Exhibit 4.1
ILLINOIS POWER COMPANY
TO
HARRIS TRUST AND SAVINGS BANK,
as Trustee
Supplemental Indenture
DATED AS OF JUNE 15, 1999
TO
Mortgage and Deed of Trust
DATED NOVEMBER 1, 1943
60
Supplemental Indenture dated as of June 15, 1999 (the "Supplemental Indenture"),
made by and between ILLINOIS POWER COMPANY, a corporation organized and existing
under the laws of the State of Illinois (the "Company"), party of the first
part, and HARRIS TRUST AND SAVINGS BANK, a corporation organized and existing
under the laws of the State of Illinois (the "Trustee"), as Trustee under the
Mortgage and Deed of Trust dated November 1, 1943, hereinafter mentioned, party
of the second part;
WHEREAS, the Company has heretofore executed and delivered its Mortgage
and Deed of Trust dated November 1, 1943 ("Original Indenture"), to the Trustee,
for the security of the First Mortgage Bonds of the Company issued and to be
issued thereunder (the "Bonds"); and
WHEREAS, pursuant to the terms and provisions of the Original Indenture
there were created and authorized by Supplemental Indentures thereto bearing the
following dates, respectively, the First Mortgage Bonds of the series issued
thereunder and respectively identified opposite such dates:
Date of Supplemental Identification
Indenture of Series Called
November 1, 1943 4% Series due 1973 Bonds of the 1973 Series
(redeemed)
March 1, 1946 2 7/8% Series due 1976 Bonds of the 1976 Series
(paid at maturity)
February 1, 1948 3 1/2% Series due 1978 Bonds of the 1978 Series
(paid at maturity)
July 1, 1949 2 7/8% Series due 1979 Bonds of the 1979 Series
(paid at maturity)
April 1, 1950 2 3/4% Series due 1980 Bonds of the 1980 Series
(paid at maturity)
March 1, 1952 3 1/2% Series due 1982 Bonds of the 1982 Series
(paid at maturity)
November 1, 1953 3 1/2% Series due 1983 Bonds of the 1983 Series
(paid at maturity)
July 1, 1956 3 3/4% Series due 1986 Bonds of the 1986 Series
(paid at maturity)
May 1, 1958 4% Series due 1988 Bonds of the 1988 Series
(redeemed)
January 1, 1963 4 1/4% Series due 1993 Bonds of the 1993 Series
(paid at maturity)
October 1, 1966 5.85% Series due 1996 Bonds of the 1996 Series
(paid at maturity)
61
Date of Supplemental Identification
Indenture of Series Called
January 1, 1968 6 3/8% Series due 1998 Bonds of the First 1998 Series
(redeemed)
October 1, 1968 6 3/4% Series due October 1, Bonds of the Second 1998 Series
1998 (redeemed)
October 1, 1969 8.35% Series due 1999 Bonds of the First 1999 Series
(redeemed)
November 1, 1970 9% Series due 2000 Bonds of the 2000 Series
(redeemed)
October 1, 1971 7.60% Series due 2001 Bonds of the 2001 Series
(redeemed)
June 1, 1973 7 5/8% Series due 2003 Bonds of the First 2003 Series
(redeemed)
May 1, 1974 Pollution Control Series A Bonds of the Pollution Control
Series A
September 1, 1974 10 1/2% Series due 2004 Bonds of the First 2004 Series
(redeemed)
July 1, 1976 8 3/4% Series due 2006 Bonds of the 2006 Series
(redeemed)
May 1, 1977 Pollution Control Series B Bonds of Pollution Control
(redeemed) Series B
November 1, 1977 8 1/4% Series due 2007 Bonds of the 2007 Series
(redeemed)
August 1, 1978 8 7/8% Series due 2008 Bonds of the 2008 Series
(redeemed)
July 1, 1979 9 7/8% Series due July 1, Bonds of the Second 2004 Series
2004 (redeemed)
July 31, 1980 11 3/8% Series due 1987 Bonds of the 1987 Series
(redeemed)
August 1, 1980 12 3/8% Series due 2010 Bonds of the 2010 Series
(redeemed)
July 1, 1982 14 1/2% Series due 1990 Bonds of the 1990 Series
(redeemed)
62
Date of Supplemental Identification
Indenture of Series Called
November 1, 1982 12% Series due 2012 Bonds of the 2012 Series
(redeemed)
December 15, 1983 Pollution Control Series C Bonds of the Pollution Control
(redeemed) Series C
May 15, 1984 Pollution Control Series D Bonds of the Pollution Control
(redeemed) Series D
March 1, 1985 Pollution Control Series E Bonds of the Pollution Control
(redeemed) Series E
February 1, 1986 10 1/2% Series due 2016 Bonds of the First 2016 Series
(redeemed)
July 1, 1986 9 7/8% Series due 2016 Bonds of the Second 2016 Series
