EXHIBIT 4
This instrument was prepared by:
K. M. Davis
Florida Power & Light Company EXECUTED IN 60 COUNTERPARTS OF
700 Universe Boulevard WHICH THIS IS COUNTERPART NO. 46
Juno Beach, Florida 33408
FLORIDA POWER & LIGHT COMPANY
to
BANKERS TRUST COMPANY
As Trustee under Florida Power & Light
Company's Mortgage and Deed of Trust,
Dated as of January 1, 1944.
Ninety-ninth Supplemental Indenture
Relating to $225,000,000 Principal Amount
of First Mortgage Bonds, 5 7/8% Series
due April 1, 2009.
Dated as of April 1, 1999
This Supplemental Indenture has been executed in several counterparts,
all of which constitute but one and the same instrument. This
Supplemental Indenture has been recorded in several counties and
documentary stamp taxes as required by law in the amount of $787,500,
and non-recurring intangible taxes as required by law in the amount of
$63,891, were paid on the Supplemental Indenture recorded in the
public records of Palm Beach County, Florida.
Note to Examiner: The new bonds ("New Bonds") being issued in
connection with this Supplemental Indenture are secured by real
property and personal property located both within Florida and outside
of Florida. The aggregate fair market value of the collateral exceeds
the aggregate principal amount of (y) the New Bonds plus (z) the other
outstanding bonds secured by the mortgage supplemented hereby and all
previous supplemental indentures thereto. The intangible tax has been
computed pursuant to Section 199.133 (2), Florida Statutes, by (i)
determining the percentage of the aggregate fair market value of the
collateral constituting real property situated in Florida and by
multiplying that percentage times the principal amount of the New Bonds
(the result hereinafter defined as the "Tax Base") and (ii) multiplying
the tax rate times the Tax Base.
NINETY-NINTH SUPPLEMENTAL INDENTURE
INDENTURE, dated as of the first day of April, 1999, made and
entered into by and between FLORIDA POWER & LIGHT COMPANY, a corporation of
the State of Florida, whose post office address is 700 Universe Boulevard,
Juno Beach, Florida 33408 (hereinafter sometimes called FPL), and BANKERS
TRUST COMPANY, a corporation of the State of New York, whose post office
address is Four Albany Street, New York, New York 10006 (hereinafter called
the Trustee), as the ninety-ninth supplemental indenture (hereinafter called
the Ninety-ninth Supplemental Indenture) to the Mortgage and Deed of Trust,
dated as of January 1, 1944 (hereinafter called the Mortgage), made and
entered into by FPL, the Trustee and The Florida National Bank of
Jacksonville, as Co-Trustee (now resigned), the Trustee now acting as the
sole trustee under the Mortgage, which Mortgage was executed and delivered by
FPL to secure the payment of bonds issued or to be issued under and in
accordance with the provisions thereof, reference to which Mortgage is
hereby made, this Ninety-ninth Supplemental Indenture being supplemental
thereto;
WHEREAS, Section 8 of the Mortgage provides that the form of
each series of bonds (other than the first series) issued thereunder shall be
established by Resolution of the Board of Directors of FPL and that the form
of such series, as established by said Board of Directors, shall specify the
descriptive title of the bonds and various other terms thereof, and may also
contain such provisions not inconsistent with the provisions of the Mortgage
as the Board of Directors may, in its discretion, cause to be inserted
therein expressing or referring to the terms and conditions upon which such
bonds are to be issued and/or secured under the Mortgage; and
WHEREAS, Section 120 of the Mortgage provides, among other
things, that any power, privilege or right expressly or impliedly reserved to
or in any way conferred upon FPL by any provision of the Mortgage, whether
such power, privilege or right is in any way restricted or is unrestricted,
may be in whole or in part waived or surrendered or subjected to any
restriction if at the time unrestricted or to additional restriction if
already restricted, and FPL may enter into any further covenants, limitations
or restrictions for the benefit of any one or more series of bonds issued
thereunder, or FPL may cure any ambiguity contained therein, or in any
supplemental indenture, or may establish the terms and provisions of any
series of bonds other than said first series, by an instrument in writing
executed and acknowledged by FPL in such manner as would be necessary to
