NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) SECOND AMENDED AND RESTATED CREDIT AGREEMENT (FIVE-YEAR FACILITY) Dated as of April 27, 2000 UNITED PARCEL SERVICE OF AMERICA, INC., a Delaware corporation (the "Borrower"), the banks, financial institutions and other institutional lenders (collectively, the "Initial Lenders") party hereto, Citibank, N.A., as administrative agent (together with any successor thereto appointed pursuant to Article VII of the Existing Credit Agreement referred to below, in such capacity, the "Administrative Agent") and as syndication agent (in such capacity, the "Syndication Agent") for the Lenders (as defined in the Existing Credit Agreement referred to below), Bank of America, N.A., as documentation agent (in such capacity, the "Documentation Agent") for such Lenders, and Salomon Smith Barney Inc. and Banc of America Securities LLC, as co-arrangers (in such capacity, the "Co-Arrangers") under the Loan Documents (as defined in the Existing Credit Agreement described below), hereby agree as follows: PRELIMINARY STATEMENTS (1) The Borrower is party to an Amended and Restated Credit Agreement (Five-Year Facility) dated as of April 30, 1998 (as amended, supplemented or otherwise modified from time to time to, but not including, the date hereof, the "Existing Credit Agreement") with the banks, financial institutions and other institutional lenders party thereto (the "Existing Lenders"), Citibank, N.A., as Administrative Agent for the Existing Lenders, Bank of America NT & SA, as Documentation Agent for the Existing Lenders, and Citicorp Securities, Inc. and BancAmerica Robertson Stephens, as Co-Arrangers for the Existing Lenders. Capitalized terms not otherwise defined in this Second Amended and Restated Credit Agreement (Five-Year Facility) (the "Amendment and Restatement") shall have the same meanings as specified in the Existing Credit Agreement. (2) The Borrower has requested that the Lenders agree to extend credit to it from time to time in an aggregate principal amount of up to $ 1,250,000,000 for general corporate purposes of the Borrower and its Subsidiaries not otherwise prohibited under the terms of this Amendment and Restatement. The Lenders have indicated their willingness to agree to extend credit to the Borrower from time to time in such amount on the terms and conditions of this Amendment and Restatement. (3) The parties to this Amendment and Restatement desire to amend the Existing Credit Agreement as set forth herein and to restate the Existing Credit Agreement in its entirety to read as set forth in the Existing Credit Agreement with the following amendments. SECTION 1. Amendments to the Existing Credit Agreement. Effective as of the date of this Amendment and Restatement and subject to the satisfaction of the conditions precedent set forth in Section 2 hereof: (a) Section 1.01 of the Existing Credit Agreement is hereby amended by (i) deleting the definitions of "BARS", "Citicorp Securities", "Existing Credit Facilities", "Information Memorandum", and "Termination Date" set forth therein and (ii) replacing them with the following new definitions: "Banc of America Securities LLC" has the meaning specified in the recital of parties to this Agreement. "Existing Credit Facilities" means the credit facilities provided pursuant to (a) the Existing Credit Agreement, and (b) the Third Amended and Restated Credit Agreement (364-Day Facility) dated as of April 29,1999, as amended, supplemented or otherwise modified from time to time prior to the date hereof, among the Borrower, the banks, financial institutions and other institutional lenders parties thereto, Citibank, as administrative agent and syndication agent, and Salomon Smith Barney Inc. and NationsBanc Montgomery Securities, LLC, as co-arrangers thereunder. "Information Memorandum" means the information memorandum dated April 2000 and used by the Agents and the Co-Arrangers in connection with the syndication of the Commitments. "Parent" means United Parcel Service, Inc., a Delaware corporation, which owns 100% of capital stock of the Borrower. "Salomon Smith Barney Inc." has the meaning specified in the recital of parties to this Agreement. "Termination Date" means the earlier of (i) April 27, 2005 or, if extended pursuant to Section 2.16, the date that is one year after the Termination Date then in effect, and (ii) the date of termination in whole of the Commitments pursuant to Section 2.05 or 