or Taxpayer Identification Number. 27 APPENDIX II CUSIP: 594457 BK 8 ANNEX III No. R-1 Principal Amount $75,000,000 55,000,000 MICHIGAN CONSOLIDATED GAS COMPANY FIRST MORTGAGE BONDS, COLLATERAL SERIES C being a series of FIRST MORTGAGE BONDS ORIGINAL ISSUE DATE: June 9, 1999 MATURITY DATE: June 1, 2038 THE FIRST MORTGAGE BONDS, COLLATERAL SERIES C (HEREINAFTER, "COLLATERAL BONDS"), REPRESENTED BY THIS NOTE IS CERTIFICATE ARE BEING ISSUED AND DELIVERED BY THE COMPANY TO CITIBANK, N.A., AS TRUSTEE (IN GLOBAL FORM WITHIN SUCH CAPACITY, THE MEANING "SENIOR TRUSTEE") UNDER AN INDENTURE, DATED AS OF JUNE 1, 1998 BETWEEN THE COMPANY AND THE SENIOR TRUSTEE, AS SUPPLEMENTED BY THE FIRST SUPPLEMENTAL INDENTURE THERETO DATED AS OF JUNE 18, 1998 AND THE SECOND SUPPLEMENTAL INDENTURE THRETO DATED AS OF JUNE 9, 1999 (AS SO SUPPLEMENTED, THE "SENIOR INDENTURE"). THE COLLATERAL BONDS ARE TO BE HELD IN TRUST AS COLLATERAL FOR THE BENEFIT OF THE HOLDERS OF $55,000,000 AGGREGATE PRINCIPAL AMOUNT OF 6.85% SENIOR INDENTURE HEREINAFTER REFERRED SECURED INSURED QUARTERLY NOTES DUE 2038 (THE "RELATED NOTES") ISSUED PURSUANT TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE OF A DEPOSITARYSENIOR INDENTURE. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR A NOTE IN CERTIFICATED FORM, THIS NOTE THE COLLATERAL BONDS MAY NOT BE SOLD OR OTHERWISE TRANSFERRED (EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARYTRUSTEE) UNTIL THE EARLIER OF THE RELEASE DATE (AS DEFINED BELOW) OR THE PRIOR RETIREMENT OF THE RELATED NOTES THROUGH REDEMPTION, REPURCHASE OR OTHERWISE. Unless this certificate is presented by an authorized representative of The Depository Trust CompanyTHE INTEREST RATE ON THE COLLATERAL BONDS SHALL AT ALL TIMES BE IDENTICAL TO THAT OF, a New York corporation ("DTC")AND SHALL BE ESTABLISHED IN THE MANNER SET FORTH IN, to the Company (as defined below) or its agent for registration of transferTHE RELATED NOTES, exchange or paymentA FORM OF WHICH IS ANNEXED HERETO AS ANNEX I. THE INTEREST PAYMENT DATES IN RESPECT OF THE COLLATERAL BONDS SHALL AT ALL TIMES BE IDENTICAL TO THOSE OF, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as requested by an authorized representative of DTC)AND SHALL BE ESTABLISHED IN THE MANNER SET FORTH IN, ANY TRANSFERTHE RELATED NOTES. THE COMPANY SHALL MAKE PAYMENTS OF THE PRINCIPAL OF, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE AND PREMIUM, IF ANY, AND INTEREST ON, THE COLLATERAL BONDS, TO THE SENIOR TRUSTEE, WHICH PAYMENTS SHALL BE APPLIED BY OR THE SENIOR TRUSTEE TO ANY PERSON THE SATISFACTION OF OBLIGATIONS ON THE RELATED NOTES. THE MATURITY DATE SPECIFIED ABOVE IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest hereinALSO THE MATURITY DATE OF THE RELATED NOTES. MICHIGAN CONSOLIDATED GAS COMPANY Resetable MAndatory Putable/remarketable Securities (hereinafter called the "MAPS(sm)Company")* due June 30, 2038 MICHIGAN CONSOLIDATED GAS COMPANY, a corporation duly organized and existing under the laws of the State of Michigan (the "Company", which term includes any successor corporation under the Senior Indenture hereinafter referred to)Michigan, for value received, hereby promises to pay to Cede & Co. CITIBANK, N.A., as trustee for the benefit of the holders of the Related Notes, or registered assigns, at the office or agency of the Company assigns (in The City of New York, New Yorksuch capacity, the principal "Senior Trustee"), the sum of SEVENTYFIFTY-FIVE MILLION DOLLARS ($75,000,000) on June 30, 2038 (the "Stated Maturity Date"55,000,000), in the coin or currency of the United States, and to pay interest: (i) semiannually on June 30 and December 30 (x) from and including June 23, 1998 through but excluding June 30, 2003 and (y) on and after June 30, 2003 if and so long as the Resetable MAPS are in Mandatory Tender Mode (as defined on the reverse hereof); or (ii) on such dates as determined on the Duration/Interest Mode Determination Date (as defined on the reverse hereof) if and so long as the Resetable MAPS are in Reset Mode (as defined on the reverse hereof) (each, an "Interest Payment Date"), commencing December 30, 1998. Interest shall be paid on said principal sum at said office or agency, in like coin or currency, at the rate per annum specified below, from the Interest Payment Date next preceding the date of this Resetable MAPS to which interest has been paid or duly provided for, unless the date hereof is a date to which interest has been paid or duly provided for, in which case from the date of this Resetable MAPS, or unless no interest has been paid or duly provided for on this Resetable MAPS, in which case from June 23, 1998, until payment of said principal sum has been made or duly provided for; provided, that payment of