entitle a conveyance of real estate to record in all of the states in which
any property at the time subject to the Lien of the Mortgage shall be
situated; and
WHEREAS, FPL now desires to create the series of bonds described
in Article I hereof and to add to its covenants and agreements contained in
the Mortgage certain other covenants and agreements to be observed by it
and to alter and amend in certain respects the covenants and provisions
contained in the Mortgage; and
WHEREAS, the execution and delivery by FPL of this Ninety-ninth
Supplemental Indenture, and the terms of the bonds, hereinafter referred
to in Article I, have been duly authorized by the Board of Directors of
FPL by appropriate resolutions of said Board of Directors;
NOW, THEREFORE, THIS INDENTURE WITNESSETH: That FPL, in
consideration of the premises and of One Dollar to it duly paid by the
Trustee at or before the ensealing and delivery of these presents, the
receipt whereof is hereby acknowledged, and in further evidence of assurance
of the estate, title and rights of the Trustee and in order further to secure
the payment of both the principal of and interest and premium, if any, on
the bonds from time to time issued under the Mortgage, according to their
tenor and effect, and the performance of all the provisions of the Mortgage
(including any instruments supplemental thereto and any modification made
as in the Mortgage provided) and of said bonds, hereby grants, bargains,
sells, releases, conveys, assigns, transfers, mortgages, pledges, sets over
and confirms (subject, however, to Excepted Encumbrances as defined in
Section 6 of the Mortgage) unto Bankers Trust Company, as Trustee under the
Mortgage, and to its successor or successors in said trust, and to said
Trustee and its successors and assigns forever, all property, real,
personal and mixed, acquired by FPL after the date of the execution and
delivery of the Mortgage (except any herein or in the Mortgage, as
heretofore supplemented, expressly excepted), now owned (except any
properties heretofore released pursuant to any provisions of the Mortgage and
in the process of being sold or disposed of by FPL) or, subject to the
provisions of Section 87 of the Mortgage, hereafter acquired by FPL and
wheresoever situated, including (without in anywise limiting or impairing
by the enumeration of the same the scope and intent of the foregoing) all
lands, power sites, flowage rights, water rights, water locations, water
appropriations, ditches, flumes, reservoirs, reservoir sites, canals,
raceways, dams, dam sites, aqueducts, and all rights or means for
appropriating, conveying, storing and supplying water; all rights of way
and roads; all plants for the generation of electricity by steam, water
and/or other power; all power houses, gas plants, street lighting systems,
standards and other equipment incidental thereto, telephone, radio and
television systems, air-conditioning systems and equipment incidental
thereto, water works, water systems, steam heat and hot water plants,
substations, lines, service and supply systems, bridges, culverts, tracks,
ice or refrigeration plants and equipment, offices, buildings and other
structures and the equipment thereof; all machinery, engines, boilers,
dynamos, electric, gas and other machines, regulators, meters, transformers,
generators, motors, electrical, gas and mechanical appliances, conduits,
cables, water, steam heat, gas or other pipes, gas mains and pipes,
service pipes, fittings, valves and connections, pole and transmission
lines, wires, cables, tools, implements, apparatus, furniture, chattels,
and choses in action; all municipal and other franchises, consents or
permits; all lines for the transmission and distribution of electric
current, gas, steam heat or water for any purpose including towers, poles,
wires, cables, pipes, conduits, ducts and all apparatus for use in connection
therewith; all real estate, lands, easements, servitudes, licenses, permits,
franchises, privileges, rights of way and other rights in or relating to real
estate or the occupancy of the same and (except as herein or in the Mortgage,
as heretofore supplemented, expressly excepted) all the right, title and
interest of FPL in and to all other property of any kind or nature
appertaining to and/or used and/or occupied and/or enjoyed in connection
with any property hereinbefore or in the Mortgage, as heretofore
supplemented, described.