6.01. (b) Section 2.14 of the Existing Credit Agreement is amended by adding the phrase "measured by income" immediately after the phrase "and franchise taxes" in the fifth and eighth lines thereof. (c) Section 4.01(e) of the Existing Credit Agreement is amended in full to read as follows: "(e) The Consolidated balance sheet of the Parent and its Subsidiaries as at December 31, 1999, and the related Consolidated statements of income and cash flows of the Parent and its Subsidiaries for the Fiscal Year then ended, all audited and certified by Deloitte & Touche LLP, independent public accountants, copies of which have been furnished to each Lender, fairly present the Consolidated financial condition of the Parent and its Subsidiaries at such dates and the Consolidated results of the operations of the Parent and its Subsidiaries for the periods ended on such dates, all in accordance with GAAP consistently applied. Such balance sheets and the notes thereto disclose all material liabilities, direct or contingent, of the Parent and its Subsidiaries on a Consolidated basis as of the dates thereof." (e) Section 4.01(f) of the Existing Credit Agreement is amended by replacing the words "December 31, 1998" with the words "December 31, 1999." (f) Section 5.01(h)(i) is amended in full to read as follows: "(i) within 120 days after the end of each Fiscal Year of the Parent , Consolidated balance sheets of the Parent and its Subsidiaries showing the financial condition of the Parent and its Subsidiaries as of the close of such Fiscal Year and the related statements of Consolidated income and statements of Consolidated cash flow as of and for such Fiscal Year, all such Consolidated financial statements of the Parent and its Subsidiaries to be reported on by Deloitte & Touche or other independent accountants acceptable to the Required Lenders, and to be in form reasonably acceptable to the Required Lenders;" (g) Schedules I and II to the Existing Credit Agreement are deleted in their entirety and replaced with Schedule I to this Amendment and Restatement. SECTION 2. Conditions of Effectiveness of this Amendment and Restatement. This Amendment and Restatement shall become effective as of the date first above written (the "Restatement Effective Date") when and only if: (a) The Administrative Agent shall have received counterparts of this Amendment and Restatement executed by the Borrower and all of the Initial Lenders or, as to any of the Initial Lenders, advice satisfactory to the Administrative Agent that such Initial Lender has executed this Amendment and Restatement. (b) The Administrative Agent shall have received on or before the Restatement Effective Date the following, each dated such date and (unless otherwise specified below) in form and substance satisfactory to the Administrative Agent and (except for the Revolving Credit Notes) in sufficient copies for each Initial Lender: (i) The new Revolving Credit Notes issued in connection with this Amendment and Restatement to the order of each of the Lenders which has a Commitment in a different amount from that, if any, with respect to the Existing Credit Agreement. (ii) A certificate of the Secretary or an Assistant Secretary of the Borrower certifying (A) that there are no amendments to the charter of the Borrower since the Effective Date of the Existing Credit Agreement and (B) the names and true signatures of the officers of the Borrower authorized to sign this Amendment and Restatement and the Notes, if any, and the other documents to be delivered hereunder by the Borrower. (iii) A favorable opinion of King & Spalding, counsel for the Borrower, in substantially the form of Exhibit G to the Existing Credit Agreement, but with such modifications as are required to address the Existing Credit Agreement, as amended by this Amendment and Restatement, in each such case in form and substance reasonably satisfactory to the Initial Lenders. (iv) A favorable opinion of Shearman & Sterling, counsel for the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent. (c) The representations and warranties contained in Section 4.01 of the Existing Credit Agreement shall be correct on and as of the Restatement Effective Date, before and after giving effect to the Restatement Effective Date, as though made on and as of such date. (d) No event shall have occurred and be continuing, or shall occur as a result of the occurrence of the Restatement Effective Date, that constitutes a