SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): February 18, 2003
_____________________
Commission File
Number
Exact name of registrant as
specified in its charter,
state of incorporation,
address of principal executive
offices, and telephone number
I.R.S. Employer
Identification
Number
1-3274
Florida Power Corporation
d/b/a Progress Energy Florida, Inc.
100 Central Avenue
St. Petersburg, Florida 33701
Telephone: (727) 820-5151
59-0247770
State of Incorporation: Florida
The address of the registrant has not changed since the last report.
ITEM 5. OTHER EVENTS
(a) UNDERWRITING AGREEMENT. The Registrant has entered into an
Underwriting Agreement, dated February 18, 2003, by and among the Registrant
and Banc One Capital Markets, Inc., Salomon Smith Barney Inc. and Wachovia
Securities, Inc., as representatives of the several underwriters, in connection
with the offering of $425,000,000 aggregate principal amount of the
Registrant’s First Mortgage Bonds, 4.80% Series due 2013, and $225,000,000
aggregate principal amount of the Registrant’s First Mortgage Bonds, 5.90%
Series due 2033, each registered with the Securities and Exchange Commission on
Form S-3 (Reg. No. 333-63204). A copy of the Underwriting Agreement is filed
herewith as Exhibit 1.
(b) FORTY-FIRST SUPPLEMENTAL INDENTURE. The Registrant has entered into a
Forty-First Supplemental Indenture, dated as of February 1, 2003, to its
Indenture, dated January 1, 1944, as supplemented, (the “Mortgage”), with First
Chicago Trust Company of New York, as successor Trustee, in connection with the
issuance of the Registrant’s First Mortgage Bonds, 4.80% Series due 2013 and
5.90% Series due 2033. A copy of the Forty-First Supplemental Indenture to the
Mortgage is filed herewith as Exhibit 4.
ITEM 7.
FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c)
EXHIBITS.
1
Underwriting Agreement, dated February 18,
2003, by and among the Registrant and Banc One Capital
Markets, Inc., Salomon Smith Barney Inc. and Wachovia
Securities, Inc., as representatives of the several
underwriters.
4
Forty-First Supplemental Indenture, dated as of
February 1, 2003, to the Registrant’s Indenture, dated
January 1, 1944, as supplemented, (the “Mortgage”), with
First Chicago Trust Company of New York, as successor
Trustee.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 21, 2003
FLORIDA
POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
By:
/s/ Peter M. Scott III
Peter M. Scott III
Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
1
Underwriting Agreement, dated February 18, 2003, by and among the
Registrant and Banc One Capital Markets, Inc., Salomon Smith Barney Inc.
and Wachovia Securities, Inc., as representatives of the several
underwriters.
4
Forty-First Supplemental Indenture, dated as of February 1, 2003, to the
Registrant’s Indenture, dated January 1, 1944, as supplemented, (the
“Mortgage”), with First Chicago Trust Company of New York, as successor
Trustee.
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
First Mortgage Bonds
4.80% Series due 2013
5.90% Series due 2033
UNDERWRITING AGREEMENT
February 18, 2003
To the Representative named in Schedule I hereto of the Underwriters named in Schedule II hereto
Dear Ladies and Gentlemen:
The undersigned Florida Power Corporation d/b/a Progress Energy Florida, Inc. (the "Company") hereby confirms its agreement with each of the several Underwriters hereinafter named as follows:
1. Underwriters and Representative. The term "Underwriters" as used herein shall be deemed to mean the firm or the several firms named in Schedule II of this Underwriting Agreement (the "Agreement") and any underwriter substituted as provided in paragraph 6, and the term "Underwriter" shall be deemed to mean any one of such Underwriters. If the firm or firms listed in Schedule I hereto (individually and collectively, the "Representative") are the same as the firm or firms listed in Schedule II hereto, then the terms "Underwriters" and "Representative," as used herein, shall each be deemed to refer to such firm or firms. Each Representative represents jointly and severally that they have been authorized by the Underwriters to execute this Agreement on their behalf and to act for them in the manner herein provided. All obligations of the Underwriters hereunder are several and not joint. If more than one firm is named in Schedule I hereto, any action under or in respect of this Agreement may be taken by such firms jointly as the Representative or by one of the firms acting on behalf of the Representative, and such action will be binding upon all the Underwriters.
2. Description of Securities. The Company proposes to issue and sell its First Mortgage Bonds of the designation, with the terms and in the amount specified in Schedule I hereto (the "Securities"), under its Indenture, dated as of January 1, 1944, with First Chicago Trust Company of New York, as successor Trustee, as supplemented by the Seventh, Eighth, Sixteenth, Twenty-Ninth, Thirty-Eighth and Fortieth supplemental indentures, and as it will be further supplemented by the Forty-First Supplemental Indenture relating to the Securities (the "Supplemental Indenture"), in substantially the form heretofore delivered to the Representative, said Indenture as supplemented by the Seventh, Eighth, Sixteenth, Twenty-Ninth, Thirty-Eighth and Fortieth supplemental indentures, and to be supplemented by the Supplemental Indenture being hereinafter referred to as the "Mortgage."
3. Representations and Warranties of the Company. The Company represents and warrants to each of the Underwriters that:
(a) The Company has filed with the Securities and Exchange Commission (the "Commission") a Registration Statement on Form S-3 (No. 333-63204) (the "New Registration Statement") under the Securities Act of 1933, as amended (the "Securities Act"), for the registration of up to an aggregate of $380,000,000 principal amount of First Mortgage Bonds and Debt Securities in unallocated amounts. The New Registration Statement also constituted Post-Effective Amendment No. 1 to three other Registration Statements on Form S-3, each as set forth on Schedule I (collectively, the "Post-Effective Amendments" and together with the New Registration Statement, the "Registration Statement") under the Securities Act relating to an aggregate of $620,000,000 principal amount of the Company's securities, which had been previously registered under the Securities Act but remained unsold at the time the Post-Effective Amendments became effective. The Registration Statement contained a combined prospectus for the sale of $1,000,000,000 of the Company's First Mortgage Bonds and Debt Securities (the "Registered Securities") in unallocated amounts, as each is defined in the Registration Statement. The Registration Statement was declared effective by the Commission on June 26, 2001. As of the date hereof, the Company has sold Registered Securities in an aggregate principal amount of $300,000,000. The term "Registration Statement" shall be deemed to include all amendments to the date hereof and all documents incorporated by reference therein (the "Incorporated Documents"). The combined prospectus included in the Registration Statement, as supplemented by a preliminary prospectus supplement, dated February 18, 2003, relating to the Securities, and all prior amendments or supplements thereto (other than amendments or supplements relating to Registered Securities other than the Securities), including the Incorporated Documents, is hereinafter referred to as the "Preliminary Prospectus." The combined prospectus included in the Registration Statement, as it is to be supplemented by a prospectus supplement, dated on the date hereof, substantially in the form delivered to the Representative prior to the execution hereof, relating to the Securities (the "Prospectus Supplement") and all prior amendments or supplements thereto (other than amendments or supplements relating to securities of the Company other than the Securities), including the Incorporated Documents, is hereinafter referred to as the "Prospectus." Any reference herein to the terms "amend," "amendment" or "supplement" with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing of any document under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), deemed to be incorporated therein after the date hereof and prior to the termination of the offering of the Securities by the Underwriters; and any references herein to the terms "Registration Statement" or "Prospectus" at a date after the filing of the Prospectus Supplement shall be deemed to refer to the Registration Statement or the Prospectus, as the case may be, as each may be amended or supplemented prior to such date.
(b) The Registration Statement, at the time and date it was declared effective by the Commission, complied, and the Registration Statement, the Prospectus and the Mortgage, at the date the Prospectus is filed with, or transmitted for filing to, the Commission pursuant to Rule 424 under the Securities Act ("Rule 424") and at the Closing Date, will comply, in all material respects, with the applicable provisions of the Securities Act and the Trust Indenture Act of 1939, as amended (the "1939 Act"), and the applicable rules and regulations of the Commission thereunder; the Registration Statement, at the time and date it was declared effective by the Commission, did not
contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; and the Prospectus, at the date it is filed with, or transmitted for filing to, the Commission pursuant to Rule 424 and at the Closing Date, will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the foregoing representations and warranties in this subparagraph (b) shall not apply to statements or omissions made in reliance upon and in conformity with information furnished herein or in writing to the Company by the Representative or by or on behalf of any Underwriter through the Representative expressly for use in the Prospectus or to any statements in or omissions from the Statement of Eligibility (Form T-1) of the Trustee. The Incorporated Documents, when they were filed with the Commission, complied in all material respects with the applicable requirements of the Exchange Act and the rules and regulations of the Commission thereunder, and any documents so filed and incorporated by reference subsequent to the date hereof and prior to the termination of the offering of the Securities by the Underwriters will, when they are filed with the Commission, comply in all material respects with the requirements of the Exchange Act and the rules and regulations of the Commission thereunder; and, when read together with the Registration Statement and the Prospectus, none of such documents included or includes or will include any untrue statement of a material fact or omitted or omits or will omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.
(c) The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Florida; has corporate power and authority to own, lease and operate its properties and to conduct its business as contemplated under this Agreement and the other agreements to which it is a party; and is duly qualified as a foreign corporation to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except where the failure to so qualify would not have a material adverse effect on the business, properties, results of operations or financial condition of the Company.
(d) The historical financial statements incorporated by reference in the Registration Statement present fairly the financial condition and operations of the Company at the respective dates or for the respective periods to which they apply; such financial statements have been prepared in each case in accordance with generally accepted accounting principles consistently applied throughout the periods involved, except that the quarterly financial statements incorporated by reference from any Quarterly Reports on Form 10-Q contain condensed footnotes prepared in accordance with applicable Exchange Act rules and regulations; and any accounting firms that have audited any of the financial statements are independent public or independent certified public accountants as required by the Securities Act or the Exchange Act and the rules and regulations of the Commission thereunder.
(e) Except as reflected in, or contemplated by, the Registration Statement and the Prospectus, since the respective dates as of which information is given in the Registration Statement and Prospectus, and prior to the Closing Date, (i) there has not been any material adverse change in the business, properties, results of operations or financial condition of the Company, (ii) there has not been any material transaction entered into by the Company other than transactions contemplated by the Registration Statement and Prospectus or transactions arising in the ordinary course of business and (iii) the Company has no material contingent obligation that is not disclosed in the Registration Statement and Prospectus that could likely result in a material adverse change in the business, properties, results of operations or financial condition of the Company.
(f) The Company has full power and authority to execute, deliver and perform its obligations under this Agreement. The execution and delivery of this Agreement, the consummation of the transactions herein contemplated and the fulfillment of the terms hereof on the part of the Company to be fulfilled have been duly authorized by all necessary corporate action of the Company in accordance with the provisions of its articles of incorporation, as amended (the "Charter"), by-laws and applicable law; and the Securities, when issued and delivered as provided herein, will constitute legal, valid and binding obligations of the Company in accordance with their terms subject to (i) applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or similar laws affecting mortgagees' and other creditors' rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding at law or in equity and except for the effect on enforceability of federal or state law limiting, delaying or prohibiting the making of payments outside the United States; provided, however, that certain remedies, waivers and other provisions of the Securities may not be enforceable, but such unenforceability will not render the Securities invalid as a whole or affect the judicial enforcement of (i) the obligation of the Company to repay the principal, together with the interest thereon as provided in the Securities or (ii) the right of the Trustee to exercise its right to foreclose under the Mortgage.
(g) The consummation of the transactions herein contemplated and the fulfillment of the terms hereof will not result in a breach of any of the terms or provisions of, or constitute a default under, the Charter, the Company's by-laws, applicable law or any indenture, mortgage, deed of trust or other agreement or instrument to which the Company is now a party or any judgment, order, writ or decree of any government or governmental authority or agency or court having jurisdiction over the Company or any of its assets, properties or operations that, in the case of any such breach or default, would have a material adverse effect on the business, properties, results of operations or financial condition of the Company.
