Common use of The Registration Statement Clause in Contracts

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-97023) on Form S-11 (the "REGISTRATION STATEMENT"), including a related preliminary prospectus dated 29th August, 2002, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"), a further amendment to such Registration Statement, including the form of final prospectus or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.

The Registration Statement. The Current Eighth Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION"Commission) a registration statement (file number 333-97023112028) on Form S-11 (the "REGISTRATION STATEMENT"Registration Statement), including a related preliminary prospectus dated 29th August, 2002prospectus, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") Securities Act), of the offering and sale of the Dollar Eighth Issuer Notes. The Current Eighth Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Eighth Issuer will next file with the Commission one of the following following: either (1i) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"Effective Date), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2ii) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause Subparagraph (2), ii) the Current Eighth Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Eighth Issuer Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATION"Information)) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters Managers shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT"Execution Time), or, to the extent not completed at the date of this AgreementExecution Time, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Eighth Issuer has advised the Lead Underwriters, prior to the date of this AgreementExecution Time, will be included or made therein.

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-97023[{circle}]) on Form S-11 (the "REGISTRATION STATEMENT"), including a related preliminary prospectus dated 29th August[{circle}], 20022003, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"), a further amendment to such Registration Statement, including the form of final prospectus or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.

The Registration Statement. The Current Seventh Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-97023103179) on Form S-11 (the "REGISTRATION STATEMENT"), including a related preliminary prospectus dated 29th August, 2002prospectus, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") ), of the offering and sale of the Dollar Seventh Issuer Notes. The Current Seventh Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwritersyou. The Current Seventh Issuer will next file with the Commission one of the following following: either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause CLAUSE (2), the Current Seventh Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Seventh Issuer Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters Managers shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters you prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTEXECUTION TIME"), or, to the extent not completed at the date of this AgreementExecution Time, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Seventh Issuer has advised the Lead Underwritersyou, prior to the date of this AgreementExecution Time, will be included or made therein.

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-97023103897) on Form S-11 (the "REGISTRATION STATEMENT"), including a related preliminary prospectus dated 29th August24 April, 20022003, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"), a further amendment to such Registration ICM:666130.2 Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023117465) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th 31st August, 20022004, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") ), of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023110773) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th August7th January, 20022004, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Together with the Current Issuer has they have prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-97023) on Form S-11 (the "REGISTRATION STATEMENT")Registration Statement, including a related preliminary prospectus dated 29th [27th August], 20022004, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") of the offering and sale of the Dollar Notes. The Current Issuer They may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer They will next file with the Commission one of the following either (1) prior to the date and time that Effective Date of such Registration Statement becomes effective (the "EFFECTIVE DATE")Statement, a further amendment to such Registration Statement, including the form of final prospectus or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act). In the case of clause (2), the Current Issuer has they have included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")Information) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall ------------------------------------------------------------------------------ 17 ------------------------------------------------------------------------------ be in all substantive respects in the form furnished to the Underwriters prior to the date and time that of this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT")Agreement, or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has they have advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023107463) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th August4 September, 20022003, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Current Sixth Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement (file number 333-9702399349) on Form S-11 (the "REGISTRATION STATEMENT"), including a related preliminary prospectus dated 29th August, 2002prospectus, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") ), of the offering and sale of the Dollar Sixth Issuer Notes. The Current Sixth Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwritersyou. The Current Sixth Issuer will next file with the Commission one of the following following: either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATE"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause CLAUSE (2), the Current Sixth Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Sixth Issuer Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters Managers shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters you prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTEXECUTION TIME"), or, to the extent not completed at the date of this AgreementExecution Time, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Sixth Issuer has advised the Lead Underwritersyou, prior to the date of this AgreementExecution Time, will be included or made therein.

The Registration Statement. The Current Issuer has Together with the Eighth Issuer, Funding and the Mortgages Trustee have prepared and filed with the United States Securities and Exchange Commission (the "COMMISSION") a registration statement Registration Statement (file number 333-97023112028) on Form S-11 (the "REGISTRATION STATEMENT")S-11, including a related preliminary prospectus dated 29th August, 2002prospectus, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACT") of the offering and sale of the Dollar Eighth Issuer Notes. The Current Issuer Eighth Issuer, Funding and the Mortgages Trustee may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer Eighth Issuer, Funding and the Mortgages Trustee will next file with the Commission one of the following either (1i) prior to the date and time that Effective Date of such Registration Statement becomes effective (the "EFFECTIVE DATE")Statement, a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2ii) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause Subparagraph (2ii), the Current Issuer has Eighth Issuer, Funding and the Mortgages Trustee have included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE 430A INFORMATION")Information) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters Managers shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENT")Execution Time, or, to the extent not completed at the date of this AgreementExecution Time, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has they have advised the Lead Underwriters, prior to the date of this AgreementExecution Time, will be included or made therein.

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023110773) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th August[o] January, 20022004, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023117465) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th [27th August], 20022004, for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") ), of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary ------------------------------------------------------------------------------ 12 ------------------------------------------------------------------------------ prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;

The Registration Statement. The Current Issuer has prepared and filed with the United States Securities and Exchange Commission (the "COMMISSIONCommission") a registration statement (file number 333-97023[o]) on Form S-11 (the "REGISTRATION STATEMENTRegistration Statement"), including a related preliminary prospectus dated 29th August, 2002[o], for registration under the U.S. Securities Act of 1933, as amended (the "SECURITIES ACTSecurities Act") of the offering and sale of the Dollar Notes. The Current Issuer may have filed one or more amendments thereto, including a related preliminary prospectus, each of which has previously been furnished to the Underwriters. The Current Issuer will next file with the Commission one of the following following, either (1) prior to the date and time that such Registration Statement becomes effective (the "EFFECTIVE DATEEffective Date"), a further amendment to such Registration Statement, including the form of final prospectus prospectus, or (2) after the Effective Date of such Registration Statement, a final prospectus in accordance with Rules 430A and 424(b) under the Securities Act. In the case of clause (2), the Current Issuer has included in such Registration Statement, as amended at the Effective Date, all information (other than information with respect to the Notes and the Issue permitted ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A ("RULE Rule 430A INFORMATIONInformation")) required by the Securities Act and the rules thereunder to be included in such Registration Statement and the Prospectus. As filed, such amendment and form of final prospectus, or such final prospectus, shall contain all Rule 430A Information, together with all other such required information, and, except to the extent that the Lead Underwriters shall agree in writing to a modification, shall be in all substantive respects in the form furnished to the Underwriters prior to the date and time that this Agreement is executed and delivered by the parties hereto (the "DATE OF THIS AGREEMENTdate of this Agreement"), or, to the extent not completed at the date of this Agreement, shall contain only specific additional information and other changes (beyond that contained in the latest preliminary prospectus) as the Current Issuer has advised the Lead Underwriters, prior to the date of this Agreement, will be included or made therein.;