interest may be made at the option of the Company by check mailed to the address of the person entitled thereto as such address shall appear on the Security Register of the Company as provided in the Senior Indenture. Notwithstanding the foregoing, if the date hereof is after the 14th day of a month in which an Interest Payment Date occurs, and before the following Interest Payment Date, this Resetable MAPS shall bear interest from such Interest Payment Date; provided, that if the Company shall default in the payment of interest due on such Interest Payment Date, then this Resetable MAPS shall bear interest from the next preceding Interest Payment Date to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for on this Resetable MAPS, from June 23, 1998. The interest so payable on any Interest Payment Date will, subject to certain exceptions provided in the Senior Indenture, be paid to the person in whose name this Resetable MAPS (or one or more Predecessor Securities) is registered at the close of business on the fifteenth calendar day next preceding such Interest Payment Date, whether or not such day is a Business Day (each a "Record Date"). The rate of interest on this Resetable MAPS shall be 6.20% per annum to June 30, 2003 (the "First Remarketing Date"). If, pursuant to the Mandatory Tender Remarketing Agreement, dated as of the date hereof (the "Mandatory Tender Remarketing Agreement"), between Salomon Brothers Inc, as Mandatory Tender Remarketing Agent (the "Mandatory Tender Remarketing Agent"), and the Company, the Mandatory Tender Remarketing Agent elects to exercise its option to remarket the Resetable MAPS (the "Remarketing Right"), then, except as otherwise set forth on the reverse hereof, (i) this Resetable MAPS shall be subject to mandatory tender to the Mandatory Tender Remarketing Agent for remarketing on the First Remarketing Date, on the terms and subject to the conditions set forth on the reverse hereof, and (ii) from and after the First Remarketing Date and up to but excluding June 30, 2013 (the "Second Remarketing Date"), this Resetable MAPS shall bear interest from and including June 30, 2003 to but excluding June 30, 2013 (the "Second Remarketing Date") at the rate determined by the Mandatory Tender Remarketing Agent in accordance with the procedures set forth in Section 2(b) on the reverse hereof (the "Interest Rate to Second Remarketing Date"). From and after the earlier to occur of (i) the First Remarketing Date in the event that the Mandatory Tender Remarketing Agent fails to give notice of exercise of the Remarketing Right and (ii) the Second Remarketing Date, the character and duration of the interest rate on the Resetable MAPS shall be determined by Salomon Brothers Inc, as reset remarketing agent, or such other nationally recognized broker-dealer as may be selected by the Company to act as such (the "Reset Remarketing Agent"), pursuant to that certain Reset Remarketing Agreement dated as of June 23, 1998 (the "Reset Remarketing Agreement") between the Company and Salomon Brothers Inc, and agreed to by the Company on each applicable Duration/Interest Mode Determination Date, and the spread will be as agreed to by the Company and the Reset Remarketing Agent on the corresponding Spread Determination Date (as defined on the reverse hereof), subject to certain limitations set forth on the reverse of this Resetable MAPS. UNTIL THE RELEASE DATE (AS DEFINED ON THE REVERSE HEREOF), THIS RESETABLE MAPS SHALL BE SECURED BY FIRST MORTGAGE BONDS (THE "FIRST MORTGAGE BONDS") ISSUED AND DELIVERED BY THE COMPANY TO THE SENIOR TRUSTEE (AS DEFINED ON THE REVERSE HEREOF) UNDER THE COMPANY'S TWENTY-NINTH SUPPLEMENTAL INDENTURE DATED AS OF JULY 15, 1989, PROVIDING FOR THE RESTATEMENT OF THE INDENTURE OF MORTGAGE AND DEED OF TRUST DATED AS OF MARCH 1, 1994 BETWEEN THE COMPANY AND CITIBANK, N.A. (THE "MORTGAGE TRUSTEE") AND ROBE▇▇ ▇. ▇▇▇▇▇▇▇▇ (▇▇E "INDIVIDUAL TRUSTEE"), AS SUPPLEMENTED BY THE THIRTY-FIFTH SUPPLEMENTAL INDENTURE (AS SO SUPPLEMENTED, THE "MORTGAGE INDENTURE"). ON THE RELEASE DATE, THE RESETABLE MAPS SHALL CEASE TO BE SECURED BY SUCH FIRST MORTGAGE BONDS AND, AT THE COMPANY'S OPTION, EITHER (i) SHALL BECOME UNSECURED GENERAL OBLIGATIONS OF THE COMPANY OR (ii) SHALL BE SECURED BY FIRST MORTGAGE BONDS UNDER A SECURED MORTGAGE INDENTURE OTHER THAN THE MORTGAGE INDENTURE. Reference is made to the further provisions of this Resetable MAPS set forth on the reverse hereof. Such further provisions shall for all purposes have the same effect as though fully set forth at this place. This Resetable MAPS shall not be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been manually signed by the Senior Trustee under the Senior Indenture referred to on the reverse hereof.