(h) The Securities conform in all material respects to the description contained in the Prospectus.
(i) The Company does not have any significant subsidiaries as defined in Rule 1-02 of Regulation S-X promulgated under the Securities Act.
(j) The Mortgage (A) has been duly authorized, executed and delivered by the Company, and, assuming due authorization, execution and delivery of the Supplemental Indenture by the Trustee, constitutes a valid and legally binding obligation of the Company, enforceable against the Company in accordance with its terms, subject to (i) applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or similar laws affecting creditors' rights generally and (ii) general principles of equity (regardless of whether such enforceability is considered in a proceeding at law or in equity and except for the effect on enforceability of federal or state law limiting, delaying or prohibiting the making of payments outside the United States); and (B) conforms in all material respects to the description thereof in the Prospectus. The Mortgage has been qualified under the 1939 Act.
(k) The Company is not an "investment company" within the meaning of the Investment Company Act of 1940, as amended (the "1940 Act").
(l) Except as described in or contemplated by the Prospectus, there are no pending actions, suits or proceedings (regulatory or otherwise) against or affecting the Company or its properties that are likely in the aggregate to result in any material adverse change in the business, properties, results of operations or financial condition of the Company, or that are likely in the aggregate to materially and adversely affect the Mortgage, the Securities or the consummation of this Agreement or the transactions contemplated herein or therein.
(m) No filing with, or authorization, approval, consent, license, order, registration, qualification or decree of, any court or governmental authority or agency is necessary or required for the performance by the Company of its obligations hereunder in connection with the offering, issuance or sale of the Securities hereunder or the consummation of the transactions herein contemplated or for the due execution, delivery or performance of the Indenture by the Company, except such as have already been made or obtained or as may be required under the Securities Act or state securities laws and except for the qualification of the Indenture under the 1939 Act.
4. Purchase and Sale. On the basis of the representations, warranties and covenants herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell to each of the Underwriters, severally and not jointly, and each such Underwriter agrees, severally and not jointly, to purchase from the Company, the respective principal amount of Securities of each series set forth opposite the name of such Underwriter in Schedule II hereto at the purchase price set forth in Schedule I hereto.
5. Reoffering by Underwriters. The Underwriters agree to make promptly a bona fide public offering of the Securities to the public for sale as set forth in the Prospectus, subject, however, to the terms and conditions of this Agreement.
6. Time and Place of Closing; Default of Underwriters.
(a) Payment for the Securities shall be made at the place, time and date specified in Schedule I hereto against delivery of the Securities at the office of First
Chicago Trust Company of New York, 151 West 51st Street, 5th Floor, New York, New York 10019, or such other place, time and date as the Representative and the Company may agree. The hour and date of such delivery and payment are herein called the "Closing Date." Payment for the Securities shall be by wire transfer of immediately available funds against delivery to The Depository Trust Company or to First Chicago Trust Company of New York, as custodian for The Depository Trust Company, in fully registered global form registered in the name of CEDE & Co., as nominee for the Depository Trust Company, for the respective accounts specified by the Representative not later than the close of business on the business day prior to the Closing Date or such other date and time not later than the Closing Date as agreed by The Depository Trust Company or First Chicago Trust Company of New York. For the purpose of expediting the checking of the certificates by the Representative, the Company agrees to make the Securities available to the Representative not later than 10:00 A.M. New York time, on the last full business day prior to the Closing Date at said office of First Chicago Trust Company of New York.
(b) If one or more Underwriters shall, for any reason other than a reason permitted hereunder, fail to take up and pay for the principal amount of the Securities of any series to be purchased by such one or more Underwriters, the Company shall immediately notify the Representative, and the non-defaulting Underwriters shall be obligated to take up and pay for (in addition to the respective principal amount of the Securities of such series set forth opposite their respective names in Schedule II hereto) the principal amount of such series that the Securities that such defaulting Underwriter or Underwriters failed to take up and pay for, up to a principal amount thereof equal to, in the case of each such non-defaulting Underwriter, 10% of the principal amount of the Securities of such series set forth opposite the name of such non-defaulting Underwriter in said Schedule II, and such non-defaulting Underwriters shall have the right, within 24 hours of receipt of such notice, either to take up and pay for (in such proportion as may be agreed upon among them), or to substitute another Underwriter or Underwriters, satisfactory to the Company, to take up and pay for the remaining principal amount of the Securities that the defaulting Underwriter or Underwriters agreed but failed to purchase. If any unpurchased Securities still remain, then the Company or the Representative shall be entitled to an additional period of 24 hours within which to procure another party or parties, members of the National Association of Securities Dealers, Inc. (or if not members of such Association, who are not eligible for membership in said Association and who agree (i) to make no sales within the United States, its territories or its possessions or to persons who are citizens thereof or residents therein and (ii) in making sales to comply with said Association's Conduct Rules) and satisfactory to the Company, to purchase or agree to purchase such unpurchased Securities on the terms herein set forth. In any such case, either the Representative or the Company shall have the right to postpone the Closing Date for a period not to exceed three full business days from the date agreed upon in accordance with this paragraph 6, in order that the necessary changes in the Registration Statement and Prospectus and any other documents and arrangements may be effected. If (i) neither the non-defaulting Underwriters nor the Company has arranged for the purchase of such unpurchased Securities by another party or parties as above provided and (ii) the Company and the non-defaulting Underwriters have not mutually agreed to offer and sell the Securities other than the unpurchased Securities,
then this Agreement shall terminate without any liability on the part of the Company or any Underwriter (other than an Underwriter that shall have failed or refused, in accordance with the terms hereof, to purchase and pay for the principal amount of the Securities that such Underwriter has agreed to purchase as provided in paragraph 4 hereof), except as otherwise provided in paragraph 7 and paragraph 8 hereof.
7. Covenants of the Company. The Company covenants with each Underwriter that:
(a) As soon as reasonably possible after the execution and delivery of this Agreement, the Company will file the Prospectus with the Commission pursuant to Rule 424, setting forth, among other things, the necessary information with respect to the terms of offering of the Securities. Upon request, the Company will promptly deliver to the Representative and to counsel for the Underwriters, to the extent not previously delivered, one fully executed copy or one conformed copy, certified by an officer of the Company, of the Registration Statement, as originally filed, and of all amendments thereto, heretofore or hereafter made (other than those relating solely to Registered Securities other than the Securities), including any post-effective amendment (in each case including all exhibits filed therewith and all documents incorporated therein not previously furnished to the Representative), including signed copies of each consent and certificate included therein or filed as an exhibit thereto, and will deliver to the Representative for distribution to the Underwriters as many conformed copies of the foregoing (excluding the exhibits, but including all documents incorporated therein) as the Representative may reasonably request. The Company will also send to the Underwriters as soon as practicable after the date of this Agreement and thereafter from time to time as many copies of the Prospectus and the Preliminary Prospectus as the Representative may reasonably request for the purposes required by the Securities Act.
(b) During such period (not exceeding nine months) after the commencement of the offering of the Securities as the Underwriters may be required by law to deliver a Prospectus, if any event relating to or affecting the Company, or of which the Company shall be advised in writing by the Representative shall occur, which in the opinion of the Company or the Representative should be set forth in a supplement to or an amendment of the Prospectus in order to make the Prospectus not misleading in the light of the circumstances when it is delivered to a purchaser, or if it is necessary to amend the Prospectus to comply with the Securities Act, the Company will forthwith at its expense prepare and furnish to the Underwriters and dealers named by the Representative a reasonable number of copies of a supplement or supplements or an amendment or amendments to the Prospectus that will supplement or amend the Prospectus so that as supplemented or amended it will comply with the Securities Act and will not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances when the Prospectus is delivered to a purchaser, not misleading. In case any Underwriter is required to deliver a Prospectus after the expiration of nine months after the commencement of the offering of the Securities, the Company, upon the request of the Representative, will furnish to the Representative, at the expense of such Underwriter, a reasonable quantity of a supplemented or amended prospectus, or supplements or amendments to the Prospectus, complying with Section 10(a) of the Securities Act.
(c) The Company will make generally available to its security holders, as soon as reasonably practicable, but in any event not later than 16 months after the end of the fiscal quarter in which the filing of the Prospectus pursuant to Rule 424 occurs, an earning statement (in form complying with the provisions of Section 11(a) of the Securities Act, which need not be certified by independent public accountants) covering a period of twelve months beginning not later than the first day of the Company's fiscal quarter next following the filing of the Prospectus pursuant to Rule 424.
(d) The Company will use its best efforts promptly to do and perform all things to be done and performed by it hereunder prior to the Closing Date and to satisfy all conditions precedent to the delivery by it of the Securities.
(e) As soon as reasonably possible after the Closing Date, the Company will cause the Supplemental Indenture to be recorded in all recording offices in the State of Florida in which the property intended to be subject to the lien of the Mortgage is located.
(f) The Company will advise the Representative, or the Representative's counsel, promptly of the filing of the Prospectus pursuant to Rule 424 and of any amendment or supplement to the Prospectus or Registration Statement or of official notice of institution of proceedings for, or the entry of, a stop order suspending the effectiveness of the Registration Statement and, if such a stop order should be entered, use its best efforts to obtain the prompt removal thereof.
(g) The Company will use its best efforts to qualify the Securities, as may be required, for offer and sale under the Blue Sky or legal investment laws of such jurisdictions as the Representative may designate and will file and make in each year such statements or reports as are or may be reasonably required by the laws of such jurisdictions; provided, however, that the Company shall not be required to qualify as a foreign corporation or dealer in securities, or to file any general consents to service of process, under the laws of any jurisdiction.
(h) Prior to the termination of the offering of the Securities, the Company will not file any amendment to the Registration Statement or supplement to the Prospectus which shall not have previously been furnished to the Representative or of which the Representative shall not previously have been advised or to which the Representative shall reasonably object in writing and which has not been approved by the Underwriter(s) or their counsel acting on behalf of the Underwriters.
8. Payment of Expenses. The Company will pay all expenses
incident to the performance of its obligations under this Agreement, including
(i) the printing and filing of the Registration Statement and the printing of
this Agreement, (ii) the delivery of the Securities to the Underwriters, (iii)
the fees and disbursements of the Company's counsel and accountants, (iv) the
expenses in connection with the qualification of the Securities under securities
laws in accordance with the provisions of paragraph 7(g), including filing fees
and the fees and disbursements of counsel for the Underwriters in connection
therewith, such fees and disbursements not to exceed $7,500, (v) the printing
and delivery to the Underwriters of copies of the Registration Statement and all
amendments thereto, of the preliminary prospectuses, and
of the Prospectus and any amendments or supplements thereto, (vi) the printing and delivery to the Underwriters of copies of the Blue Sky Survey and (vii) the preparation, execution, filing and recording by the Company of the Supplemental Indenture (such filing and recordation to be promptly made after execution and delivery of the Supplemental Indenture to the Trustee under the Mortgage in the counties in which the mortgaged property of the Company is located); and the Company will pay all taxes, if any (but not including any transfer taxes), on the issue of the Securities and the filing and recordation of the Supplemental Indenture. The fees and disbursements of Underwriters' counsel shall be paid by the Underwriters (subject, however, to the provisions of this paragraph 8 requiring payment by the Company of fees and disbursements not to exceed $7,500); provided, however, that if this Agreement is terminated in accordance with the provisions of paragraph 9, 10 or 12 hereof, the Company shall reimburse the Representative for the account of the Underwriters for the fees and disbursements of Underwriters' counsel. The Company shall not be required to pay any amount for any expenses of the Representative or of any other of the Underwriters except as provided in paragraph 7 hereof and in this paragraph 8. The Company shall not in any event be liable to any of the Underwriters for damages on account of the loss of anticipated profit.
