Page 18 of 18 EXHIBIT INDEX Exhibit Description Page - ------- ----------- ---- 1-A Form of Confirmation of Bid with schedulesFiled herewith constituting the form of Purchase Agreement 1-B Form of Underwriting Agreement Filed herewith 1-C Form of Distribution Agreement Filed herewith 4-C Form of Supplemental Indenture Filed herewith 4-D Certificate as to Form Filed herewith 5 Opinion of Counsel Filed herewith 12 Statement re computation of ratios Filed herewith 23 Consent of Coopers & Lybrand L.L.P. Filed herewith 24-A Certified copy of vote of Board of Filed under cover Directors, containing power of attorney of Form SE 24-B Power of Attorney Filed under cover of Form SE 25 Statement of eligibility and Filed under cover qualification of State Street Bank of Form SE and Trust Company (Form T-1) 26 Form of Public Invitation for Bids Filed herewith 27 Financial Data Schedule Filed herewith