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<br />200804897 <br /> <br />ARTICLE II. <br />ISSUE OF FIRST MORTGAGE BONDS OF THE 6.05% SERIES <br /> <br />Section 1. The Company hereby exercises the right to obtain the authentication of <br />$55,000,000 principal amount of Bonds pursuant to the terms of Section 4.04 of the Indenture. <br />All such Bonds shall be First Mortgage Bonds of the 6.05% Series. <br /> <br />Section 2. Such First Mortgage Bonds of the 6.05% Series may be authenticated and <br />delivered prior to the filing for recordation of this Supplemental Indenture. <br /> <br />ARTICLE III. <br />REDEMPTION <br /> <br />Section 1. Whenever the Company shall propose to redeem less than all of the <br />Outstanding First Mortgage Bonds of the 6.05% Series on any Redemption Date, the Bond <br />Registrar, instead of selecting by lot, shall select the serial numbers of the First Mortgage Bonds <br />of the 6.05% Series to be redeemed (in whole or in part) by prorating, as nearly as may be, the <br />aggregate principal amount of the First Mortgage Bonds of the 6.05% Series to be redeemed <br />among the registered owners of the First Mortgage Bonds of the 6.05% Series according to the <br />principal amount thereof registered in their respective names. In any such pro ration, the Bond <br />Registrar shall make such adjustments, reallocations and eliminations as it shall deem proper to <br />the end that the principal amount of the First Mortgage Bonds of the 6.05% Series so prorated to <br />any registered owner of the First Mortgage Bonds of the 6.05% Series shall be $1,000 or an <br />integral multiple of $1 in excess thereof, by increasing or decreasing or eliminating the amount <br />which would be allocable to any such registered owner on the basis of exact proportion by an <br />amount not exceeding $1. The Bond Registrar in its discretion may determine the particular First <br />Mortgage Bonds of the 6.05% Series (if there are more than one) registered in the name of any <br />registered owner which are to be redeemed, in whole or in part. In any determination by pro <br />ration pursuant to this Section, First Mortgage Bonds of the 6.05% Series registered in the name <br />of the Company shall not be considered Outstanding and shall be excluded in making the <br />determination of the First Mortgage Bonds ofthe 6.05% Series to be redeemed. <br /> <br />Notice of redemption of any First Mortgage Bonds of the 6.05% Series shall be given as <br />provided in Section 5.04 of the Original Indenture. If given by mail, the mailing of such notice <br />shall be a condition precedent to redemption, provided that any notice which is mailed in the <br />manner provided in Section 5.04 of the Original Indenture shall be conclusively presumed to <br />have been duly given whether or not the Holders receive such notice, and failure to give such <br />notice by mail, or any defect in such notice, to the Holder of any such Bond designated for <br />redemption in whole or in part shall not affect the validity of the redemption of any other such <br />Bond. <br /> <br />Except for the determination of the serial numbers of the First Mortgage Bonds of the <br />6.05% Series to be redeemed (in whole or in part) by pro ration as provided in this Section when <br />less than all of the First Mortgage Bonds of the 6.05% Series are to be redeemed on any <br />Redemption Date and except for the changes in the giving of notice of redemption as provided in <br />this Section, the procedures for redemption of the First Mortgage Bonds of the 6.05% Series <br />shall be as provided in Article Five ofthe Original Indenture. <br /> <br />4349724.11 <br /> <br />7 <br />