9. Conditions of Underwriters' Obligations. The several obligations of the Underwriters to purchase and pay for the Securities shall be subject to the accuracy of the representations and warranties on the part of the Company as of the date hereof and the Closing Date, to the performance by the Company of its obligations to be performed hereunder prior to the Closing Date, and to the following further conditions:
(a) No stop order suspending the effectiveness of the Registration Statement shall be in effect on the Closing Date and no proceedings for that purpose shall be pending before, or, to the Company's knowledge, threatened by, the Commission on the Closing Date. The Representative shall have received, prior to payment for the Securities, a certificate dated the Closing Date and signed by the Chairman, President, Treasurer or a Vice President of the Company to the effect that no such stop order is in effect and that no proceedings for such purpose are pending before or, to the knowledge of the Company, threatened by the Commission.
(b) At the time of execution of this Agreement, or such later date as shall have been consented to by the Representative, there shall have been issued, and on the Closing Date there shall be in full force and effect, an order of the Florida Public Service Commission authorizing the issuance and sale of the Securities, which shall not contain any provision unacceptable to the Representative by reason of its being materially adverse to the Company (it being understood that no such order in effect on the date of this Agreement and heretofore furnished to the Representative or counsel for the Underwriters contains any such unacceptable provision).
(c) At the Closing Date, the Representative shall receive favorable opinions from: (1) Hunton & Williams, counsel to the Company, which opinion shall be satisfactory in form and substance to counsel for the Underwriters, and (2) Dewey Ballantine LLP, counsel for the Underwriters, in each of which opinions (except as to subdivision (vi) (as to documents incorporated by reference, at the time they were filed with the Commission) as to which Dewey Ballantine LLP need express no opinion) said
counsel may rely as to all matters of Florida law upon the opinion of R. Alexander Glenn, Associate General Counsel of Progress Energy Service Company LLC, acting as Counsel to the Company, to the effect that:
(i) The Mortgage has been duly and validly authorized by all necessary corporate action (with this opinion required in the Hunton & Williams and Dewey Ballantine LLP opinions only as to the original Indenture dated as of January 1, 1944 and the Supplemental Indentures subsequent to, but not including, the Thirty-Eighth Supplemental Indenture), has been duly and validly executed and delivered by the Company (with this opinion required in the Hunton & Williams and Dewey Ballantine LLP opinions only as to the original Indenture dated as of January 1, 1944 and the Supplemental Indentures subsequent to, but not including, the Thirty-Eighth Supplemental Indenture), and is a valid and binding mortgage of the Company enforceable in accordance with its terms, except as limited by bankruptcy, insolvency or other laws affecting mortgagees' and other creditors' rights and general equitable principles and any implied covenant of good faith and fair dealing (with this opinion required in the Hunton & Williams and Dewey Ballantine LLP opinions only as to the original Indenture dated as of January 1, 1944 and the Supplemental Indentures subsequent to, but not including, the Thirty-Eighth Supplemental Indenture); provided, however, that certain remedies, waivers and other provisions of the Mortgage may not be enforceable, but such unenforceability will not render the Mortgage invalid as a whole or affect the judicial enforcement of (i) the obligation of the Company to repay the principal, together with the interest thereon as provided in the Securities or (ii) the right of the Trustee to exercise its right to foreclose under the Mortgage;
(ii) The Mortgage has been duly qualified under the 1939 Act;
(iii) Assuming authentication of the Securities by the Trustee in accordance with the Mortgage and delivery of the Securities to and payment for the Securities by the Underwriters, as provided in this Agreement, the Securities have been duly and validly authorized, executed and delivered and are legal, valid and binding obligations of the Company enforceable in accordance with their terms, except as limited by bankruptcy, insolvency or other laws affecting mortgagees' and other creditors' rights and general equitable principles and any implied covenant of good faith and fair dealings, and are entitled to the benefits of the security afforded by the Mortgage, and are secured equally and ratably with all other bonds outstanding under the Mortgage except insofar as any sinking or other fund may afford additional security for the bonds of any particular series;
(iv) The statements made in the Prospectus under the caption "Description of First Mortgage Bonds" and in the Prospectus Supplement under the captions "Certain Terms of the Bonds" and "Description of First Mortgage Bonds," insofar as they purport to constitute summaries of the documents referred to therein, are accurate summaries in all material respects;
(v) This Agreement has been duly and validly authorized, executed and delivered by the Company;
(vi) The Registration Statement, at the time and date it was declared effective by the Commission, and the Preliminary Prospectus and the Prospectus, at the time each was filed with, or transmitted for filing to, the Commission pursuant to Rule 424 (except as to the financial statements and other financial and statistical data constituting a part thereof or incorporated by reference therein, upon which such opinions need not pass), complied as to form in all material respects with the requirements of the Securities Act and the 1939 Act and the applicable instructions, rules and regulations of the Commission thereunder; the documents or portions thereof filed with the Commission pursuant to the Exchange Act and deemed to be incorporated by reference in the Registration Statement, the Preliminary Prospectus and the Prospectus pursuant to Item 12 of Form S-3 (except as to financial statements and other financial and statistical data constituting a part thereof or incorporated by reference therein and that part of the Registration Statement that constitutes the Statement of Eligibility on Form T-1, upon which such opinions need not pass), at the time they were filed with the Commission, complied as to form in all material respects with the requirements of the Exchange Act and the applicable instructions, rules and regulations of the Commission thereunder; the Registration Statement has become effective under the Securities Act and, to the best of the knowledge of said counsel, no stop order suspending the effectiveness of the Registration Statement has been issued and not withdrawn, and no proceedings for a stop order with respect thereto are threatened or pending under Section 8 of the Securities Act;
(vii) Nothing has come to the attention of said counsel that would lead them to believe that the Registration Statement, at the time and date it was declared effective by the Commission, contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading; and nothing has come to the attention of said counsel that would lead them to believe that (x) the Preliminary Prospectus, at the time it was filed with, or transmitted for filing to, the Commission pursuant to Rule 424, included an untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading or (y) the Prospectus, at the time it was filed with, or transmitted for filing to, the Commission pursuant to Rule 424 or, as amended or supplemented, at the Closing Date, included or includes an untrue statement of a material fact or omitted or omits to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading (except as to financial statements and other financial and statistical data constituting a part of the Registration Statement, the Preliminary Prospectus or the Prospectus or incorporated by reference therein and that part of the Registration Statement that constitutes the Statement of Eligibility on Form T-1, upon which such opinions need not pass);
(d) At the Closing Date, the Representative shall receive
from R. Alexander Glenn, Associate General Counsel of Progress Energy
Service Company, LLC, acting as Counsel to the Company, a favorable
opinion in form and substance satisfactory to counsel for the
Underwriters, to the same effect with respect to the matters enumerated
in subdivisions (i) through (v) and subdivision (vii) of subparagraph
(c) of this paragraph 9 as the opinions required by said subparagraph
(c), and to the further effect that:
(i) The Company is a validly organized and existing corporation under the laws of the State of Florida;
(ii) The Company is duly authorized by its Charter to conduct the business that it is now conducting as set forth in the Prospectus;
(iii) The Company is an electrical utility engaged in the business of generating, transmitting, distributing and selling electric power to the general public in the State of Florida;
(iv) The Company has valid and subsisting franchises, licenses and permits adequate for the conduct of its business, except where the failure to hold such franchises, licenses and permits would not have a material adverse effect on the business, properties, results of operations or financial condition of the Company;
(v) The Company has good and marketable title,
with minor exceptions, restrictions and reservations in
conveyances, and defects that are of the nature ordinarily
found in properties of similar character and magnitude and
that, in his opinion, will not in any substantial way impair
the security afforded by the Mortgage, to all the properties
described in the granting clauses of the Mortgage and upon
which the Mortgage purports to create a lien. The description
in the Mortgage of the above-mentioned properties is legally
sufficient to constitute the Mortgage a lien upon said
properties, including without limitation properties hereafter
acquired by the Company (other than those expressly excepted
and reserved therefrom). Said properties constitute
substantially all the permanent physical properties and
franchises (other than those expressly excepted and reserved
therefrom) of the Company and are held by the Company free and
clear of all liens and encumbrances except the lien of the
Mortgage and excepted encumbrances, as defined in the
Mortgage. The properties of the Company are subject to liens
for current taxes, which it is the practice of the Company to
pay regularly as and when due. The Company has easements for
rights-of-way adequate for the operations and maintenance of
its transmission and distribution lines that are not
constructed upon public highways. The Company has followed the
practice generally of acquiring (i) certain rights-of-way and
easements and certain small parcels of fee property
appurtenant thereto and for use in conjunction therewith and
(ii) certain other properties of small or inconsequential
value, without an examination of title and, as to the title to
lands affected by said rights-of-way and easements, of not
examining the title of the lessor or grantor whenever the
lands affected by such rights-of-way and easements are not of
such
substantial value as in the opinion of the Company to justify the expense attendant upon examination of titles in connection therewith. In the opinion of said counsel, such practice of the Company is consistent with sound economic practice and with the method followed by other companies engaged in the same business and is reasonably adequate to assure the Company of good and marketable title to all such property acquired by it. It is the opinion of said counsel that any such conditions or defects as may be covered by the above recited exceptions are not substantial and would not materially interfere with the Company's use of such properties or with its business operations. The Company has the right of eminent domain in the State of Florida under which it may, if necessary, perfect or obtain title to privately owned land or acquire easements or rights-of-way required for use or used by the Company in its public utility operations;
(vi) The Mortgage has been recorded and filed in such manner and in such places as may be required by law in order fully to preserve and protect, in all material respects, the security of the bondholders and all rights of the Trustee thereunder; and the Supplemental Indenture relating to the Securities is in proper form for filing for record both as a real estate mortgage and as a security interest in all counties in the State of Florida in which any of the property (except as any therein or in the Mortgage are expressly excepted) described therein or in the Mortgage as subject to the lien of the Mortgage is located and, upon such recording, the Supplemental Indenture will constitute adequate record notice to perfect the lien of the Mortgage, and preserve and protect, in all material respects, the security of the bondholders and all rights of the Trustee, as to all mortgaged and pledged property acquired by the Company subsequent to the recording of the Fortieth Supplemental Indenture and prior to the recording of the Supplemental Indenture;
(vii) The Mortgage constitutes a valid, direct and first mortgage lien of record upon all franchises and properties now owned by the Company (other than those expressly excepted therefrom and other than those franchises and properties which are not, individually or in the aggregate, material to the Company or the security afforded by the Mortgage) situated in the State of Florida, as described or referred to in the granting clauses of the Mortgage, subject to the exceptions as to bankruptcy, insolvency and other laws stated in subdivision (i) of subparagraph (c) above;
(viii) The issuance and sale of the Securities have been duly authorized by all necessary corporate action on the part of the Company;
(ix) An order has been entered by the Florida Public Service Commission authorizing the issuance and sale of the Securities, and to the best of the knowledge of said counsel, said order is still in force and effect; and no further filing with, approval, authorization, consent or other order of any public board or body (except such as have been obtained under the Securities Act and as may be required under the state securities or Blue Sky laws of any jurisdiction) is legally
required for the consummation of the transactions contemplated in this Agreement;
(x) Except as described in or contemplated by the Prospectus, there are no pending actions, suits or proceedings (regulatory or otherwise) against the Company or any properties that are likely, in the aggregate, to result in any material adverse change in the business, properties, results of operations or financial condition of the Company or that are likely, in the aggregate, to materially and adversely affect the Mortgage, the Securities or the consummation of this Agreement, or the transactions contemplated herein or therein; and
(xi) The consummation of the transactions herein
contemplated and the fulfillment of the terms hereof will not
(i) result in a breach of any of the terms or provisions of,
or constitute a default under, the Charter or the Company's
by-laws or (ii) result in a material breach of any terms or
provisions of, or constitute a default under, any applicable
law, indenture, mortgage, deed of trust or other agreement or
instrument to which the Company is now a party or any
judgment, order, writ or decree of any government or
governmental authority or agency or court having jurisdiction
over the Company or any of its assets, properties or
operations that, in the case of any such breach or default,
would have a material adverse effect on business, properties,
results of operations or financial condition of the Company.