Default. SECTION 3. Reference to and Effect on the Existing Credit Agreement and the Notes. (a) On and after the effectiveness of this Amendment and Restatement, each reference in the Existing Credit Agreement to "this Agreement", "hereunder", "hereof" or words of like import referring to the Existing Credit Agreement, and each reference in the Notes to "the Credit Agreement", "thereunder", "thereof" or words of like import referring to the Existing Credit Agreement, shall mean and be a reference to the Existing Credit Agreement, as amended by this Amendment and Restatement. (b) The Existing Credit Agreement and the Notes, as specifically amended by this Amendment and Restatement, are and shall continue to be in full force and effect and are hereby in all respects ratified and confirmed. (c) Without limiting any of the other provisions of the Existing Credit Agreement, as amended by this Amendment and Restatement, any references in the Existing Credit Agreement to the phrases "on the date hereof", "on the date of this Agreement" or words of similar import shall mean and be a reference to the date of the Existing Credit Agreement (which is April 30, 1998). SECTION 4. Costs and Expenses. The Borrower agrees to pay on demand all reasonable out-of-pocket costs and expenses of the Administrative Agent in connection with the preparation, execution, delivery and administration, modification and amendment of this Amendment and Restatement, the Notes and the other documents to be delivered hereunder (including, without limitation, the reasonable and documented fees and expenses of counsel for the Administrative Agent with respect hereto and thereto) in accordance with the terms of Section 8.04 of the Existing Credit Agreement. SECTION 5. Execution in Counterparts. This Amendment and Restatement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment and Restatement by telecopier shall be effective as delivery of an original executed counterpart of such signature page. SECTION 6. Governing Law. This Amendment and Restatement shall be governed by, and construed in accordance with, the laws of the State of New York. NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) IN WITNESS WHEREOF, the parties hereto have caused this Amendment and Restatement to be executed by their respective officers thereunto duly authorized, as of the date first above written. THE BORROWER UNITED PARCEL SERVICE OF AMERICA, INC., as Borrower By Name: Title: THE AGENTS CITIBANK, N.A., as Administrative Agent and Syndication Agent By Name: Title: BANK OF AMERICA, N.A., as Documentation Agent By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) SALOMON SMITH BARNEY INC., as Co-Arranger By Name: Title: BANC OF AMERICA SECURITIES LLC, as Co-Arranger By Name: Title: FIRST UNION NATIONAL BANK as Co-Agent By Name: Title: WACHOVIA BANK, N.A. as Co-Agent By_____________________________________________ Name: Title: ROYAL BANK OF CANADA as Co-Agent By_____________________________________________ Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) THE CHASE MANHATTAN BANK as Co-Agent By____________________________________________ Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) THE INITIAL LENDERS CITIBANK, N.A. By ---------------------------------------------- Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) BANK OF AMERICA, N.A. By Name: --------------------------- Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) FIRST UNION NATIONAL BANK By Name: --------------------------- Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) PNC BANK, NATIONAL ASSOCIATION By Name: --------------------------- Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) ROYAL BANK OF CANADA By Name: --------------------------- Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) THE CHASE MANHATTAN BANK By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) CREDIT SUISSE FIRST BOSTON By Name: Title: By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) DRESDNER BANK AG, NEW YORK AND GRAND CAYMAN BRANCHES By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) REVOLVING COMMITMENT VEHICLE CORPORATION By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) WELLS FARGO BANK, N.A. By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) WACHOVIA BANK, N.A. By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) ABN AMRO BANK N.V. By Name: Title: By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) BARCLAYS BANK PLC