TOGETHER WITH all and singular the tenements, hereditaments and
appurtenances belonging or in anywise appertaining to the aforesaid property
or any part thereof, with the reversion and reversions, remainder and
remainders and (subject to the provisions of Section 57 of the Mortgage)
the tolls, rents, revenues, issues, earnings, income, products and profits
thereof, and all the estate, right, title and interest and claim whatsoever,
at law as well as in equity, which FPL now has or may hereinafter acquire in
and to the aforesaid property and franchises and every part and parcel
thereof.
IT IS HEREBY AGREED by FPL that, subject to the provisions of
Section 87 of the Mortgage, all the property, rights, and franchises acquired
by FPL after the date hereof (except any herein or in the Mortgage, as
heretofore supplemented, expressly excepted) shall be and are as fully
granted and conveyed hereby and as fully embraced within the Lien of the
Mortgage, as if such property, rights and franchises were now owned by FPL
and were specifically described herein and conveyed hereby.
PROVIDED that the following are not and are not intended to be
now or hereafter granted, bargained, sold, released, conveyed, assigned,
transferred, mortgaged, pledged, set over or confirmed hereunder and are
hereby expressly excepted from the Lien and operation of this Ninety-ninth
Supplemental Indenture and from the Lien and operation of the Mortgage,
as heretofore supplemented, viz: (1) cash, shares of stock, bonds, notes
and other obligations and other securities not hereafter specifically
pledged, paid, deposited, delivered or held under the Mortgage or
covenanted so to be; (2) merchandise, equipment, materials or supplies
held for the purpose of sale in the usual course of business and fuel
(including Nuclear Fuel unless expressly subjected to the Lien and
operation of the Mortgage by FPL in a future Supplemental Indenture), oil
and similar materials and supplies consumable in the operation of any
properties of FPL; rolling stock, buses, motor coaches, automobiles and
other vehicles; (3) bills, notes and accounts receivable, and all contracts,
leases and operating agreements not specifically pledged under the Mortgage
or covenanted so to be; (4) the last day of the term of any lease or
leasehold which may hereafter become subject to the Lien of the Mortgage;
(5) electric energy, gas, ice, and other materials or products generated,
manufactured, produced or purchased by FPL for sale, distribution or
use in the ordinary course of its
business; all timber, minerals, mineral rights and royalties; (6) FPL's
franchise to be a corporation; and (7) the properties already sold or in the
process of being sold by FPL and heretofore released from the Mortgage and Deed
of Trust, dated as of January 1, 1926, from Florida Power & Light Company to
Bankers Trust Company and The Florida National Bank of Jacksonville, trustees,
and specifically described in three separate releases executed by Bankers Trust
Company and The Florida National Bank of Jacksonville, dated July 28, 1943,
October 6, 1943 and December 11, 1943, which releases have heretofore been
delivered by the said trustees to FPL and recorded by FPL among the Public
Records of all Counties in which such properties are located; provided,
however, that the property and rights expressly excepted from the Lien and
operation of the Mortgage in the above subdivisions (2) and (3) shall (to
the extent permitted by law) cease to be so excepted in the event and as of
the date that the Trustee or a receiver or trustee shall enter upon and
take possession of the Mortgaged and Pledged Property in the manner
provided in Article XIII of the Mortgage by reason of the occurrence of a
Default as defined in Section 65 thereof.
TO HAVE AND TO HOLD all such properties, real, personal and
mixed, granted, bargained, sold, released, conveyed, assigned, transferred,
mortgaged, pledged, set over or confirmed by FPL as aforesaid, or intended
so to be, unto Bankers Trust Company, the Trustee, and its successors and
assigns forever.
