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EXHIBIT 10.39D
Addendum No. 4
Contract No. MA/CCF-478
ADDENDUM TO
MARITIME ADMINISTRATION
CAPITAL CONSTRUCTION FUND AGREEMENT
WITH
NATIONAL STEEL AND SHIPBUILDING COMPANY
This Addendum is made by and between the Maritime Administrator (the
"Administrator"), and the National Steel and Shipbuilding Company, a citizen of
the United States (the "Party"), as an addendum to that certain Capital
Construction Fund ("CCF") Agreement Contract No. MA/CCF-478 (the "Agreement").
WHEREAS:
1. The Administrator and the Party entered into the Agreement on
September 13, 1988, under Section 607, Merchant Marine Act, 1936, as amended
(the "Act");
2. The Administrator approved the replacement of the existing
Schedule B with the revised attached Schedule B which would: a) delete the
construction of the R.J. PFEIFFER since the vessel has been delivered; b) add
the acquisition/construction of two Roll-on-Roll-off Trailer vessels at an
estimated cost of $135 million each, of which approximately $80 million is to be
paid by qualified CCF withdrawals; c) increase the acquisition/construction
cost of two 500 plus passenger cruise vessels from approximately $200 million
each to $400 million each
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and increase the amount to be paid by qualified CCF withdrawals to approximately
$80 million; d) delete the acquisition/construction of two 40,000 DWT product
tankers at an estimated cost of $160 million to be delivered in 1993; and e)
add the acquisition/construction of three 140,000 DWT product tankers at an
estimated cost of $200 million each, of which approximately $80 million is to
be paid by qualified CCF withdrawals.
NOW THEREFORE, the Administrator and the Party agree as follows:
I. Effective August 28, 1997, the Agreement is amended by deleting the
existing Schedule B and replacing it with the annexed revised Schedule B.
II. Except as herein otherwise expressly provided, the Agreement, as
heretofore amended, shall remain in full force and effect.
IN WITNESS WHEREOF, the Parties have executed this Addendum No. 4 in four
counterparts, effective as of the date specified hereinabove and actually on the
________ day of ________, 1997.
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(SEAL) UNITED STATES OF AMERICA
SECRETARY OF TRANSPORTATION
MARITIME ADMINISTRATOR
ATTEST:
By: /s/ [ILLEGIBLE SIGNATURE] By: /s/ JAMES J. ZOK
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Secretary Contracting Officer
(SEAL) NATIONAL STEEL AND
SHIPBUILDING COMPANY
ATTEST:
By: /s/ S. D. Timmons By: /s/ F. N. Hallett
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Name: S. D. Timmons Name: F. N. Hallett
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Title: Vice President, Title: Senior Vice President,
General Counsel & Secretary Finance
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Approved as to form:
By: /s/ [ILLEGIBLE SIGNATURE]
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Assistant Chief Counsel
Maritime Administrator
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MA/CCF-478
SCHEDULE B
PROGRAM OBJECTIVES
ACQUISITION OR CONSTRUCTION OF VESSELS
Amount
Program Vessel to be Approximate Date
Objective Name & General Vessel Withdrawn of Anticipated
No. Number Characteristics Cost From Fund Contract Delivery Area of Operation
- --------- --------- --------------- ------ -------------- -------- ---------- ------------------
1 Unknown Two 500 plus $400 million $80 million 2002 2007 Hawaiian Islands
Passenger cruise each (approx) (approx.)
vessels
2 Unknown Three 140,000 DWT $200 million $80 million 1998 2003 Non-Contiguous Trade
Product Tankers each (approx) (approx.)
3 Unknown Two Roll-on Roll-off $135 million $80 million 2000 2005 Non-Contiguous Trade
Trailer Vessels each (approx) (approx.)