(redeemed)
September 1, 1986 9 3/8% Series due 2016 Bonds of the Third 2016 Series
(redeemed)
February 1, 1987 Pollution Control Series F Bonds of the Pollution Control
(redeemed) Series F
February 1, 1987 Pollution Control Series G Bonds of the Pollution Control
(redeemed) Series G
February 1, 1987 Pollution Control Series H Bonds of the Pollution Control
(redeemed) Series H
July 1, 1987 Pollution Control Series I Bonds of the Pollution Control
(redeemed) Series I
July 1, 1988 10% Series due 1998 Bonds of the Third 1998 Series
(redeemed)
July 1, 1991 Pollution Control Series J Bonds of the Pollution Control
Series J
June 1, 1992 Pollution Control Series K Bonds of the Pollution Control
Series K
June 1, 1992 Pollution Control Series L Bonds of the Pollution Control
Series L
July 1, 1992 7.95% Series due 2004 Bonds of the Third 2004 Series
July 1, 1992 8 3/4% Series due 2021 Bonds of the 2021 Series
(redeemed)
63
Date of Supplemental Identification
Indenture of Series Called
September 1, 1992 6 1/2% Series due 1999 Bonds of the 1999 Series
February 15, 1993 8% Series due 2023 Bonds of the 2023 Series
(redeemed)
March 15, 1993 6 1/8% Series due 2000 Bonds of the 2000 Series
March 15, 1993 6 3/4% Series due 2005 Bonds of the 2005 Series
July 15, 1993 7 1/2% Series due 2025 Bonds of the 2025 Series
August 1, 1993 6 1/2% Series due 2003 Bonds of the Second 2003 Series
October 15, 1993 5 5/8% Series due 2000 Bonds of the Second 2000 Series
November 1, 1993 Pollution Control Series M Bonds of the Pollution Control
Series M
November 1, 1993 Pollution Control Series N Bonds of the Pollution Control
Series N
November 1, 1993 Pollution Control Series O Bonds of the Pollution Control
Series O
April 1, 1997 Pollution Control Series P Bonds of the Pollution Control
Series P
April 1, 1997 Pollution Control Series Q Bonds of the Pollution Control
Series Q
April 1, 1997 Pollution Control Series R Bonds of the Pollution Control
Series R
March 1, 1998 Pollution Control Series S Bonds of the Pollution Control
Series S
March 1, 1998 Pollution Control Series T Bonds of the Pollution Control
Series T
July 15, 1998 6 1/4% Series due 2002 Bonds of the 2002 Series
September 15, 1998 6% Series due 2003 Bonds of the Third 2003 Series
and
WHEREAS, the Company desires to create a new series of Bonds to be
issued under the Original Indenture, to be known as First Mortgage Bonds,
7.50% Series due 2009 (the "Bonds of the 2009 Series") and to issue additional
Bonds under the Original Indenture; and
64
WHEREAS, the Bonds of the 2009 Series are to be issued to Harris Trust and
Savings Bank, as trustee (the "New Mortgage Trustee") under the Company's
General Mortgage Indenture and Deed of Trust dated as of November 1, 1992 (the
"New Mortgage") and are to be owned and held by the New Mortgage Trustee as
"Pledged Bonds" (as defined in the New Mortgage) in accordance with the terms of
the New Mortgage; and
WHEREAS, the Company, in the exercise of the powers and authority conferred
upon and reserved to it under the provisions of the Original Indenture, and
pursuant to appropriate resolutions of the Board of Directors, has duly resolved
and determined to make, execute and deliver to the Trustee a Supplemental
Indenture in the form hereof for the purposes herein provided; and
WHEREAS, all conditions and requirements necessary to make this
Supplemental Indenture a valid, binding and legal instrument have been done,
performed and fulfilled and the execution and delivery hereof have been in all
respects duly authorized;
NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE WITNESSETH:
THAT Illinois Power Company, in consideration of the purchase and ownership
from time to time of the Bonds and the service by the Trustee, and its
successors, under the Original Indenture 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, hereby covenants and agrees to and with
the Trustee and its successors in the trust under the Original Indenture, for
the benefit of the New Trustee and any successor holder of the Bonds as follows:
ARTICLE I.
