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� � 1 �E•R�coRaEO �39�� 1060'79 89--- 10�10 9 r � accompanied by a copy of the written notice given by the Camputing Halder which sets forth tiae camputation of the Yield Maiatenana Price of the Bonds of' the Series due 1949 held by the , Computin�Halder. The Compaay cow�enants and s►�rees ihat it wiU on such redemplioa date redeem tde Bonds of Iha Series due 1999 hold by each halder so to b�redamed by payment to such holder the Yield M�inteaance Prica therefor, to�et6et witd interat accrued tde.7eon to We date 6xed for ra�emDitoa. As used in this Sectio�n 1: "Computia� Holder" shalt mean t�e holder who holds Boads of the Sories due 1999 with an a�reQate principsl amount outstandin��iaher thaa that of Bonds of the Serirs due.1999 held by any other holder,or i�the event two or mone holders hold an equal amoum which coastitutes the hiphest principu!amount of the Bonds of thc Serirs due 1999, any holder desi�,nated by the other holders. For purpaees of deterininin�the ComputinQ Holder,ihe Bonds of the Series due 1999 the�held by , MCt1�Olit�Llfe InSW3IICY COlO�3tly aild lIS S11�SasAiw'itiCS S�1�iIl be g�t�$ied. � ".Weighted Avera�e l.if�to Final Maturity" af any of the Bonds of tl�T Series due 1999 to be redeemed, shall rnaan the number of�eaas(rounded to the ararest onrtwt�ftb of a yqr)W+hich will elapse between tho scheduled date of aedemp�ion thereof and the scheduled date of�ruaturity of the Bonds af the Series due 1999. . "91'ield Mainienance Pri�"shall mean the hig�aer of(1) the entire unpaid principal amount of the Bonds of ihe Series due 1999 to be r�ed�eeaned and t2)ihe saam af the respective Payment Yalues oFeac6 prospecti�e inteTest payment aad t�tre priacipa!paymeat at maturity in respect of the principal anncw�t of the Bonds of the Scries due 1999 to be redeemed(the amouat of eac6 such payment bein� � henin referred to as a "Payment"). The Payment Value of each Payment shall be determined by �y ` disoountin�such Payraent at the Reinvestcc�ent Rate,for the periai from the scheduled date on which . . such Payraent is due to be made to the applicable date of redemption. The Reinvesiment itate is the � � yield whic6 shaU be imputed from the yields of ihose actively traded "On The Run" Unittd State� j, ;�. iiixiSur'J�iK.ti-iiiiiiEai n5'viii�inaiiiciiiE"s a5��C�Sc aa pin�iiiai`viE iv iuc:�ci�uicit e+i�c's'3�c�.'aac ia i iiwi ..�__= Maturity of the Bonds of the Series dne 1999 to be redeemed. The yields of such United States i : Treawry securities shaA be detenained as of' 10 A.M. Eastem Time on the date on which the Yield Maintenaace Price is determined. - ;� SEC170N Z. Upon the notice and in the maAner and with the effect provided in Article V of the Ori�inal Indenture, as amended by Section 3 of this Ahicle 111,any of the Bonds of the Series due _ 1999 shall be redamable at any time and from time to time(a),at the option of the Company. out of moneys a�re�atia�less than SS00,000 received by the Trusta durin�aay caleadar year,pursuant to the provisioas oF Article Vlll of the Indentun, as proceeds of praperty taken by the power of eminent domain or aold as provided in Section 2 of Article V hereof,or(b)out of raoaeys a�re�ating SS00.000 c�r mon received by the Trustee durin�any calendar year. purauant to the provisions of Anide Vlll of the lndenture,as proaYds of property taken by the power of eminent domain or sold as provided in Section 2 of Article V hereof,in eaeh such case upon payment of the principal amount thereof top,etQer witb accrued interat to the redemption date. ';,,�� SERiON 3.Whtnever the Company shall propos�to redeem less ihan all of the outstanding Bonds ?�� of the Series due 1999 on any rederaption date, the Trustee, instead of selecting by lot. shall select • the serial numbers of the Bonds of th� Series due 1999 to be redeemed (ip whole or ia part) by proratin�,as nearly as may be,the a�re�ate princi�al amount of the 8onds of the Series due 1999 to be redeemed among the ngestered ovvRers of the Bonds of the Series due 1999 according to the principal amounts thereof registered in their respective names. ln any such proration. the Trusta s6a11 ruake such adjustments, reallocations and eliminations as it shall deem proper to the end that tht principal arao�ne of ihe I3onds of the Series due 1999 so prorated to auy cegistered owntr oF tlee Bonds of the Series duc 1999 shall be 51,000 or a multipfe thereof, by increasing or decreasing or eliminatin�the amount which would be allocable to any such reg,istered owner on the basis of exact proportion by an amount not exceeding S 1.000. The Trustee in its discretion may determine the panicular Bonds of the Series due 1999 (if there are more than one) registered in the name of any ' 9 , �� �.._. ' � � � d �. - `�� , z. � � �