EXHIBIT 4.1
CERTIFICATE OF TRUST
OF ARVIN CAPITAL I
THIS CERTIFICATE OF TRUST of Arvin Capital I (the "Trust"), dated as of
December 18, 1996, is being duly executed and filed by the undersigned, as
trustees, to form a business trust under the Delaware Business Trust Act (12
Del. C. (S) 3801 et seq).
1. NAME: The name of the business trust being formed hereby is "Arvin
Capital I."
2. DELAWARE TRUSTEE: The name and address of the trustee of the Trust
which has its principal place of business in the State of Delaware are as
follows:
Wilmington Trust Company
Rodney Square North
1100 North Market Street
Wilmington, Delaware 19890
3. EFFECTIVE DATE: This Certificate of Trust shall be effective as of the
date of filing.
IN WITNESS WHEREOF, the undersigned, being the trustees of the Trust, have
executed this Certificate of Trust as of the date first above written.
WILMINGTON TRUST COMPANY,
not in its individual capacity
but solely as Trustee
By: W. Chris Sponenberg
-------------------
Name: W. Chris Sponenberg
-------------------
Title: /s/ Senior Financial Services Officer
-------------------------------------
/s/ Richard A. Smith
--------------------
Richard A. Smith,
not in his individual capacity
but solely as Trustee
/s/ A.R. Sales
--------------
A. R. Sales,
not in his individual capacity
but solely as Trustee