DESCRIPTION OF BONDS OF THE 2009 SERIES.
SECTION 1. The Company hereby creates a new series of Bonds to be known
as "The First Mortgage Bonds, 7.50% Series due 2009" (the "Bonds of the 2009
Series"). The Bonds of the 2009 Series shall be executed, authenticated and
delivered in accordance with the provisions of, and shall in all respects be
subject to, all of the terms, conditions and covenants of the Original
Indenture, as supplemented and modified. The Bonds of the 2009 Series will be
issued only to the New Mortgage Trustee as security for a series of bonds being
issued under the Company's New Mortgage and the supplemental indenture to the
New Mortgage dated as of June 15, 1999 (the "New Mortgage Bonds of the 2009
Series").
The Bonds of the 2009 Series shall be dated as provided in Section 6 of
Article II of the Original Indenture and for the purposes of said Section 6 the
commencement of the first interest period shall be June 29, 1999. All Bonds of
the 2009 Series shall mature on June 15, 2009, and shall bear interest at the
rate of SEVEN AND ONE-HALF PER CENT (7.50%) per annum, payable semi-annually on
June 15 and December 15 of each year, commencing December 15, 1999, until the
principal sum is paid in full. Any payment by the Company of principal of, or
interest on, any Bonds of the 2009 Series shall be applied by the New Mortgage
Trustee to the payment of any principal or interest, as the case may be, in
respect of the New Mortgage Bonds of the 2009 Series due in accordance with the
terms of the New Mortgage.
SECTION 2. The Bonds of the 2009 Series and the Trustee's Certificate
shall be substantially in the following forms respectively:
65
[FORM OF FACE OF BOND]
ILLINOIS POWER COMPANY
(Incorporated under the laws of the State of Illinois)
FIRST MORTGAGE BOND, 7.50% SERIES DUE 2009
No. $250,000,000
ILLINOIS POWER COMPANY, a corporation organized and existing under the
laws of the State of Illinois (the "Company," which term shall include any
successor corporation as defined in the Indenture hereinafter referred to), for
value received, hereby promises to pay to Harris Trust and Savings Bank as
trustee (the "New Mortgage Trustee") under the Company's General Mortgage
Indenture and Deed of Trust dated as of November 1, 1992 (the "New Mortgage") or
its registered assigns, the principal sum of Two Hundred and Fifty Million
Dollars ($250,000,000) on June 15, 2009, in any coin or currency of the United
States of America which at the time of payment is legal tender for public and
private debts, and to pay interest thereon in like coin or currency from June
29, 1999, payable semi-annually on June 15 and December 15 in each year,
commencing December 15, 1999, at the rate of SEVEN AND ONE-HALF PER CENT (7.50%)
per annum, until the Company's obligation with respect to the payment of such
principal shall be discharged as provided in the Indenture. Both the principal
of, and the interest on, this Bond are payable at the agency of the Company in
the City of Chicago, Illinois.