(e) The Representative shall have received on the date hereof and shall receive on the Closing Date from each of Deloitte & Touche LLP and KPMG LLP, a letter addressed to the Representative containing statements and information of the type ordinarily included in accountants' SAS 72 "comfort letters" to underwriters with respect to the audit reports, financial statements and certain financial information contained in or incorporated by reference into the Prospectus.
(f) At the Closing Date, the Representative shall receive a certificate of the Chairman, President, Treasurer or a Vice President of the Company, dated the Closing Date, to the effect that the representations and warranties of the Company in this Agreement are true and correct as of the Closing Date.
(g) All legal proceedings taken in connection with the sale and delivery of the Securities shall have been satisfactory in form and substance to counsel for the Underwriters, and the Company, as of the Closing Date, shall be in compliance with any governing order of the Florida Public Service Commission, except where the failure to comply with such order would not be material to the offering or validity of the Securities.
In case any of the conditions specified above in this paragraph 9 shall not have been fulfilled or waived by 2:00 P.M. on the Closing Date, this Agreement may be terminated by the Representative by delivering written notice thereof to the Company. Any such termination shall be without liability of any party to any other party except as otherwise provided in paragraphs 7 and 8 hereof.
10. Conditions of the Company's Obligations. The obligations of the Company to deliver the Securities shall be subject to the following conditions:
(a) No stop order suspending the effectiveness of the Registration Statement shall be in effect on the Closing Date, and no proceedings for that purpose shall be pending before or threatened by the Commission on the Closing Date.
(b) Prior to 12:00 Noon, New York time, on the day following the date of this Agreement, or such later date as shall have been consented to by the Company, there shall have been issued and on the Closing Date there shall be in full force and effect an order of the Florida Public Service Commission authorizing the issuance and sale by the Company of the Securities, which shall not contain any provision unacceptable to the Company by reason of its being materially adverse to the Company (it being understood that the order in effect as of the date of this Agreement contains any such unacceptable provision).
In case any of the conditions specified in this paragraph 10 shall not have been fulfilled at the Closing Date, this Agreement may be terminated by the Company by delivering written notice thereof to the Representative. Any such termination shall be without liability of any party to any other party except as otherwise provided in paragraphs 7 and 8 hereof.
11. Indemnification.
(a) The Company agrees to indemnify and hold harmless each Underwriter, each officer and director of each Underwriter and each person who controls any Underwriter within the meaning of Section 15 of the Securities Act against any and all losses, claims, damages or liabilities, joint or several, to which they or any of them may become subject and to reimburse each such Underwriter, each such officer and director, and each such controlling person for any legal or other expenses (including to the extent hereinafter provided, reasonable counsel fees) incurred by them, when and as incurred, in connection with investigating any such losses, claims, damages or liabilities or in connection with defending any actions, insofar as such losses, claims, damages, liabilities, expenses or actions arise out of or are based upon any untrue statement, or alleged untrue statement, of a material fact contained in the Registration Statement, the Preliminary Prospectus or the Prospectus, or in the Registration Statement or Prospectus as amended or supplemented (if any amendments or supplements thereto shall have been furnished), or the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading; provided, however, that the indemnity agreement contained in this paragraph 11 shall not apply to any such losses, claims, damages, liabilities, expenses or actions arising out of or based upon any such untrue statement or alleged untrue statement, or any such omission or alleged omission, if such statement or omission was made in reliance upon and in conformity with information furnished herein or in writing to the Company by any Underwriter through the Representative expressly for use in the Registration Statement, the Preliminary Prospectus or the Prospectus, or any amendment or supplement to any thereof, or arising out of, or based upon, statements in or omissions from that part of the Registration Statement that shall constitute the Statement of Eligibility under the 1939
Act (Form T-1) of the Trustee, and provided, further, that the indemnity agreement contained in this paragraph 11 shall not inure to the benefit of any Underwriter (or of any person controlling such Underwriter) on account of any such losses, claims, damages, liabilities, expenses or actions arising from the sale of the Securities to any person if a copy of the Prospectus (excluding documents incorporated by reference therein) shall not have been given or sent to such person by or on behalf of such Underwriter with or prior to the written confirmation of the sale involved, unless such Prospectus failed to correct the omission or misstatement. The indemnity agreement of the Company contained in this paragraph 11 and the representations and warranties of the Company contained in paragraph 3 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any Underwriter, and such officer or director or any such controlling person and shall survive the delivery of the Securities. The Underwriters agree to notify promptly the Company, and each other Underwriter, of the commencement of any litigation or proceedings against them or any of them, or any such officer or director or any such controlling person, in connection with the sale of the Securities.
(b) Each Underwriter severally, and not jointly, agrees to indemnify and hold harmless the Company, its officers and directors, and each person who controls the Company within the meaning of Section 15 of the Securities Act, against any and all losses, claims, damages or liabilities, joint or several, to which they or any of them may become subject and to reimburse each of them for any legal or other expenses (including, to the extent hereinafter provided, reasonable counsel fees) incurred by them, when and as incurred, in connection with investigating any such losses, claims, damages, or liabilities, or in connection with defending any actions, insofar as such losses, claims, damages, liabilities, expenses or actions arise out of or are based upon any untrue statement or alleged untrue statement of a material fact contained in the Registration Statement, the Preliminary Prospectus or the Prospectus as amended or supplemented (if any amendments or supplements thereto shall have been furnished), or the omission or alleged omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, if such statement or omission was made in reliance upon and in conformity with information furnished herein or in writing to the Company by such Underwriter or through the Representative on behalf of such Underwriter expressly for use in the Registration Statement, the Preliminary Prospectus or the Prospectus or any amendment or supplement to any thereof. The indemnity agreement of all the respective Underwriters contained in this paragraph 11 shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Company or any other Underwriter, or any such officer or director or any such controlling person, and shall survive the delivery of the Securities. The Company agrees promptly to notify the Representative of the commencement of any litigation or proceedings against the Company or any of its officers or directors, or any such controlling person, in connection with the sale of the Securities.
(c) The Company and each of the Underwriters agree that, upon the receipt of notice of the commencement of any action against it, its officers or directors, or any person controlling it as aforesaid, in respect of which indemnity may be sought on account of any indemnity agreement contained herein, it will promptly give written
notice of the commencement thereof to the party or parties against whom indemnity shall be sought hereunder. The Company and each of the Underwriters agree that the notification required by the preceding sentence shall be a material term of this Agreement. The omission so to notify such indemnifying party or parties of any such action shall relieve such indemnifying party or parties from any liability that it or they may have to the indemnified party on account of any indemnity agreement contained herein if such indemnifying party was materially prejudiced by such omission, but shall not relieve such indemnifying party or parties from any liability that it or they may have to the indemnified party otherwise than on account of such indemnity agreement. In case such notice of any such action shall be so given, such indemnifying party shall be entitled to participate at its own expense in the defense or, if it so elects, to assume (in conjunction with any other indemnifying parties) the defense of such action, in which event such defense shall be conducted by counsel chosen by such indemnifying party (or parties) and satisfactory to the indemnified party or parties who shall be defendant or defendants in such action, and such defendant or defendants shall bear the fees and expenses of any additional counsel retained by them; but if the indemnifying party shall elect not to assume the defense of such action, such indemnifying parties will reimburse such indemnified party or parties for the reasonable fees and expenses of any counsel retained by them, as such expenses are incurred; provided, however, if the defendants (including any impleaded parties) in any such action include both the indemnified party and the indemnifying party, and counsel for the indemnified party shall have concluded, in its reasonable judgment, that there may be a conflict of interest involved in the representation by such counsel of both the indemnifying party and the indemnified party, the indemnified party or parties shall have the right to select separate counsel, satisfactory to the indemnifying party, to participate in the defense of such action on behalf of such indemnified party or parties (it being understood, however, that the indemnifying party shall not be liable for the expenses of more than one separate counsel (in addition to one local counsel) representing the indemnified parties who are parties to such action). Each of the Company and the several Underwriters agrees that without the other party's prior written consent, which consent shall not be unreasonably withheld, it will not settle, compromise or consent to the entry of any judgment in any claim in respect of which indemnification may be sought under the indemnification provisions of this Agreement, unless such settlement, compromise or consent (i) includes an unconditional release of such other party from all liability arising out of such claim and (ii) does not include a statement as to or an admission of fault, culpability or a failure to act by or on behalf of such other party.
(d) If the indemnification provided for in subparagraphs
(a) or (b) above is for any reason unavailable to or insufficient to
hold harmless an indemnified party in respect of any losses,
liabilities, claims, damages or expenses referred to therein, then each
indemnifying party shall contribute to the aggregate amount of such
losses, liabilities, claims, damages and expenses incurred by such
indemnified party, as incurred, (i) in such proportion as is
appropriate to reflect the relative benefits received by the Company,
on the one hand, and the Underwriters, on the other hand, from the
offering of the Securities pursuant to this Agreement or (ii) if the
allocation provided by clause (i) is not permitted by applicable law,
in such proportion as is appropriate to reflect not only the relative
benefits referred to in clause (i) above but also the relative fault of
the Company, on the
one hand, and of the Underwriters, on the other hand, in connection with the statements or omissions that resulted in such losses, liabilities, claims, damages or expenses, as well as any other relevant equitable considerations. The relative benefits received by the Company, on the one hand, and the Underwriters, on the other hand, in connection with the offering of the Securities pursuant to this Agreement shall be deemed to be in the same respective proportions as the total net proceeds from the offering of the Securities pursuant to this Agreement (before deducting expenses) received by the Company and the total underwriting discount received by the Underwriters, in each case as set forth on the cover of the Prospectus, bear to the aggregate initial public offering price of the Securities as set forth on such cover. The relative fault of the Company, on the one hand, and the Underwriters, on the other hand, shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or omission or alleged omission to state a material fact relates to information supplied by the Company or by the Underwriters and the parties' relative intent, knowledge, access to information and opportunity to correct or prevent such statement or omission. The Company and the Underwriters agree that it would not be just and equitable if contribution pursuant to this subparagraph (d) were determined by pro rata allocation (even if the Underwriters were treated as one entity for such purpose) or by any other method of allocation that does not take account of the equitable considerations referred to above in this subparagraph (d). The rights of contribution contained in this Section 11 shall remain operative and in full force and effect regardless of any investigation made by or on behalf of any Underwriter of the Company and shall survive delivery of the Securities. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. For purposes of this subparagraph (d), each person, if any, who controls an Underwriter within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act shall have the same rights to contribution as such Underwriter, and each director of the Company, each officer of the Company who signed the Registration Statement, and each person, if any, who controls the Company within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act shall have the same rights to contribution as the Company. The Underwriters' respective obligations to contribute pursuant to this subparagraph (d) are several in proportion to the number of Securities set forth opposite their respective names in Schedule II hereto and not joint.
(e) For purposes of this paragraph 11, it is understood and agreed that the only information provided by the Underwriters expressly for use in the Registration Statement and Prospectus were the following parts of the section titled "Underwriting": the second, third and fourth sentences of the second paragraph, the third sentence of the third paragraph, all of the fourth paragraph, and all of the fifth paragraph.
