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200410978
<br />Series B that are Outstanding on such day, and (ii) the denominator of which is the sum
<br />of (a) the aggregate principal amount of the First Mortgage Bonds, Collateral (2004)
<br />Series B that are Outstanding on such day, plus (b) the aggregate principal amount of the
<br />First Mortgage Bonds, Collateral (2004) Series B, due 2011, of the Company (the
<br />"Montana Term Loan Bonds ") that are outstanding on such day under the Montana
<br />Mortgage. Simultaneously with the issuance and registration of the First Mortgage
<br />Bonds, Collateral (2004) Series B in the name of the Collateral Agent (for the same
<br />purpose), the Montana Term Loan Bonds will be issued to the Collateral Agent to secure
<br />the obligations of the Company to pay when due a portion of the principal of and interest
<br />on the Term Loans. Initially, the Term Loan Applicable Share will be 28.00% (being the
<br />expression as a percentage (rounded to the second decimal place) of a fraction, the
<br />numerator of which is $28,000,000 (the aggregate principal amount of the First Mortgage
<br />Bonds, Collateral (2004) Series B that are to be issued and become Outstanding) and the
<br />denominator of which is $100,000,000 (the sum of $28,000,000, the aggregate principal
<br />amount of the First Mortgage Bonds, Collateral (2004) Series B that are to be issued and
<br />become Outstanding, plus $72,000,000, the aggregate principal amount of the Montana
<br />Term Loan Bonds that are to be issued and become outstanding under the Montana
<br />Mortgage simultaneously with the issuance of the First Mortgage Bonds, Collateral
<br />(2004) Series B). Pursuant to the Collateral Agreement, the Collateral Agent has agreed
<br />to furnish to the Trustee (with a copy to the Company) as soon as practicable after any
<br />change in the Term Loan Applicable Share, a certificate, signed by a person purporting to
<br />be its duly authorized officer, notifying the Trustee of such change in the Term Loan
<br />Applicable Share (a "Term Loan Applicable Share Certificate "). Each Term Loan
<br />Applicable Share Certificate shall set forth (i) the changed Term Loan Applicable Share,
<br />(ii) the date such change occurred, (iii) the aggregate principal amount of the First
<br />Mortgage Bonds, Collateral (2004) Series B then Outstanding, and (iv) the aggregate
<br />principal amount of the Montana Term Loan Bonds then outstanding under the Montana
<br />Mortgage. The Trustee may conclusively presume that the Term Loan Applicable Share
<br />is 28.00% unless and until the Trustee receives a Term Loan Applicable Share
<br />Certificate. Following receipt by the Trustee of a Term Loan Applicable Share
<br />Certificate, the Trustee may conclusively presume that the Term Loan Applicable Share
<br />is as set forth in such Term Loan Applicable Share Certificate unless and until the
<br />Trustee receives a subsequent Term Loan Applicable Share Certificate.
<br />First Mortgage Bonds, Collateral (2004) Series B shall mature on
<br />November 1, 2011 (the "Term Loan MaturityDate "), with (i) an installment of the
<br />principal of the First Mortgage Bonds, Collateral (2004) Series B in an amount equal to
<br />$70,000 (said amount representing one quarter of one percent (0.25 %) of the original
<br />aggregate principal amount of the First Mortgage Bonds, Collateral (2004) Series B) to
<br />be payable on each March 31, June 30, September 30 and December 31, commencing
<br />March 31, 2005 and continuing through and including September 30, 2010, (ii) an
<br />installment of the principal amount of First Mortgage Bonds, Collateral (2004) Series B
<br />in an amount equal to $6,580,000 (said amount representing twenty -three and one -half
<br />percent (23.5 %) of the original aggregate principal amount of the First Mortgage Bonds,
<br />Collateral (2004) Series B) to be payable on December 31, 2010, March 31, 2011 and
<br />June 30, 2011, and (iii) the balance of the principal of the First Mortgage Bonds,
<br />Collateral (2004) Series B to be payable on the Term Loan Maturity Date (in each case,
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