This First Mortgage Bond shall not be entitled to any benefit under the
Indenture or any indenture supplemental thereto, or become valid or obligatory
for any purpose, until the form of certificate endorsed hereon shall have been
signed by or on behalf of Harris Trust and Savings Bank, the Trustee under the
Indenture, or a successor trustee thereto under the Indenture (the "Trustee").
The provisions of this First Mortgage Bond are continued on the reverse
hereof and such continued provisions shall for all purposes have the same effect
as though fully set forth at this place.
IN WITNESS WHEREOF, Illinois Power Company has caused this First
Mortgage Bond to be signed (manually or by facsimile signature) in its name by
its President or a Vice President, and its corporate seal (or a facsimile
thereof) to be hereto affixed and attested (manually or by facsimile signature)
by its Secretary or an Assistant Secretary.
Dated: ILLINOIS POWER COMPANY,
By:
---------------------------
Vice President
(Corporate Seal)
ATTEST:
- -------------------------------------
Secretary or Assistant Secretary
66
[FORM OF TRUSTEE'S CERTIFICATE]
This First Mortgage Bond is one of the Bonds of the series designated
therein, described in the within-mentioned Indenture and the Supplemental
Indenture dated as of June 15, 1999.
HARRIS TRUST AND SAVINGS BANK,
Trustee
By:
---------------------------
Authorized Officer
[FORM OF REVERSE OF BOND)
This First Mortgage Bond is one of a duly authorized issue of Bonds of
the Company (the "Bonds") in unlimited aggregate principal amount, of the series
hereinafter specified, all issued and to be issued under and equally secured by
the Mortgage and Deed of Trust (the "Indenture"), dated November 1, 1943,
executed by the Company to Harris Trust and Savings Bank (the "Trustee"), as
Trustee, to which Indenture and all indentures supplemental thereto, including
the Supplemental Indenture dated February 15, 1993, which amended Section 1 of
Article IX of the Indenture, reference is hereby made for a description of the
properties mortgaged and pledged, the nature and extent of the security, the
rights of the registered owners of the Bonds and of the Trustee in respect
thereof, and the terms and conditions upon which the Bonds are, and are to be,
secured. The Bonds may be issued in series, for various principal sums, may
mature at different times, may bear interest at different rates and may
otherwise vary as in the Indenture provided. This First Mortgage Bond is one of
a series designated as the First Mortgage Bonds, 7.50% Series Due 2009 (the
"Bonds of the 2009 Series") of the Company, unlimited in aggregate principal
amount, issued under and secured by the Indenture and described in the
supplemental indenture dated as of June 15, 1999 (the "Supplemental Indenture of
June 15, 1999"), between the Company and the Trustee, supplemental to the
Indenture.
The Bonds of the 2009 Series are subject to redemption on the terms and
subject to the conditions set forth in the Supplemental Indenture of June 15,
1999.
To the extent permitted by, and as provided in, the Indenture,
modifications or alterations of the Indenture, or of any indenture supplemental
thereto, and of the rights and obligations of the Company and of the holders of
the Bonds and coupons may be made with the consent of the Company by an
affirmative vote of the holders of not less than 66 2/3% in amount of the Bonds
entitled to vote then outstanding, at a meeting of Bondholders called and held
as provided in the Indenture, and by an affirmative vote of the holders of not
less than 66 2/3% in amount of the Bonds of any series entitled to vote then
outstanding and affected by such modification or alteration, in case one or more
but less than all of the series of Bonds then outstanding under the Indenture
are so affected; provided however, that no such modification or alteration shall
be made which will
67
affect the terms of payment of the principal of, or interest or premium, if any,
on this First Mortgage Bond.
In case an Event of Default, as defined in the Indenture, shall occur,
the principal of all the Bonds at any such time outstanding under the Indenture
may be declared or may become due and payable, upon the conditions and in the
manner and with the effect provided in the Indenture. The Indenture provides
that such declaration may in certain events be rescinded by the holders of a
majority in principal amount of the Bonds outstanding.