12. Termination Date of this Agreement. This Agreement may be terminated by the Representative at any time prior to the Closing Date by delivering written notice thereof to the Company, if on or after the date of this Agreement but prior to such time (a) there shall have occurred any general suspension of trading in securities on the New York Stock Exchange, or there shall have been established by the New York Stock Exchange or by the Commission or by any federal or state agency or by the decision of any court, any limitation on prices for such
trading or any restrictions on the distribution of securities or (b) there shall
have occurred any new outbreak of hostilities including, but not limited to,
significant escalation of hostilities that existed prior to the date of this
Agreement or any national or international calamity or crisis, or any material
adverse change in the financial markets of the United States, the effect of
which outbreak, escalation, calamity or crisis, or material adverse change on
the financial markets of the United States shall be such as to make it
impracticable, in the reasonable judgment of the Representative, for the
Underwriters to enforce contracts for the sale of the Securities, or (c) the
Company shall have sustained a substantial loss by fire, flood, accident or
other calamity that renders it impracticable, in the reasonable judgment of the
Representative, to consummate the sale of the Securities and the delivery of the
Securities by the several Underwriters at the initial public offering price, or
(d) there shall have been any downgrading or any notice of any intended or
potential downgrading in the rating accorded the Company's securities by any
"nationally recognized statistical rating organization" as that term is defined
by the Commission for the purposes of Securities Act Rule 436(g)(2), or any such
organization shall have publicly announced that it has under surveillance or
review, with possible negative implications, its rating of the Securities, or
any of the Company's other outstanding debt, the effect of which in the
reasonable judgment of the Representative, makes it impracticable or inadvisable
to consummate the sale of the Securities and the delivery of the Securities by
the several Underwriters at the initial public offering price or (e) there shall
have been declared, by either federal or New York authorities, a general banking
moratorium. This Agreement may also be terminated at any time prior to the
Closing Date if in the reasonable judgment of the Representative the subject
matter of any amendment or supplement to the Registration Statement or
Prospectus (other than an amendment or supplement relating solely to the
activity of any Underwriter or Underwriters) filed after the execution of this
Agreement shall have materially impaired the marketability of the Securities.
Any termination hereof pursuant to this paragraph 12 shall be without liability
of any party to any other party except as otherwise provided in paragraphs 7 and
8.
13. Miscellaneous. The validity and interpretation of this Agreement shall be governed by the laws of the State of New York. Unless otherwise specified, time of day refers to New York City time. This Agreement shall inure to the benefit of, and be binding upon, the Company, the several Underwriters, and with respect to the provisions of paragraph 11 hereof, the officers and directors and each controlling person referred to in paragraph 11 hereof, and their respective successors. Nothing in this Agreement is intended or shall be construed to give to any other person, firm or corporation any legal or equitable right, remedy or claim under or in respect of this Agreement or any provision herein contained. The term "successors" as used in this Agreement shall not include any purchaser, as such purchaser, of any of the Securities from any of the several Underwriters.
14. Notices. All communications hereunder shall be in writing or by telefax and, if to the Underwriters, shall be mailed, transmitted by any standard form of telecommunication or delivered to the Representative at the address set forth in Schedule I hereto and if to the Company, shall be mailed or delivered to it at 410 South Wilmington Street, Raleigh, North Carolina 27601, Attention: Thomas R. Sullivan, Treasurer.
15. Counterparts. This Agreement may be simultaneously executed in counterparts, each of which when so executed shall be deemed to be an original. Such counterparts shall together constitute one and the same instrument.
16. Defined Terms. Unless otherwise defined herein, capitalized terms used in this Underwriting Agreement shall have the meanings assigned to them in the Registration Statement.
[The remainder of this page has been intentionally left blank.]
If the foregoing is in accordance with your understanding of our agreement, kindly sign and return to the Company the enclosed duplicate hereof whereupon it will become a binding agreement between the Company and the several Underwriters in accordance with its terms.
Very truly yours,
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
By: /s/ Peter M. Scott III
-------------------------------
Authorized Representative
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Accepted as of the date first
above written, as Underwriter
named in, and as the Representative
of the other Underwriters named in, Schedule II.
BANC ONE CAPITAL MARKETS, INC.
By: /s/ C. Victor Manny
-------------------------------------
Authorized Representative
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SALOMON SMITH BARNEY INC.
By: /s/ Howard Hiller
-------------------------------------
Authorized Representative
|
WACHOVIA SECURITIES, INC.
By: /s/ Keith Mauney
-------------------------------------
Authorized Representative
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SCHEDULE I
Underwriting Agreement dated February 18, 2003
Registration Statement Nos.: 333-63204 and pre-effective amendment no. 1
thereto, with respect to the $380,000,000
aggregate principal amount of the Company's
First Mortgage Bonds and Debt Securities,
which also constitutes Post-Effective
Amendment No. 1 to Registration Statement
Nos. 33-55273, 33-62210 and 333-29897, each
discussed in further detail below.
Post-Effective Amendment No. 1 to
Registration Statement No. 33-55273, with
respect to the $250,000,000 aggregate
principal amount of the Company's First
Mortgage Bonds and Debt Securities.
Post-Effective Amendment No. 1 to
Registration Statement No. 33-62210, with
respect to the $120,000,000 aggregate
principal amount of the Company's First
Mortgage Bonds and Debt Securities,
$50,000,000 of which were subsequently sold
on July 18, 2001.
Post-Effective Amendment No. 1 to
Registration Statement No. 333-29897, with
respect to the $250,000,000 aggregate
principal amount of the Company's First
Mortgage Bonds and Debt Securities, all of
which were subsequently sold on July 18,
2001.
Representative and Addresses:
Banc One Capital Markets, Inc.
1 Bank One Plaza
Chicago, IL 60670
Attention: Structuring and Execution
Salomon Smith Barney Inc.
388 Greenwich Street
New York, NY 10013
Attention: Peter Kind - Global Power
Investment Banking
Wachovia Securities, Inc.
One First Union Center, TW-8
301 South College Street
Charlotte, NC 28288
Attention: Jim Williams - Debt Capital
Markets
Supplemental Indenture: Forty-First, dated as of February 1, 2003
Designation: First Mortgage Bonds, 4.80% Series due 2013
Principal Amount: $425,000,000
Date of Maturity: March 1, 2013
22
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Interest Rate: 4.80% per annum, payable
March 1 and September 1 of each year,
commencing September 1, 2003.
Purchase Price: 98.994% of the principal
amount thereof, plus no accrued interest to
the date of payment and delivery.
Public Offering Price: 99.644% of the
principal amount thereof, plus no accrued
interest to the date of payment and
delivery.
Designation: First Mortgage Bonds, 5.90% Series due 2033
Principal Amount: $225,000,000
Date of Maturity: March 1, 2033
Interest Rate: 5.90% per annum, payable
March 1 and September 1 of each year,
commencing September 1, 2003.
Purchase Price: 98.871% of the principal
amount thereof, plus no accrued interest to
the date of payment and delivery.
Public Offering Price: 99.746% of the
principal amount thereof, plus no accrued
interest to the date of payment and
delivery.
Redemption Terms of Each
Series: Optional -- redeemable prior to maturity, in
whole or in part, at the option of the
Company at a make-whole redemption price (as
defined and described in further detail in
the prospectus supplement).
Special -- redeemable prior to maturity, in
whole but not in part, upon the occurrence
of specific events, at the option of the
Company at a make-whole redemption price (as
defined and described in further detail in
the prospectus supplement).
Closing Date and Location: February 21, 2003
Hunton & Williams
One Hannover Square, 14th Floor
Raleigh, North Carolina 27601
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SCHEDULE II
PRINCIPAL AMOUNT OF
-------------------
UNDERWRITER 2013 BONDS 2033 BONDS
----------- ---------- ----------
Banc One Capital Markets, Inc.......................... $110,500,000 $ 58,500,000
Salomon Smith Barney Inc............................... $110,500,000 $ 58,500,000
Wachovia Securities, Inc............................... $110,500,000 $ 58,500,000
Mellon Financial Markets LLC........................... $ 29,750,000 $ 15,750,000
SunTrust Capital Markets, Inc.......................... $ 29,750,000 $ 15,750,000
BNY Capital Markets, Inc............................... $ 25,500,000 $ 13,500,000
M.R. Beal & Company.................................... $ 8,500,000 $ 4,500,000
------------ ------------
TOTAL............................................ $425,000,000 $225,000,000
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THIS INSTRUMENT WAS PREPARED
UNDER THE SUPERVISION OF:
R. ALEXANDER GLENN, ASSOCIATE GENERAL COUNSEL
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
100 CENTRAL AVENUE
ST. PETERSBURG, FLORIDA 33701
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
TO
FIRST CHICAGO TRUST COMPANY
OF NEW YORK, TRUSTEE
FORTY-FIRST
SUPPLEMENTAL INDENTURE
DATED AS OF FEBRUARY 1, 2003
This is a security agreement covering personal property as well as a mortgage upon real estate and other property.
SUPPLEMENT TO INDENTURE
DATED AS OF JANUARY 1, 1944, AS SUPPLEMENTED
TABLE OF CONTENTS*
PAGE
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RECITALS.......................................................................................................... 2
GRANTING LANGUAGE................................................................................................. 5
ARTICLE I--THE NEW SERIES BONDS................................................................................... 7
A. Creation of First Mortgage Bonds, 4.80% Series due 2013............................................. 7
B. Creation of First Mortgage Bonds, 5.90% Series due 2033............................................. 12
C. Form of The New Series Bonds........................................................................ 17
D. Payment of Interest on the New Series Bonds......................................................... 24
ARTICLE II--ADDITIONAL COVENANTS.................................................................................. 25
ARTICLE III--RESERVATION OF AMENDMENT............................................................................. 26
ARTICLE IV--CONSENT TO AMENDMENTS................................................................................. 26
ARTICLE V--SUNDRY PROVISIONS...................................................................................... 27
EXHIBITS:
EXHIBIT A--RECORDING INFORMATION................................................................................ A-1
EXHIBIT B--PROPERTY DESCRIPTIONS................................................................................ B-1
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RECITALS
SUPPLEMENTAL INDENTURE, dated as of the 1st day of February 2003, made and entered into by and between FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC., a corporation of the State of Florida (hereinafter sometimes called the "Company"), party of the first part, and FIRST CHICAGO TRUST COMPANY OF NEW YORK, a New York trust company, whose address is 151 West 51st Street, 5th Floor, New York, New York 10019 (hereinafter sometimes called the "Trustee"), as Trustee, party of the second part.