By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) THE FUJI BANK, LTD-- NEW YORK BRANCH By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) STATE STREET BANK AND TRUST COMPANY By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) BANK ONE, NA By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) MERRILL LYNCH BANK USA By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) SAN PAOLO IMI BANK By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) STANDARD CHARTERED BANK By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) MELLON BANK By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) UBS AG, STAMFORD BRANCH By Name: Title: By Name: Title: NYDOCS03/522300 Second Amended and Restated Credit Agreement (Five-Year Facility) BANCA COMMERCIALE ITALIANA, NEW YORK BRANCH By Name: Title: By Name: Title: SCHEDULE I TO THE AMENDMENT AND RESTATEMENT COMMITMENTS AND APPLICABLE LENDING OFFICES - ------------------ -------------- ----------------------- ---------------------- Name of Lender Commitment Domestic Lending Eurodollar Lending Office Office - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Citibank, N.A. $ 162,500,000 Citibank, N.A. Citibank, N.A. 2 Penns Way Suite 200 2 Penns Way Suite 200 New Castle, DE 19720 New Castle, DE 19720 Attn: Pat Dimery Attn: Pat Dimery T: (302) 894-6023 T: (302) 894-6023 F: (302) 894-6120 F: (302) 894-6120 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Bank of America, $ 137,500,000 Bank of America Bank of America N.A. 231 S. La Salle Street 231 S. La Salle Street Chicago, IL 60697 Chicago, IL 60697 Attn: Sharon Attn: Sharon Burks-Horos Burks-Horos T: (312) 828-2149 T: (312) 828-2149 F: (312) 974-1997 F: (312) 974-1997 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- The Chase $ 100,000,000 The Chase Manhattan The Chase Manhattan Manhattan Bank Bank Bank 1 Chase Manhattan 1 Chase Manhattan Plaza Plaza 8th Floor 8th Floor New York, NY 10081 New York, NY 10081 Attn: May Fong Attn: May Fong T: (212) 552-7314 T: (212) 552-7314 F: (212) 552-5650 F: (212) 552-5650 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- First Union $ 100,000,000 First Union National First Union National National Bank Bank Bank 214 Hogan Street 214 Hogan Street Attn: PTC FL0070 Attn: PTC FL0070 Jacksonville, FL Jacksonville, FL 32231-4142 32231-4142 Attn: Cindy Petry Attn: Cindy Petry T: (904) 489-6095 T: (904) 489-6095 F: (904) 489-1010 F: (904) 489-1010 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Royal Bank of $ 100,000,000 Royal Bank of Canada, Royal Bank of Canada, Canada Grand Cayman (North Grand Cayman (North America No.1) Branch America No.1) Branch c/o: New York Branch c/o: New York Branch One Liberty Plaza, One Liberty Plaza, 4th 4th Floor Floor New York, NY New York, NY 10006-1404 10006-1404 Attn: Manager, Loans Attn: Manager, Loans Administration Administration T: (212) 428-6322 T: (212) 428-6322 F: (212) 428-2372 F: (212) 428-2372 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Wachovia Bank, $ 100,000,000 Wachovia Bank, N.A. Wachovia Bank, N.A. N.A. 191 Peachtree Street, 191 Peachtree Street, N.E. N.E. MC: GA3940 MC: GA3940 Atlanta, GA 30303 Atlanta, GA 30303 Attn: Karen McClain Attn: Karen McClain T: (404) 332-6555 T: (404) 332-6555 F: (404) 332-5016 F: (404) 332-5016 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Bank One, NA $ 50,000,000 Bank One, NA Bank One, NA 1 Bank One Plaza 1 Bank One Plaza Chicago, IL 60670 Chicago, IL 60670 Attn: Greg Sjullie Attn: Greg Sjullie T: (312) 732-8872 T: (312) 732-8872 F: (312) 732-3885 F: (312) 732-3885 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Credit Suisse $ 50,000,000 Credit Suisse First Credit Suisse First First Boston Boston Boston 11 Madison Avenue 11 Madison Aveune New York, NY New York, NY 10010-3629 10010-3629 Attn: Robert Finney Attn: Robert Finney T: (212) 325-9038 T: (212) 325-9038 F: (212) 325-8319 F: (212) 325-8319 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Dresdner Bank $ 50,000,000 Dresdner Bank Dresdner Bank AG, New York and 75 Wall Street 75 Wall Street Grand Cayman New York, NY 10005 New York, NY 10005 Branches Attn: Ken Hamilton Attn: Ken Hamilton T: (212) 429-3201 T: (212) 429-3201 F: (212) 429-2524 F: (212) 429-2524 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Revolving $ 50,000,000 Morgan Guaranty Trust Morgan Guaranty Trust Commitment Company of New York Company of New York Vehicle 60 Wall Street 60 Wall Street Corporation New York, NY New York, NY 10260-0060 