No recourse shall be had for the payment of the principal of, or
premium or interest on this First Mortgage Bond, or for any claim based hereon
or on the Indenture or any indenture supplemental thereto, against any
incorporator, or against any stockholder, director or officer, as such, past,
present or future, of the Company, or of any predecessor or successor
corporation, either directly or through the Company or any such predecessor or
successor corporation, whether by virtue of any constitution, statute or rule of
law, or by the enforcement of any assessment or penalty or otherwise, all such
liability, whether at common law, in equity, by any constitution, statute, rule
of law, or otherwise, of incorporators, stockholders, directors or officers
being released by every owner hereof by the acceptance of this First Mortgage
Bond and as part of the consideration for the issue hereof, and being likewise
released by the terms of the Indenture; provided, however, that nothing herein
or in the Indenture or any indenture supplemental thereto contained shall
prevent the enforcement of the liability, if any, of any stockholder or
subscriber to capital stock upon or in respect of shares of capital stock not
fully paid up.
Notwithstanding any provision in the Indenture, the Supplemental
Indenture of June 15, 1999 or this First Mortgage Bond to the contrary, any
payment by the Company under the New Mortgage of principal of, or interest on,
bonds which shall have been authenticated and delivered under the New Mortgage
(the "New Mortgage Bonds of the 2009 Series") upon the basis of the issuance and
delivery to the New Mortgage Trustee of the Bonds of the 2009 Series shall, to
the extent thereof, be deemed to satisfy and discharge the obligation of the
Company to make a payment of principal or interest, as the case may be, in
respect of this First Mortgage Bond which is then due.
This First Mortgage Bond constitutes a "Pledged Bond" (as defined in
the New Mortgage) and is subject to all of the rights and restrictions
applicable to Pledged Bonds as set forth in the New Mortgage. Without limiting
the generality of the foregoing, this First Mortgage Bond shall be subject to
surrender by the New Mortgage Trustee in accordance with the provisions of
Section 7.03 of the New Mortgage. To the extent that any provisions in the
Indenture, the Supplemental Indenture of June 15, 1999 or this First Mortgage
Bond are inconsistent with the provisions relating to Pledged Bonds that are set
forth in the New Mortgage, the provisions of the New Mortgage shall apply.
SECTION 3. Notwithstanding any provision in the Original Indenture,
this Supplemental Indenture, or the Bonds of the 2009 Series to the contrary,
any payment by the Company under the New Mortgage of principal of, or interest
on, New Mortgage Bonds of the 2009 Series upon the basis of the issuance and
delivery to the New Mortgage Trustee of the Bonds of the 2009 Series shall, to
the extent thereof, be deemed to satisfy and discharge the obligation of the
68
Company to make any payment of principal or interest, as the case may be, in
respect of the Bonds of the 2009 Series which is then due.
SECTION 4. The Bonds of the 2009 Series constitute "Pledged Bonds" (as
defined in the New Mortgage) and are subject to all of the rights and
restrictions applicable to Pledged Bonds as set forth in the New Mortgage.
Without limiting the generality of the foregoing, the Bonds of the 2009 Series
shall be subject to surrender by the New Mortgage Trustee in accordance with the
provisions of Section 7.03 of the New Mortgage. To the extent that any
provisions in the Original Indenture, this Supplemental Indenture or the Bonds
of the 2009 Series are inconsistent with the provisions relating to Pledged
Bonds that are set forth in the New Mortgage, the provisions of the New Mortgage
shall apply.
ARTICLE II.
ISSUE OF BONDS OF THE 2009 SERIES.
SECTION 1. The Company hereby exercises the right to obtain the
authentication of $250,000,000 principal amount of additional Bonds pursuant to
the terms of Section 6 of Article III of the Original Indenture in substitution
for refundable Bonds. All such additional Bonds shall be Bonds of the 2009
Series.
SECTION 2. Such Bonds of the 2009 Series may be authenticated and
delivered prior to the filing for recordation of this Supplemental Indenture.