WHEREAS, the Company has heretofore executed and delivered an indenture of mortgage and deed of trust, titled the Indenture, dated as of January 1, 1944, and the same has been recorded in the public records of the counties listed on EXHIBIT A hereto, on the dates and in the official record books and at the page numbers listed thereon, and for the purpose of preventing the extinguishment of said Indenture under Chapter 712, Florida Statutes, the above-referred-to Indenture applicable to each county in which this instrument is recorded is hereby incorporated herein and made a part hereof by this reference thereto (said Indenture is hereinafter referred to as the "Original Indenture" and with the below-mentioned forty Supplemental Indentures and this Supplemental Indenture and all other indentures, if any, supplemental to the Original Indenture collectively referred to as the "Indenture"), in and by which the Company conveyed and mortgaged to the Trustee certain property therein described to secure the payment of all bonds of the Company to be issued thereunder in one or more series; and
WHEREAS, pursuant to and under the terms of the Original Indenture, the Company issued $16,500,000 First Mortgage Bonds, 3 3/8% Series due 1974; and
WHEREAS, subsequent to the date of the execution and delivery of the Original Indenture, the Company has from time to time executed and delivered forty indentures supplemental to the Original Indenture (collectively, the "Supplemental Indentures"), providing for the creation of additional series of bonds secured by the Original Indenture and/or for amendment of certain terms and provisions of the Original Indenture and of indentures supplemental thereto, such Supplemental Indentures, and the purposes thereof, being as follows:
SUPPLEMENTAL INDENTURE
AND DATE PROVIDING FOR:
-------------------------------------- ----------------------------------------------------------
First July 1, 1946 $4,000,000 First Mortgage Bonds, 2 7/8% Series due 1974
Second November 1, 1948 $8,500,000 First Mortgage Bonds, 3 1/4% Series due 1978
Third July 1, 1951 $14,000,000 First Mortgage Bonds, 3 3/8% Series due 1981
Fourth November 1, 1952 $15,000,000 First Mortgage Bonds, 3 3/8% Series due 1982
Fifth November 1, 1953 $10,000,000 First Mortgage Bonds, 3 5/8% Series due 1983
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SUPPLEMENTAL INDENTURE
AND DATE PROVIDING FOR:
-------------------------------------- ----------------------------------------------------------
Sixth July 1, 1954 $12,000,000 First Mortgage Bonds, 3 1/8% Series due 1984
Seventh July 1, 1956 $20,000,000 First Mortgage Bonds, 3 7/8% Series due
1986, and amendment of certain provisions of the
Original Indenture
Eighth July 1, 1958 $25,000,000 First Mortgage Bonds, 4 1/8% Series due
1988, and amendment of certain provisions of the
Original Indenture
Ninth October 1, 1960 $25,000,000 First Mortgage Bonds, 4 3/4% Series due 1990
Tenth May 1, 1962 $25,000,000 First Mortgage Bonds, 4 1/4% Series due 1992
Eleventh April 1, 1965 $30,000,000 First Mortgage Bonds, 4 5/8% Series due 1995
Twelfth November 1, 1965 $25,000,000 First Mortgage Bonds, 4 7/8% Series due 1995
Thirteenth August 1, 1967 $25,000,000 First Mortgage Bonds, 6 1/8% Series due 1997
Fourteenth November 1, 1968 $30,000,000 First Mortgage Bonds, 7% Series due 1998
Fifteenth August 1, 1969 $35,000,000 First Mortgage Bonds, 7 7/8% Series due 1999
Sixteenth February 1, 1970 Amendment of certain provisions of the Original Indenture
Seventeenth November 1, 1970 $40,000,000 First Mortgage Bonds, 9% Series due 2000
Eighteenth October 1, 1971 $50,000,000 First Mortgage Bonds, 7 3/4% Series due 2001
Nineteenth June 1, 1972 $50,000,000 First Mortgage Bonds, 7 3/8% Series due 2002
Twentieth November 1, 1972 $50,000,000 First Mortgage Bonds, 7 1/4% Series A due 2002
Twenty-First June 1, 1973 $60,000,000 First Mortgage Bonds, 7 3/4% Series due 2003
Twenty-Second December 1, 1973 $70,000,000 First Mortgage Bonds, 8% Series A due 2003
Twenty-Third October 1, 1976 $80,000,000 First Mortgage Bonds, 8 3/4% Series due 2006
Twenty-Fourth April 1, 1979 $40,000,000 First Mortgage Bonds, 6 3/4-6 7/8% Series due 2004-2009
Twenty-Fifth April 1, 1980 $100,000,000 First Mortgage Bonds, 13 5/8% Series due 1987
Twenty-Sixth November 1, 1980 $100,000,000 First Mortgage Bonds, 13.30% Series A due 1990
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SUPPLEMENTAL INDENTURE
AND DATE PROVIDING FOR:
-------------------------------------- ----------------------------------------------------------
Twenty-Seventh November 15, 1980 $38,000,000 First Mortgage Bonds, 10-10 1/4% Series due
2000-2010
Twenty-Eighth May 1, 1981 $50,000,000 First Mortgage Bonds, 9 1/4% Series A due 1984
Twenty-Ninth September 1, 1982 Amendment of certain provisions of the Original Indenture
Thirtieth October 1, 1982 $100,000,000 First Mortgage Bonds, 13 1/8% Series due 2012
Thirty-First November 1, 1991 $150,000,000 First Mortgage Bonds, 8 5/8% Series due 2021
Thirty-Second December 1, 1992 $150,000,000 First Mortgage Bonds, 8% Series due 2022
Thirty-Third December 1, 1992 $75,000,000 First Mortgage Bonds, 6 1/2% Series due 1999
Thirty-Fourth February 1, 1993 $80,000,000 First Mortgage Bonds, 6-7/8% Series due 2008
Thirty-Fifth March 1, 1993 $70,000,000 First Mortgage Bonds, 6-1/8% Series due 2003
Thirty-Sixth July 1, 1993 $110,000,000 First Mortgage Bonds, 6% Series due 2003
Thirty-Seventh December 1, 1993 $100,000,000 First Mortgage Bonds, 7% Series due 2023
Thirty-Eighth July 25, 1994 Appointment of First Chicago Trust Company of New York
as successor Trustee and resignation of former Trustee
and Co-Trustee
Thirty-Ninth July 1, 2001 $300,000,000 First Mortgage Bonds, 6.650% Series due 2011
Fortieth July 1, 2002 $240,865,000 First Mortgage Bonds in three series as
follows: (i) $108,550,000 Pollution Control Series
2002A Bonds due 2027; (ii) $100,115,000 Pollution
Control Series 2002B Bonds due 2022; and (iii)
$32,200,000 Pollution Control Series 2002C Bonds due 2018;
and reservation of amendment of certain provisions of the
Original Indenture
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WHEREAS, the Supplemental Indentures have each been recorded in the public records of the counties listed on EXHIBIT A hereto, on the dates and in the official record books and at the page numbers listed thereon; and
WHEREAS, subsequent to the date of the execution and delivery of the Fortieth Supplemental Indenture the Company has purchased, constructed or otherwise acquired certain property hereinafter referred to, and the Company desires by this Supplemental Indenture to confirm the lien of the Original Indenture on such property; and
WHEREAS, the Company desires by this Supplemental Indenture to create two new series of bonds to be designated as (i) First Mortgage Bonds, 4.80% Series due 2013 (the "2013 Bonds") and (ii) First Mortgage Bonds, 5.90% Series due 2033 (the "2033 Bonds" and together with the 2013 Bonds, sometimes herein collectively called the "New Series Bonds"), to be issued under the Original Indenture pursuant to Section 2.01 of the Original Indenture, and also desires to deliver to the Trustee prior to or simultaneously with the authentication and delivery of the initial issue of Six Hundred Fifty Million Dollars ($650,000,000) principal amount of New Series Bonds pursuant to Section 4.03 of the Original Indenture the documents and instruments required by said section; and
WHEREAS, the Company in the exercise of the powers and authority conferred upon and reserved to it under and by virtue of the Indenture, and pursuant to the resolutions of its Board of Directors (as defined in the Indenture, which definition includes any duly authorized committee of the Board of Directors, including the First Mortgage Bond Indenture Committee 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 in accordance with its terms 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 Florida Power Corporation d/b/a Progress Energy Florida, Inc., in consideration of the premises and of One Dollar ($1.00) and other good and valuable consideration 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 order to secure the payment of both the principal of and interest and premium, if any, on the bonds from time to time issued and to be issued under the Indenture, according to their tenor and effect, does hereby confirm the grant, sale, resale, conveyance, assignment, transfer, mortgage and pledge of the property described in the Original Indenture and the Supplemental Indentures (except such properties or interests therein as may have been released or sold or disposed of in whole or in part as permitted by the provisions of the Original Indenture), and hath granted, bargained, sold, released, conveyed, assigned, transferred, mortgaged, pledged, set over and confirmed, and by these presents doth grant, bargain, sell, release, convey, assign, transfer, mortgage, pledge, set over and confirm unto First Chicago Trust Company of New York, as Trustee, and to its successors in the trust and to its successors and assigns, forever, all property, real, personal and mixed, tangible and intangible, owned by the Company on the date of the execution of this Supplemental Indenture or which may be hereafter acquired by it, including (but not limited to) all property which it has acquired subsequent to the date of execution of the Fortieth Supplemental Indenture and situated in the State of Florida, including without limitation the property described on EXHIBIT B hereto (in all cases, except such property as is expressly excepted by the Original Indenture from the lien and operation thereof); and without in any way 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 other 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, facilities for utilization of natural gas, street lighting
systems, if any, standards and other equipment incidental thereto, telephone, radio and television systems, microwave systems, facilities for utilization of water, steam heat and hot water plants, if any, all substations, lines, service and supply systems, bridges, culverts, tracks, offices, buildings and other structures and equipment and fixtures thereof; all machinery, engines, boilers, dynamos, electric machines, regulators, meters, transformers, generators, motors, electrical and mechanical appliances, conduits, cables, pipes, fittings, valves and connections, poles (wood, metal and concrete), and transmission lines, wires, cables, conductors, insulators, tools, implements, apparatus, furniture, chattels, and choses in action; all municipal and other franchises, consents, licenses or permits; all lines for the distribution of electric current, gas, steam heat or water for any purpose including towers, poles (wood, metal and concrete), 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 use and occupancy of the same (except as herein or in the Original Indenture or any of the Supplemental Indentures expressly excepted); all the right, title and interest of the Company 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 Original Indenture and said Supplemental Indentures, described.
IT IS HEREBY AGREED by the Company that all the property, rights and franchises acquired by the Company after the date hereof (except any property herein or in the Original Indenture or any of the Supplemental Indentures expressly excepted) shall, subject to the provisions of Section 9.01 of the Original Indenture and to the extent permitted by law, be as fully embraced within the lien hereof as if such property, rights and franchises were now owned by the Company and/or specifically described herein and conveyed hereby.
TOGETHER WITH all and singular the tenements, hereditaments and appurtenances belonging or in any way appertaining to the aforesaid mortgaged property or any part thereof, with the reversion and reversions, remainder and remainders and (subject to the provisions of Section 9.01 of the Original Indenture) the tolls, rents, revenues, issues, earnings, income, product and profits thereof, and all the estate, right, title and interest and claim whatsoever, at law as well as in equity, which the Company now has or may hereafter acquire in and to the aforesaid mortgaged property and every part and parcel thereof.
TO HAVE AND TO HOLD THE SAME unto First Chicago Trust Company of New York, the Trustee, and its successors in the trust and its assigns forever, but IN TRUST NEVERTHELESS upon the terms and trusts set forth in the Indenture, for the benefit and security of those who shall hold the bonds and coupons issued and to be issued under the Indenture, without preference, priority or distinction as to lien of any of said bonds and coupons over any others thereof by reason or priority in the time of the issue or negotiation thereof, or otherwise howsoever, subject, however, to the provisions of Sections 10.03 and 10.12 of the Original Indenture.
SUBJECT, HOWEVER, to the reservations, exceptions, conditions, limitations and restrictions contained in the several deeds, servitudes and contracts or other instruments through which the Company acquired, and/or claims title to and/or enjoys the use of the aforesaid properties; and subject also to encumbrances of the character defined in the Original Indenture as "excepted encumbrances" in so far as the same may attach to any of the property embraced herein.
Without derogating from the security and priority presently afforded by the Indenture and by law for all of the bonds of the Company that have been, are being, and may in the future be, issued pursuant to the Indenture, for purposes of obtaining any additional benefits and security provided by Section 697.04 of the Florida Statutes, the following provisions of this paragraph shall be applicable. The Indenture also shall secure the payment of both principal and interest and premium, if any, on the bonds from time to time hereafter issued pursuant to the Indenture, according to their tenor and effect, and the performance and observance of all the provisions of the Indenture (including any indentures supplemental thereto and any modification or alteration thereof made as therein provided), whether the issuance of such bonds may be optional or mandatory, and for any purpose, within twenty (20) years from the date of this Supplemental Indenture. The total amount of indebtedness secured by the Indenture may decrease or increase from time to time, but the total unpaid balance so secured at any one time shall not exceed the maximum principal amount of $2,500,000,000.00, plus interest and premium, if any, as well as any disbursements made for the payment of taxes, levies or insurance on the property encumbered by the Indenture, with interest on those disbursements, plus any increase in the principal balance as the result of negative amortization or deferred interest. For purposes of Section 697.04 of the Florida Statutes, the Original Indenture, as well as all of the indentures supplemental thereto that have been executed prior to the date of this Supplemental Indenture, are incorporated herein by this reference with the same effect as if they had been set forth in full herein.