IN TRUST NEVERTHELESS, for the same purposes and upon the same
terms, trusts and conditions and subject to and with the same provisos and
covenants as are set forth in the Mortgage, as heretofore supplemented, this
Ninety-ninth Supplemental Indenture being supplemental thereto.
AND IT IS HEREBY COVENANTED by FPL that all terms, conditions,
provisos, covenants and provisions contained in the Mortgage shall affect and
apply to the property hereinbefore described and conveyed and to the estate,
rights, obligations and duties of FPL and the Trustee and the beneficiaries of
the trust with respect to said property, and to the Trustee and its successors
as Trustee of said property in the same manner and with the same effect as if
said property had been owned by FPL at the time of the execution of the
Mortgage, and had been specifically and at length described in and conveyed to
said Trustee, by the Mortgage as a part of the property therein stated to be
conveyed.
FPL further covenants and agrees to and with the Trustee and
its successors in said trust under the Mortgage, as follows:
ARTICLE I
Ninety-sixth Series of Bonds
Section 1. (I) There shall be a series of bonds designated "5
7/8% Series due April 1, 2009", herein sometimes referred to as the "Ninety-
sixth Series", each of which shall also bear the descriptive title First
Mortgage Bond, and the form thereof, which shall be established by Resolution
of the Board of Directors of FPL, shall contain suitable provisions with
respect to the matters hereinafter in this Section specified. Bonds of the
Ninety-sixth Series shall mature on April 1, 2009 and shall be issued as
fully registered bonds in denominations of One Thousand Dollars and, at the
option of FPL, in any multiple or multiples of One Thousand Dollars (the
exercise of such option to be evidenced by the execution and delivery
thereof); they shall bear interest from April 1, 1999, at the rate of
5 7/8% per annum, payable semi-annually on October 1 and April 1 of each
year commencing on October 1, 1999; the principal of and interest on each
said bond to be payable at the office or agency of FPL in the Borough of
Manhattan, The City of New York, in such coin or currency of the United
States of America as at the time of payment is legal tender for public and
private debts. Bonds of the Ninety-sixth Series shall be dated as in Section
10 of the Mortgage provided.
(II) Bonds of the Ninety-sixth Series shall be redeemable
either at the option of FPL or pursuant to the requirements of the Mortgage
(including, among other requirements, the application of cash delivered to or
deposited with the Trustee pursuant to the provisions of Section 64 of the
Mortgage or with proceeds of Released Property) in whole at any time, or in
part from time to time, prior to maturity, upon notice, as provided in
Section 52 of the Mortgage, mailed at least thirty (30) days prior to the
date fixed for redemption (the "Redemption Date"), at a price (the
"Redemption Price") equal to 100% of the principal amount thereof plus
accrued and unpaid interest, if any, to the Redemption Date plus a premium,
if any (the "Make-Whole Premium"). In no event will the Redemption Price
be less than 100% of the principal amount of the bonds of the Ninety-sixth
series being redeemed plus accrued interest to the Redemption Date.
The amount of the Make-Whole Premium with respect to any bond
of the Ninety-sixth Series (or portion thereof) to be redeemed will be equal
to the excess, if any, of:
1. the sum of the present values, calculated as of the Redemption
Date, of:
a. each interest payment that, but for such
redemption, would have been payable on the
bond of the Ninety-sixth Series (or portion
thereof) being redeemed on each interest
payment date occurring after the Redemption
Date (excluding any accrued interest for the
period prior to the Redemption Date); and
b. the principal amount that, but for such
redemption, would have been payable at the
final maturity of the bond of the Ninety-
sixth Series (or portion thereof) being
redeemed; over
2. the principal amount of the bond of the Ninety-sixth
Series (or portion thereof) being redeemed.
The present values of interest and principal payments
referred to in clause (1) above will be determined in accordance with
generally accepted principles of financial analysis. Such present values
will be calculated by discounting the amount of each payment of interest or
principal from the date that each such payment would have been payable, but
for the redemption, to the Redemption Date at a discount rate equal to the
Treasury Yield (as defined below) plus 10 basis points.