SECTION 3. Notwithstanding any provision in the Original Indenture to
the contrary, execution of the Bonds of the 2009 Series on behalf of the
Company, and the attesting of the corporate seal of the Company affixed to the
Bonds of the 2009 Series by the officers of the Company authorized to do such
acts by Section 12 of Article II of the Original Indenture may be validly done
either by the manual or the facsimile signatures of such authorized officers of
the Company.
ARTICLE III.
REDEMPTION.
The Company at its option may, at any time, redeem the Bonds of the
2009 Series, in whole or in part (if in part, by lot or by such other method as
the Trustee shall deem fair or appropriate) prior to maturity, on any date, upon
payment of a redemption price equal to the greater of (i) 100% of the principal
amount of the Bonds of the 2009 Series to be redeemed plus accrued and unpaid
interest thereon, if any, from the last interest payment date to the date of
69
redemption, or (ii) the Make Whole Amount plus accrued and unpaid interest, if
any, from the last interest payment date to the redemption date.
"Make Whole Amount" means, with respect to a Bond of the 2009 Series at any
time, the sum of the present values of the Remaining Scheduled Payments (as
defined below) discounted, on a semiannual basis assuming a 360-day year
consisting of twelve 30-day months), at a rate equal to the Treasury Rate (as
defined below) plus 20 basis points. The Make Whole Amount shall be computed as
of the third Business Day prior to the applicable redemption date, and
certified, by an Investment Banker (as defined below).
"Investment Banker" means an independent investment banking institution of
good standing selected by the Company.
"Remaining Scheduled Payments" means the remaining scheduled payment of the
principal and interest that would be due if such Bonds of the 2009 Series were
not redeemed. However, if the redemption date is not a scheduled interest
payment date, the amount of the next succeeding scheduled interest payment on
such Bond of the 2009 Series will be reduced by the amount of interest accrued
on such New Mortgage Bonds of the 2009 Series to such redemption date.
"Treasury Rate" means an annual rate equal to the semiannual equivalent
yield to maturity of the Comparable Treasury Issue (as defined below), assuming
a price for the Comparable Treasury Issue (expressed as a percentage of its
principal amount) equal to the Comparable Treasury Price (as defined below) for
the redemption date. The semiannual equivalent yield to maturity will be
computed as of the third Business Day immediately preceding the redemption date.
"Comparable Treasury Issue" means the United States Treasury security
selected by Salomon Smith Barney Inc. or J.P. Morgan Securities Inc. or their
affiliates as having a maturity comparable to the remaining term of the Bonds of
the 2009 Series that would be utilized, at the time of selection and in
accordance with customary financial practice, in pricing new issues of corporate
debt securities of comparable maturity to the remaining term of the Bonds of the
2009 Series.
"Comparable Treasury Price" means the average of three Reference Treasury
Dealer Quotations (as defined below) obtained by the Trustee for the redemption
date.
"Reference Treasury Dealers" means Salomon Smith Barney Inc. and J.P.
Morgan Securities Inc. (so long as they continue to be primary U.S. Government
securities dealers) and any one other primary U.S. Government securities dealer
chosen by the Company. If either Salomon Smith Barney Inc. or J.P. Morgan
Securities Inc. ceases to be a primary U.S. Government securities dealer, the
Company will appoint in its place another nationally recognized investment
banking firm that is a primary U.S. Government securities dealer.
"Reference Treasury Dealer Quotation" means the average, as determined by
the Trustee, of the bid and asked prices for the Comparable Treasury Issue
(expressed in each case as a
70
percentage of its principal amount) quoted in writing to the Trustee by a
Reference Treasury Dealer at 3:30 p.m., New York City time, on the third
Business Day preceding the redemption date.
ARTICLE IV.
THE TRUSTEE.