And, upon the consideration hereinbefore set forth, the Company does hereby covenant and agree to and with the Trustee and its successors in trust under the Indenture for the benefit of those who shall hold bonds and coupons issued and to be issued under the Indenture, as follows:
ARTICLE I
THE NEW SERIES BONDS
A. FIRST MORTGAGE BONDS, 4.80% SERIES DUE 2013
SECTION 1. The Company hereby creates a new series of bonds, not limited in principal amount except as provided in the Original Indenture, to be issued under and secured by the Original Indenture, to be designated by the title "First Mortgage Bonds, 4.80% Series due 2013." The initial issue of the 2013 Bonds shall consist of Four Hundred Twenty-Five Million Dollars ($425,000,000) principal amount thereof. Subject to the terms of the Indenture, the principal amount of the 2013 Bonds is unlimited. The Company may, at its option in the future, issue additional 2013 Bonds.
The 2013 Bonds shall be issued only as registered bonds without coupons in the denomination of One Thousand Dollars ($1,000) or any integral multiple thereof.
SECTION 2. (a) The 2013 Bonds shall be issued in registered form without coupons and shall be issued initially in the form of one or more Global Bonds (each such Global Bond, a "2013 Global Bond") to or on behalf of The Depository Trust Company ("DTC"), as Depositary therefor, and registered in the name of such Depositary or its nominee. Any 2013 Bonds to be issued or transferred to, or to be held by or on behalf of DTC as such Depositary or such nominee (or any
successor of such nominee) for such purpose shall bear the depositary legends in substantially the form set forth at the top of the form of 2013 Bonds in Section C of this Article I, unless otherwise agreed by the Company, and in the case of a successor Depositary, such legend or legends as such Depositary and/or the Company shall require and to which each shall agree, in each case such agreement to be confirmed in writing to the Trustee. Principal of, the Make-Whole Redemption Price (as defined below), if applicable, and interest on the 2013 Bonds will be payable, the transfer of 2013 Bonds will be registrable and 2013 Bonds will be exchangeable for 2013 Bonds bearing identical terms and provisions, at the office or agency of the Company in the Borough of Manhattan, The City and State of New York; provided, however, that payment of interest may be made at the option of the Company by check mailed to the registered holders thereof at their registered address; and further provided, however, that with respect to a 2013 Global Bond, the Company may make payments of principal of, the Make-Whole Redemption Price, if applicable, and interest on such 2013 Global Bond pursuant to and in accordance with such arrangements as are agreed upon by the Company and the Depositary for such 2013 Global Bond. The 2013 Bonds shall have the terms set forth in the form of the New Series Bond set forth in Section C of this Article I.
(b) Notwithstanding any other provision of Subsection A.2 of this Article I or of Section 2.03 of the Original Indenture, except as contemplated by the provisions of paragraph (c) below, a 2013 Global Bond may be transferred, in whole but not in part and in the manner provided in Section 2.03 of the Original Indenture, only to a nominee of the Depositary for such 2013 Global Bond, or to the Depositary, or to a successor Depositary for such 2013 Global Bond selected or approved by the Company, or to a nominee of such successor Depositary.
(c) (1) If at any time the Depositary for a 2013 Global Bond notifies the Company that it is unwilling or unable to continue as the Depositary for such 2013 Global Bond or if at any time the Depositary for a 2013 Global Bond shall no longer be eligible or in good standing under any applicable statute or regulation, the Company shall appoint a successor Depositary with respect to such 2013 Global Bond. If a successor Depositary for such 2013 Global Bond is not appointed by the Company within 90 days after the Company receives such notice or becomes aware of such ineligibility, the Company will execute, and the Trustee, upon receipt of a Company order for the authentication and delivery of 2013 Bonds in the form of definitive certificates in exchange for such 2013 Global Bond, will authenticate and deliver, without service charge, 2013 Bonds in the form of definitive certificates of like tenor and terms in an aggregate principal amount equal to the principal amount of the 2013 Global Bond in exchange for such 2013 Global Bond. Such 2013 Bonds will be issued to and registered in the name of such person or persons as are specified by the Depositary.
(2) The Company may at any time and in its sole discretion determine that any 2013 Bonds issued or issuable in the form of one or more 2013 Global Bonds shall no longer be represented by such 2013 Global Bond or Bonds. In any such event the Company will execute, and the Trustee, upon receipt of a Company order for the authentication and delivery of 2013 Bonds in the form of definitive certificates in exchange in whole or in part for such 2013 Global Bond or Bonds, will authenticate and deliver, without service charge, to each person specified by the Depositary, 2013 Bonds in the form of definitive certificates of like tenor and terms in an aggregate principal amount equal to the principal amount of such 2013 Global Bond or the
aggregate principal amount of such 2013 Global Bonds in exchange for such 2013 Global Bond or Bonds.
(3) If the Company so elects in an officer's certificate, the Depositary may surrender 2013 Bonds issued in the form of a 2013 Global Bond in exchange in whole or in part for 2013 Bonds in the form of definitive certificates of like tenor and terms on such terms as are acceptable to the Company and such Depositary. Thereupon the Company shall execute, and the Trustee shall authenticate and deliver, without service charge, (A) to each person specified by such Depositary a new 2013 Bond or 2013 Bonds of like tenor and terms and any authorized denomination as requested by such person in aggregate principal amount equal to and in exchange for such person's beneficial interest in the 2013 Global Bond; and (B) to such Depositary a new 2013 Global Bond of like tenor and terms and in an authorized denomination equal to the difference, if any, between the principal amount of the surrendered 2013 Global Bond and the aggregate principal amount of 2013 Bonds delivered to holders thereof.
(4) In any exchange provided for in any of the preceding three subparagraphs, the Company shall execute and the Trustee shall authenticate and deliver 2013 Bonds in the form of definitive certificates in authorized denominations. Upon the exchange of the entire principal amount of a 2013 Global Bond for 2013 Bonds in the form of definitive certificates, such 2013 Global Bond shall be canceled by the Trustee. Except as provided in the immediately preceding subparagraph, 2013 Bonds issued in exchange for a 2013 Global Bond pursuant to Subsection A.2 of this Article I shall be registered in such names and in such authorized denominations as the Depositary for such 2013 Global Bond, acting pursuant to instructions from its direct or indirect participants or otherwise, shall instruct the Trustee. Provided that the Company and the Trustee have so agreed, the Trustee shall deliver such 2013 Bonds to the persons in whose names the 2013 Bonds are so to be registered.
(5) Any endorsement of a 2013 Global Bond to reflect the principal
amount thereof, or any increase or decrease in such principal amount, shall be
made in such manner and by such person or persons as shall be specified in or
pursuant to any applicable letter of representations or other arrangement
entered into with, or procedures of, the Depositary with respect to such 2013
Global Bond or in the Company order delivered or to be delivered pursuant to
Section 4.07 of the Original Indenture with respect thereto. Subject to the
provisions of Section 4.07 of the Original Indenture, the Trustee shall deliver
and redeliver any such 2013 Global Bond in the manner and upon instructions
given by the person or persons specified in or pursuant to any applicable letter
of representations or other arrangement entered into with, or procedures of, the
Depositary with respect to such 2013 Global Bond or in any applicable Company
order. If a Company order pursuant to Section 4.07 of the Original Indenture is
so delivered, any instructions by the Company with respect to such 2013 Global
Bond contained therein shall be in writing but need not be accompanied by or
contained in an officer's certificate and need not be accompanied by an opinion
of counsel.
(6) The Depositary or, if there be one, its nominee, shall be the holder of a 2013 Global Bond for all purposes under the Indenture and the 2013 Bonds and beneficial owners with respect to such 2013 Global Bond shall hold their interests pursuant to applicable procedures of such Depositary. The Company, the Trustee and any bond registrar shall be entitled to deal with such Depositary for all purposes of the Indenture relating to such 2013 Global Bond (including
the payment of principal, the Make-Whole Redemption Price, if applicable, and interest and the giving of instructions or directions by or to the beneficial owners of such 2013 Global Bond as the sole holder of such 2013 Global Bond and shall have no obligations to the beneficial owners thereof (including any direct or indirect participants in such Depositary)). None of the Company, the Trustee, any paying agent or bond registrar shall have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a beneficial owner in or pursuant to any applicable letter of representations or other arrangement entered into with, or procedures of, the Depositary with respect to such 2013 Global Bond or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.
SECTION 3. February 21, 2003 shall be the date of the beginning of the first
interest period for the 2013 Bonds. The 2013 Bonds shall be dated as provided in
Section 2.01 of the Original Indenture. The 2013 Bonds shall be payable on March
1, 2013, in such coin or currency of the United States of America as at the time
of payment is legal tender for the payment of public and private debts, and
shall bear interest, payable in like coin or currency, at the rate of 4.80% per
annum, payable semiannually on March 1 and September 1 of each year (each an
"Interest Payment Date") to the persons in whose names the 2013 Bonds are
registered at the close of business on the tenth calendar day (excluding
February 29th of any leap year) next preceding the Interest Payment Date (i.e.,
February 19 and August 22, respectively) (each a "Regular Record Date"),
provided, however, that so long as the 2013 Bonds are registered in the name of
DTC or its nominee, the Regular Record Date for interest payable shall be the
close of business on the business day immediately preceding such Interest
Payment Date (each subject to certain exceptions provided in this Supplemental
Indenture and the Indenture), until maturity, according to the terms of the
bonds or on prior redemption or by declaration or otherwise, and at the highest
rate of interest borne by any of the bonds outstanding under the Indenture from
such date of maturity until they shall be paid or payment thereof shall have
been duly provided for. Principal of, the Make-Whole Redemption Price, if
applicable, and interest on the 2013 Bonds shall be payable at the office or
agency of the Company in the Borough of Manhattan, The City of New York;
provided, however, that payment of interest may be made, at the option of the
Company, by check mailed by the Company or its affiliate to the person entitled
thereto at his registered address. If a due date for the payment of interest,
principal or the Make-Whole Redemption Price, if applicable, falls on a day that
is not a business day, then the payment will be made on the next succeeding
business day, and no interest will accrue on the amounts payable for the period
from and after the original due date and until the next business day. The term
"business day" means any day other than a Saturday or Sunday or day on which
banking institutions in the City of New York are required or authorized to
close.
The 2013 Bonds shall be redeemable at the option of the Company, from time to time, as a whole or in part, at a make-whole redemption price (the "Make-Whole Redemption Price"). The Make-Whole Redemption Price shall equal to the greater of (i) the principal amount of the 2013 Bonds being redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the 2013 Bonds being redeemed, discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Yield applicable to the 2013 Bonds plus 15 basis points plus accrued interest to the redemption date.
"Treasury Yield" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the Comparable Treasury Issue for the 2013 Bonds, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for the redemption date.
"Comparable Treasury Issue" means the United States Treasury security selected by an Independent Investment Banker as having a maturity comparable to the remaining term of the 2013 Bonds 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 2013 Bonds.
"Independent Investment Banker" means either Banc One Capital Markets, Inc., Salomon Smith Barney Inc. or Wachovia Securities, Inc. or, if such firms are unwilling or unable to select the Comparable Treasury Issue, an independent investment banking institution of national standing selected by the Company and acceptable to the Trustee.