The Make-Whole Premium will be calculated by an independent
investment banking institution of national standing appointed by FPL; provided
that if FPL fails to make such appointment at least 30 calendar days prior to
the Redemption Date, or if the institution so appointed is unwilling or unable
to make such calculation, such calculation will be made by NationsBanc
Montgomery Securities LLC or, if such firm is unwilling or unable to make such
calculation, by an independent investment banking institution of national
standing appointed by the Trustee (in any such case, an "Independent
Investment Banker").
For purposes of determining the Make-Whole Premium, "Treasury
Yield" means a rate of interest per annum equal to the weekly average yield to
maturity of United States Treasury Notes that have a constant maturity that
corresponds to the remaining term to maturity of the bonds of the Ninety-sixth
Series, calculated to the nearest 1/12th of a year (the "Remaining Term"). The
Treasury Yield will be determined as of the third business day immediately
preceding the applicable Redemption Date.
The weekly average yields of United States Treasury Notes will
be determined by reference to the most recent statistical release published by
the Federal Reserve Bank of New York and designated "H.15(519) Selected
Interest Rates" or any successor release (the "H.15 Statistical Release").
If the H.15 Statistical Release sets forth a weekly average yield for the
United States Treasury Notes having a constant maturity that is the same as
the Remaining Term, then the Treasury Yield will be equal to such weekly
average yield. In all other cases, the Treasury Yield will be calculated
by interpolation, on a straight-line basis, between the weekly average
yields on the United States Treasury Notes that have a constant maturity
closest to and greater than the Remaining Term and the United States Treasury
Notes that have a constant maturity closest to and less than the Remaining
Term (in each case as set forth in the H.15 Statistical Release). Any
weekly average yields so calculated by interpolation will be rounded to
the nearest 1/100th of 1%, with any figure of 1/200th of 1% or above being
rounded upward. If weekly average yields for United States Treasury Notes
are not available in the H.15 Statistical Release or otherwise, then
the Treasury Yield will be calculated by interpolation of
comparable rates selected by the Independent Investment Banker.
(III) At the option of the registered owner, any bonds of
the Ninety-sixth Series, upon surrender thereof for cancellation at the office
or agency of FPL in the Borough of Manhattan, The City of New York, together
with a written instrument of transfer wherever required by FPL, duly executed
by the registered owner or by his duly authorized attorney, shall (subject
to the provisions of Section 12 of the Mortgage) be exchangeable for a like
aggregate principal amount of bonds of the same series of other authorized
denominations.
Bonds of the Ninety-sixth Series shall be transferable
(subject to the provisions of Section 12 of the Mortgage) at the office or
agency of FPL in the Borough of Manhattan, The City of New York.
Upon any exchange or transfer of bonds of the Ninety-sixth
Series, FPL may make a charge therefor sufficient to reimburse it for any tax
or taxes or other governmental charge, as provided in Section 12 of the
Mortgage, but FPL hereby waives any right to make a charge in addition
thereto for any exchange or transfer of bonds of the Ninety-sixth Series.
ARTICLE II
Dividend Covenant
SECTION 2. Section 3 of the Third Supplemental Indenture, as
heretofore amended, is hereby further amended by inserting the words
"or Ninety-sixth Series" immediately before the words "remain Outstanding".
ARTICLE III
Miscellaneous Provisions
SECTION 3. Subject to the amendments provided for in this
Ninety-ninth Supplemental Indenture, the terms defined in the Mortgage, as
heretofore supplemented, shall, for all purposes of this Ninety-ninth
Supplemental Indenture, have the meanings specified in the Mortgage, as
heretofore supplemented.