10260-0060 Attn: Mike Lobdell Attn: Mike Lobdell T: (212) 648-7642 T: (212) 648-7642 F: (212) 648-5895 F: (212) 648-5895 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Mellon Bank $ 50,000,000 Mellon Bank Mellon Bank One Mellon Bank Center One Mellon Bank Center Pittsburgh, PA Pittsburgh, PA 15258-0001 15258-0001 Attn: Daniel Lenckos Attn: Daniel Lenckos T: (412) 234-0733 T: (412) 234-0733 F: (412) 236-1914 F: (412) 236-1914 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- PNC Bank, N.A. $ 50,000,000 PNC Bank, N.A. PNC Bank, N.A. One PNC Plaza One PNC Plaza 249 Fifth Avenue 249 Fifth Avenue Pittsburgh, PA 15222 Pittsburgh, PA 15222 Attn: Marc Kennedy Attn: Marc Kennedy T: (412) 762-6547 T: (412) 762-6547 F: (412) 762-6484 F: (412) 762-6484 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- ABN AMRO Bank, $ 25,000,000 ABN AMRO Bank N.V. ABN AMRO Bank N.V. N.V. 208 South LaSalle 208 South LaSalle St., St., Suite 1500 Suite 1500 Chicago, IL 60604-1003 Chicago, IL 60604-1003 Attn: Loan Attn: Loan Administration Administration T: (312) 992-5160 T: (312) 992-5160 F: (312) 992-5155 F: (312) 992-5155 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Banca $ 25,000,000 Banca Commerciale Banca Commerciale Commerciale Italiana Italiana Italiana, New One William Street One William Street York New York, NY 10004 New York, NY 10004 Attn: John Michalisin Attn: John Michalisin T: (212) 607-3918 T: (212) 607-3918 F: (212) 809-2124 F: (212) 809-2124 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Barclays Bank PLC $ 25,000,000 Barclays Bank PLC Barclays Bank PLC 222 Broadway 222 Broadway New York, NY 10038 New York, NY 10038 Attn: Christina Attn: Christina Challenger-Batiz Challenger-Batiz T: (212) 412-3701 T: (212) 412-3701 F: (212) 412-5306 F: (212) 412-5306 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- The Fuji Bank, $ 25,000,000 The Fuji Bank, Ltd. - The Fuji Bank, Ltd. - Ltd. - New York New York Branch New York Branch Branch Two World Trade Center Two World Trade Center New York, NY New York, NY 10048-0042 10048-0042 Attn: Chigosa Tada Attn: Chigosa Tada T: (212) 898-2067 T: (212) 898-2067 F: (212) 912-0516 F: (212) 912-0516 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Merrill Lynch $ 25,000,000 Merrill Lynch Merrill Lynch Bank USA World Financial Center World Financial Center New York, NY New York, NY 10281-1307 10281-1307 Attn: Wylie Collins Attn: Wylie Collins T: (212) 449-4913 T: (212) 449-4913 F: (212) 449-2760 F: (212) 449-2760 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- San Paolo IMI $ 25,000,000 San Paolo IMI Bank San Paolo IMI Bank Bank 245 Park Avenue 245 Park Avenue New York, NY 10167 New York, NY 10167 Attn: Glen Binder Attn: Glen Binder T: (212) 692-3016 T: (212) 692-3016 F: (212) 692-3178 F: (212) 692-3178 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Standard $ 25,000,000 Standard Chartered Standard Chartered Bank Chartered Bank Bank 7 World Trade Center 7 World Trade Center New York, NY 10167 New York, NY 10167 Attn: Shafiq Rahman Attn: Shafiq Rahman T: (212) 667-0336 T: (212) 667-0336 F: (212) 667-0193 F: (212) 667-0193 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- State Street $ 25,000,000 State Street Bank and State Street Bank and Bank and Trust Trust Company Trust Company Company 2 Avenue De Lafayette 2 Avenue De Lafayette Boston, MA 02111 Boston, MA 02111 Attn: Ms. C. Attn: Ms. C. Jaynelle Jaynelle Landy, T: Landy, T: (617) (617) 662-3677 662-3677 F: (617) 662-4201 F: (617) 662-4201 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- UBS AG, Stamford $ 25,000,000 UBS AG, Stamford UBS AG, Stamford Branch Branch Branch 677 Washington Blvd. 677 Washington Blvd. Stamford, CT 06901 Stamford, CT 06901 Attn: Gregory Raue Attn: Gregory Raue T: (203) 719-3896 T: (203) 719-3896 F: (203) 719-3898 F: (203) 719-3898 - ------------------ -------------- ----------------------- ---------------------- - ------------------ -------------- ----------------------- ---------------------- Wells Fargo $ 25,000,000 Wells Fargo Bank, Wells Fargo Bank, Bank, National National Association National Association Association 1445 Ross Avenue, 4th 1445 Ross Avenue, 4th Floor Floor Dallas, TX 75202 Dallas, TX 75202 Attn: Scott D. Bjelde Attn: Scott D. Bjelde T: (512) 336-9153 T: (512) 336-9153 F: (512) 336-9154 F: (512) 336-9154 - ------------------ -------------- ----------------------- ---------------------- - ----------- TOTAL OF $ 1,250,000,000 COMMITMENTS