The Trustee hereby accepts the trusts hereby declared and provided, and
agrees to perform the same upon the terms and conditions in the Original
Indenture 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 Supplemental
Indenture or the due execution hereof by the Company or for or in
respect of the recitals contained herein, all of which recitals are
made by the Company solely. In general, each and every term and
condition contained in Article XIII of the Original Indenture shall
apply to this Supplemental Indenture with the same force and effect as
if the same were herein set forth in full, with such omissions,
variations and modifications thereof as may be appropriate to make the
same conform to this Supplemental Indenture.
ARTICLE V.
MISCELLANEOUS PROVISIONS.
This Supplemental Indenture may be simultaneously executed in any
number of counterparts, each of which when so executed shall be deemed to be an
original; but such counterparts shall together constitute but one and the same
instrument.
71
IN WITNESS WHEREOF, Illinois Power Company has caused this Supplemental
Indenture to be executed on its behalf by its Chairman and President, one of its
Executive Vice Presidents, one of its Senior Vice Presidents or one of its Vice
Presidents and its corporate seal to be hereto affixed and said seal and this
Supplemental Indenture to be attested by its Secretary or one of its Assistant
Secretaries; and said Harris Trust and Savings Bank, in evidence of its
acceptance of the trust hereby created, has caused this Supplemental Indenture
to be executed on its behalf by its President or one of its Vice Presidents and
its corporate seal to be hereto affixed and said seal and this Supplemental
Indenture to be attested by its Secretary or one of its Assistant Secretaries,
all as of the date first written above.
ILLINOIS POWER COMPANY
By
------------------------------------
Robert A. Schultz
Vice President - Finance
(CORPORATE SEAL)
ATTEST:
- ---------------------------
Leah Manning Stetzner
Corporate Secretary
HARRIS TRUST AND SAVINGS BANK, Trustee
By
------------------------------------
J. Bartolini
Vice President
(CORPORATE SEAL)
ATTEST:
- ------------------------------
C. Potter
Assistant Secretary
72
STATE OF ILLINOIS )
)SS.:
COUNTY OF MACON )
BE IT REMEMBERED, that on this ____ day of _____, 1999, before me, the
undersigned, a Notary Public within and for the County and State aforesaid,
personally came Robert A. Schultz, Vice President - Finance and Leah Manning
Stetzner, Corporate Secretary, of Illinois Power Company, a corporation duly
organized, incorporated and existing under the laws of the State of Illinois,
who are personally known to me to be such officers, and who are personally known
to me to be the same persons who executed as such officers the within instrument
of writing, and such persons duly acknowledged that they signed, sealed and
delivered the said instrument as their free and voluntary act as such officers
and as the free and voluntary act of said Illinois Power Company for the uses
and purposes therein set forth.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my
official seal on the day and year last above written.
--------------------------------------
Notary Public, Macon County, Illinois
My Commission Expires on _________________.
(NOTARIAL SEAL)
STATE OF ILLINOIS )
)SS.:
COUNTY OF COOK )
BE IT REMEMBERED, that on this ___ day of ______, 1999, before me, the
undersigned, a Notary Public within and for the County and State aforesaid,
personally came J. Bartolini, Vice President, and C. Potter, Assistant
Secretary, of Harris Trust and Savings Bank, a corporation duly organized,
incorporated and existing under the laws of the State of Illinois, who are
personally known to me to be such officers, and who are personally known to me
to be the same persons who executed as such officers the within instrument of
writing, and such persons duly acknowledged that they signed, sealed and
delivered the said instrument as their free and voluntary act as such officers
and as the free and voluntary act of said Harris Trust and Savings Bank for the
uses and purposes therein set forth.
IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my
official seal on the day and year last above written.
--------------------------------------
Notary Public, Cook County, Illinois
My Commission Expires on ______________.
(NOTARIAL SEAL)
73
Return To: This Instrument Was Prepared By:
ILLINOIS POWER COMPANY SCHIFF HARDIN & WAITE
Real Estate Dept. F-14 6600 Sears Tower
500 S. 27th Street 233 South Wacker Drive
Decatur, IL 62525 Chicago, IL 60606
74