SECTION 4. The holders of bonds of the Ninety-sixth Series
consent that FPL may, but shall not be obligated to, fix a record date for the
purpose of determining the holders of bonds of the Ninety-sixth Series
entitled to consent to any amendment, supplement or waiver. If a record
date is fixed, those persons who were holders at such record date (or their
duly designated proxies), and only those persons, shall be entitled to
consent to such amendment, supplement or waiver or to revoke any consent
previously given, whether or not such persons continue to be holders after
such record date. No such consent shall be valid or effective for more
than 90 days after such record date.
SECTION 5. The Trustee hereby accepts the trust herein
declared, provided, created or supplemented and agrees to perform the same
upon the terms and conditions herein and in the Mortgage, as heretofore
supplemented, set forth and upon the following terms and conditions:
The Trustee shall not be responsible in any manner whatsoever
for or in respect of the validity or sufficiency of this Ninety-ninth
Supplemental Indenture or for or in respect of the recitals contained herein,
all of which recitals are made by FPL solely. In general, each and every term
and condition contained in Article XVII of the Mortgage, as heretofore
amended, shall apply to and form part of this Ninety-ninth Supplemental
Indenture with the same force and effect as if the same were herein set
forth in full with such omissions, variations and insertions, if any,
as may be appropriate to make the same conform to the provisions of this
Ninety-ninth Supplemental Indenture.
SECTION 6. Whenever in this Ninety-ninth Supplemental Indenture
either of the parties hereto is named or referred to, this shall, subject to
the provisions of Articles XVI and XVII of the Mortgage, as heretofore
amended, be deemed to include the successors and assigns of such party,
and all the covenants and agreements in this Ninety-ninth Supplemental
Indenture contained by or on behalf of FPL, or by or on behalf of the
Trustee, or either of them, shall, subject as aforesaid, bind and inure to
the respective benefits of the respective successors and assigns of such
parties, whether so expressed or not.
SECTION 7. Nothing in this Ninety-ninth Supplemental Indenture,
expressed or implied, is intended, or shall be construed, to confer upon, or
to give to, any person, firm or corporation, other than the parties hereto
and the holders of the bonds and coupons Outstanding under the Mortgage,
any right, remedy or claim under or by reason of this Ninety-ninth
Supplemental Indenture or any covenant, condition, stipulation, promise or
agreement hereof, and all the covenants, conditions, stipulations, promises
and agreements in this Ninety-ninth Supplemental Indenture contained by or
on behalf of FPL shall be for the sole and exclusive benefit of the parties
hereto, and of the holders of the bonds and coupons Outstanding under the
Mortgage.
SECTION 8. The Mortgage, as heretofore supplemented and amended
and as supplemented hereby, is intended by the parties hereto, as to
properties now or hereafter encumbered thereby and located within the
State of Georgia, to operate and is to be construed as granting a lien
only on such properties and not as a deed passing title thereto.
SECTION 9. This Ninety-ninth Supplemental Indenture shall be
executed in several counterparts, each of which shall be an original and
all of which shall constitute but one and the same instrument.
IN WITNESS WHEREOF, FPL has caused its corporate name to be
hereunto affixed, and this instrument to be signed and sealed by its President
or one of its Vice Presidents, and its corporate seal to be attested by its
Secretary or one of its Assistant Secretaries for and in its behalf, and
BANKERS TRUST COMPANY has caused its corporate name to be hereunto affixed,
and this instrument to be signed and sealed by one of its Vice Presidents
or Assistant Vice Presidents, and its corporate seal to be attested by
one of its Assistant Vice Presidents or one of its Assistant Secretaries,
all as of the day and year first above written.
