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10 (FoRas oe FACE aF $oND ot• SERtES tx] BIIRLINC~TON NORTHERN INC. COtiSOtSDATED I~I6RTGACE 12 ~°'c BOND, SERIFS Cr. DPE ZOOS BLRLINGTON 1itiRTaEtt:~ INC., a co*poration duly organised and existing under the laws of the State of Delaware (hereinafter called the "Com- pany"), for value received, hereby promises to pay to or registered assigns, at the of&ce or agency of the Company in the Borough of \Ia,hattan, City and State of New York, the principal sum of DOLL4R$ on august 1, 2005, in such coin or currency of the United Stages of America as at the time of pa}anent shall be legal tender for the payment o€ pablio and private debts, and to pay interest, tan said principal sum at the rate of 12?ifi~c per annum. at said office or agency in like coin or currency, from the interest. payment date nest preceding the date of this Bond to which interest. has been paid or duly provided for or August i, 1980, whichever is Later (unless this Bond is dated after any January 15 or July I5, and on or prior to the next succeeding February 1 or Augnst i, as the case may be, in whtch case, if interest is paid in accor- dance with the proviso of this sentence, from such succeeding February i or August I), semi-annually on February 1 and August I of each year. until payment of said principal sum has been made or duly provided for: provided, however, that so long as there is no existing default in the paSnnent of interest land except for the payment of defaulted interest), the interest payable on any February I and August I will be paid to the person in whose name this Bond was registered at the close of business (whether or not a business day) on the January t5 or July I5, as the ~sse may be, next preceding such interest pat~tnent date. If and to the extent that the Company shall default in the payment of interest due on any February 1 or August 2, such defaulted interest shall be paid to the per- son in whose name this $oad was registered at the close of business on a subsequent record data established by nt>tiee for the. payment of such defaulted interest; which notice shall be given not less. than i5 days prior to such subsequent record date.