FLORIDA POWER & LIGHT COMPANY
By: K. M. DAVIS
K. M. Davis
Vice President, Accounting, Controller
and Chief Accounting Officer
700 Universe Blvd.
Juno Beach, FL 33408
Attest:
DILEK SAMIL
Dilek Samil
Treasurer and Assistant Secretary
700 Universe Boulevard
Juno Beach, FL 33408
Executed, sealed and delivered by
FLORIDA POWER & LIGHT COMPANY
in the presence of:
HAROLD J. McCARTHY
Harold J. McCarthy
ROBERT W. BUFFETT
Robert W. Buffett
Bankers Trust Company
As Trustee
By: JAMES C. McDONOUGH
James C. McDonough
Vice President
4 Albany Street , 4th Floor
New York, NY 10006
Attest: WILLIAM T. JENKINS
William T. Jenkins
Assistant Vice President
4 Albany Street, 4th Floor
New York, NY 10066
Executed, sealed and delivered
by Bankers Trust Company
in the presence of:
DAVID BEANE
David Beane
SONJA EGGE
Sonja Egge
STATE OF FLORIDA
COUNTY OF PALM BEACH SS.:
On the 20th day of April, in the year 1999, before me personally
came K. M. Davis, to me known, who, being by me duly sworn, did depose and
say that he resides at 1101 N.W. 115th Ave., Plantation, FL 33323; that he
is a Vice President, Accounting, Controller and Chief Accounting Officer
of FLORIDA POWER & LIGHT COMPANY, one of the corporations described in and
which executed the above instrument; that he knows the seal of said
corporation; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors of said
corporation, and that he signed his name thereto by like order.
I HEREBY CERTIFY, that on this 20th day of April, 1999, before me
personally appeared K. M. Davis and Dilek Samil, respectively, the Vice
President, Accounting, Controller and Chief Accounting Officer and the
Treasurer and Assistant Secretary of FLORIDA POWER & LIGHT COMPANY, a
corporation under the laws of the State of Florida, to me known to be
the persons described in and who executed the foregoing instrument and
severally acknowledged the execution thereof to be their free act and
deed as such officers, for the uses and purposes therein mentioned; and
that they affixed thereto the official seal of said corporation, and that
said instrument is the act and deed of said corporation.
K. M. Davis and Dilek Samil produced Florida Driver's License
No. D120-513-46-467-0 and Florida Driver's License No. S540-160-55-827-0 as
identification, respectively.
WITNESS my signature and official seal at Juno Beach, in the County
of Palm Beach, and State of Florida, the day and year last aforesaid.
FRANCINE MCGUIRE
Notary Public, State of Florida
Commission No. CC768319
My Commission Expires Oct. 21, 2002
STATE OF FLORIDA
COUNTY OF NEW YORK SS.:
On the 20th day of April, in the year 1999, before me personally
came James C. McDonough, to me know, who, being by me duly sworn, did depose
and say that he resides at 150 Draper Lane, Dobbs Ferry, New York; that
he is a Vice President of BANKERS TRUST COMPANY, one of the corporations
described in and which executed the above instrument; that he knows the
seal of said corporation; that the seal affixed to said instrument is
such corporate seal; that it was so affixed by order of the Board of
Directors of said corporation, and that he signed his name thereto by
like order.
I HEREBY CERTIFY, that on this 20th day of April, 1999, before me
personally appeared James C. McDonough and William T. Jenkins, respectively,
a Vice President and an Assistant Vice President of BANKERS TRUST COMPANY,
a corporation under the laws of the state of New York, to me known to be
the persons described in and who executed the foregoing instrument and
severally acknowledged the execution thereof to be their free act and
deed as such officers, for the uses and purposes therein mentioned; and
that they affixed thereto the official seal of said corporation, and
that said instrument is the act and deed of said corporation.
James C. McDonough and William T. Jenkins produced New York
Driver's License No. 286 690 794 and Massachusetts Driver's License No.
S711243 as identification, respectively.
WITNESS my signature and official seal at New York City, in the
County of New York, and State of New York, the day and year last aforesaid.
RICHARD BUCKWALTER
Name of Notary:
Richard Buckwalter
Notary Public, State of New York
Commission No. 01SH5087362
Qualified in Kings County
Certificate Filed in New York County
My Commission Expires July 15, 1999