"Comparable Treasury Price" means, with respect to any redemption date, (i) the
average of the bid and asked prices for the Comparable Treasury Issue (expressed
in each case as a percentage of its principal amount) on the third business day
preceding such redemption date, as set forth in the daily statistical release
(or any successor release) published by the Federal Reserve Bank of New York and
designated "Composite 3:30 p.m. Quotations for U.S. Government Securities" or
(ii) if that release (or any successor release) is not published or does not
contain such prices on such business day, the average of the Reference Treasury
Dealer Quotations for such redemption date.
"Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Trustee, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Trustee by such Reference Treasury Dealer at 5:00 p.m. on the third business day preceding such redemption date.
"Reference Treasury Dealer" means Banc One Capital Markets, Inc., Salomon Smith Barney Inc. and Wachovia Securities, Inc., and their respective successors, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government Securities dealer in New York City (a "Primary Treasury Dealer"), the Company shall substitute for it another Primary Treasury Dealer.
So long as the 2013 Bonds are registered in the name of DTC, its nominee or a successor depositary, if the Company elects to redeem less than all of the 2013 Bonds, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in the 2013 Bonds to be redeemed. At all other times, the Trustee shall draw by lot, in such manner as it deems appropriate, the particular 2013 Bonds, or portions of them, to be redeemed.
The 2013 Bonds shall also be redeemable, as a whole but not in part, at the Make-Whole Redemption Price in the event that (i) all the outstanding common stock of the Company shall be acquired by some governmental body or instrumentality and the Company elects to redeem all of the bonds of all series, the redemption date in any such event to be not more than one hundred
twenty (120) days after the date on which all said stock is so acquired or (ii) all or substantially all the mortgaged and pledged property constituting bondable property which at the time shall be subject to the lien of the Indenture as a first lien shall be released from the lien of the Indenture pursuant to the provisions thereof, and available moneys in the hands of the Trustee, including any moneys deposited by the Company available for the purpose, are sufficient to redeem all the bonds of all series at the redemption prices (together with accrued interest to the date of redemption) specified therein applicable to the redemption thereof upon the happening of such event.
Notice of redemption shall be given by mail not less than 30 nor more than 90 days prior to the date fixed for redemption to the holders of 2013 Bonds to be redeemed (which, as long as the 2013 Bonds are held in the book-entry only system, will be the Depository, its nominee or a successor depository). On and after the date fixed for redemption (unless the Company defaults in the payment of the Make-Whole Redemption Price and interest accrued thereon to such date), interest on the 2013 Bonds or the portions of them so called for redemption shall cease to accrue. If the Company elects to redeem any 2013 Bonds, the Company will notify the Trustee of its election at least 45 days prior to the redemption date (or a shorter period acceptable to the Trustee) including in such notice, a reasonably detailed computation of the Make-Whole Redemption Price.
The 2013 Bonds of the several denominations are exchangeable for a like aggregate principal amount of other 2013 Bonds of other authorized denominations. Notwithstanding the provisions of Section 2.03 of the Original Indenture, for any exchange of 2013 Bonds for other 2013 Bonds of different authorized denominations, or for any transfer of 2013 Bonds, the Company may require the payment of a sum sufficient to reimburse it for any tax or other governmental charge incident thereto only. The 2013 Bonds may be presented for transfer or exchange at the corporate trust office of the Trustee in New York, New York.
B. FIRST MORTGAGE BONDS, 5.90% SERIES DUE 2033
SECTION 1. The Company hereby creates a new series of bonds, not limited in principal amount except as provided in the Original Indenture, to be issued under and secured by the Original Indenture, to be designated by the title "First Mortgage Bonds, 5.90% Series due 2033." The initial issue of the 2033 Bonds shall consist of Two Hundred Twenty-Five Million Dollars ($225,000,000) principal amount thereof. Subject to the terms of the Indenture, the principal amount of the 2033 Bonds is unlimited. The Company may, at its option in the future, issue additional 2033 Bonds.
The 2033 Bonds shall be issued only as registered bonds without coupons in the denomination of One Thousand Dollars ($1,000) or any integral multiple thereof.
SECTION 2. (a) The 2033 Bonds shall be issued in registered form without coupons and shall be issued initially in the form of one or more Global Bonds (each such Global Bond, a "2033 Global Bond") to or on behalf of The Depository Trust Company ("DTC"), as Depositary therefor, and registered in the name of such Depositary or its nominee. Any 2033 Bonds to be issued or
transferred to, or to be held by or on behalf of DTC as such Depositary or such nominee (or any successor of such nominee) for such purpose shall bear the depositary legends in substantially the form set forth at the top of the form of 2033 Bonds in Section C of this Article I, unless otherwise agreed by the Company, and in the case of a successor Depositary, such legend or legends as such Depositary and/or the Company shall require and to which each shall agree, in each case such agreement to be confirmed in writing to the Trustee. Principal of, the Make-Whole Redemption Price (as defined below), if applicable, and interest on the 2033 Bonds will be payable, the transfer of 2033 Bonds will be registrable and 2033 Bonds will be exchangeable for 2033 Bonds bearing identical terms and provisions, at the office or agency of the Company in the Borough of Manhattan, The City and State of New York; provided, however, that payment of interest may be made at the option of the Company by check mailed to the registered holders thereof at their registered address; and further provided, however, that with respect to a 2033 Global Bond, the Company may make payments of principal of, the Make-Whole Redemption Price, if applicable, and interest on such 2033 Global Bond pursuant to and in accordance with such arrangements as are agreed upon by the Company and the Depositary for such 2033 Global Bond. The 2033 Bonds shall have the terms set forth in the form of the New Series Bond set forth in Section C of this Article I.
(b) Notwithstanding any other provision of Subsection B.2 of this Article I or of Section 2.03 of the Original Indenture, except as contemplated by the provisions of paragraph (c) below, a 2033 Global Bond may be transferred, in whole but not in part and in the manner provided in Section 2.03 of the Original Indenture, only to a nominee of the Depositary for such 2033 Global Bond, or to the Depositary, or to a successor Depositary for such 2033 Global Bond selected or approved by the Company, or to a nominee of such successor Depositary.
(c) (1) If at any time the Depositary for a 2033 Global Bond notifies the Company that it is unwilling or unable to continue as the Depositary for such 2033 Global Bond or if at any time the Depositary for a 2033 Global Bond shall no longer be eligible or in good standing under any applicable statute or regulation, the Company shall appoint a successor Depositary with respect to such 2033 Global Bond. If a successor Depositary for such 2033 Global Bond is not appointed by the Company within 90 days after the Company receives such notice or becomes aware of such ineligibility, the Company will execute, and the Trustee, upon receipt of a Company order for the authentication and delivery of 2033 Bonds in the form of definitive certificates in exchange for such 2033 Global Bond, will authenticate and deliver, without service charge, 2033 Bonds in the form of definitive certificates of like tenor and terms in an aggregate principal amount equal to the principal amount of the 2033 Global Bond in exchange for such 2033 Global Bond. Such 2033 Bonds will be issued to and registered in the name of such person or persons as are specified by the Depositary.
(2) The Company may at any time and in its sole discretion determine that any 2033 Bonds issued or issuable in the form of one or more 2033 Global Bonds shall no longer be represented by such 2033 Global Bond or Bonds. In any such event the Company will execute, and the Trustee, upon receipt of a Company order for the authentication and delivery of 2033 Bonds in the form of definitive certificates in exchange in whole or in part for such 2033 Global Bond or Bonds, will authenticate and deliver, without service charge, to each person specified by the Depositary, 2033 Bonds in the form of definitive certificates of like tenor and terms in an aggregate principal amount equal to the principal amount of such 2033 Global Bond or the
aggregate principal amount of such 2033 Global Bonds in exchange for such 2033 Global Bond or Bonds.
(3) If the Company so elects in an officer's certificate, the Depositary may surrender 2033 Bonds issued in the form of a 2033 Global Bond in exchange in whole or in part for 2033 Bonds in the form of definitive certificates of like tenor and terms on such terms as are acceptable to the Company and such Depositary. Thereupon the Company shall execute, and the Trustee shall authenticate and deliver, without service charge, (A) to each person specified by such Depositary a new 2033 Bond or 2033 Bonds of like tenor and terms and any authorized denomination as requested by such person in aggregate principal amount equal to and in exchange for such person's beneficial interest in the 2033 Global Bond; and (B) to such Depositary a new 2033 Global Bond of like tenor and terms and in an authorized denomination equal to the difference, if any, between the principal amount of the surrendered 2033 Global Bond and the aggregate principal amount of 2033 Bonds delivered to holders thereof.
(4) In any exchange provided for in any of the preceding three subparagraphs, the Company shall execute and the Trustee shall authenticate and deliver 2033 Bonds in the form of definitive certificates in authorized denominations. Upon the exchange of the entire principal amount of a 2033 Global Bond for 2033 Bonds in the form of definitive certificates, such 2033 Global Bond shall be canceled by the Trustee. Except as provided in the immediately preceding subparagraph, 2033 Bonds issued in exchange for a 2033 Global Bond pursuant to Subsection B.2 of this Article I shall be registered in such names and in such authorized denominations as the Depositary for such 2033 Global Bond, acting pursuant to instructions from its direct or indirect participants or otherwise, shall instruct the Trustee. Provided that the Company and the Trustee have so agreed, the Trustee shall deliver such 2033 Bonds to the persons in whose names the 2033 Bonds are so to be registered.
(5) Any endorsement of a 2033 Global Bond to reflect the principal
amount thereof, or any increase or decrease in such principal amount, shall be
made in such manner and by such person or persons as shall be specified in or
pursuant to any applicable letter of representations or other arrangement
entered into with, or procedures of, the Depositary with respect to such 2033
Global Bond or in the Company order delivered or to be delivered pursuant to
Section 4.07 of the Original Indenture with respect thereto. Subject to the
provisions of Section 4.07 of the Original Indenture, the Trustee shall deliver
and redeliver any such 2033 Global Bond in the manner and upon instructions
given by the person or persons specified in or pursuant to any applicable letter
of representations or other arrangement entered into with, or procedures of, the
Depositary with respect to such 2033 Global Bond or in any applicable Company
order. If a Company order pursuant to Section 4.07 of the Original Indenture is
so delivered, any instructions by the Company with respect to such 2033 Global
Bond contained therein shall be in writing but need not be accompanied by or
contained in an officer's certificate and need not be accompanied by an opinion
of counsel.
(6) The Depositary or, if there be one, its nominee, shall be the holder of a 2033 Global Bond for all purposes under the Indenture and the 2033 Bonds and beneficial owners with respect to such 2033 Global Bond shall hold their interests pursuant to applicable procedures of such Depositary. The Company, the Trustee and any bond registrar shall be entitled to deal with such Depositary for all purposes of the Indenture relating to such 2033 Global Bond (including
the payment of principal, the Make-Whole Redemption Price, if applicable, and interest and the giving of instructions or directions by or to the beneficial owners of such 2033 Global Bond as the sole holder of such 2033 Global Bond and shall have no obligations to the beneficial owners thereof (including any direct or indirect participants in such Depositary)). None of the Company, the Trustee, any paying agent or bond registrar shall have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a beneficial owner in or pursuant to any applicable letter of representations or other arrangement entered into with, or procedures of, the Depositary with respect to such 2033 Global Bond or for maintaining, supervising or reviewing any records relating to such beneficial ownership interests.
SECTION 3. February 21, 2003 shall be the date of the beginning of the first
interest period for the 2033 Bonds. The 2033 Bonds shall be dated as provided in
Section 2.01 of the Original Indenture. The 2033 Bonds shall be payable on March
1, 2033, in such coin or currency of the United States of America as at the time
of payment is legal tender for the payment of public and private debts, and
shall bear interest, payable in like coin or currency, at the rate of 5.90% per
annum, payable semiannually on March 1 and September 1 of each year (each an
"Interest Payment Date") to the persons in whose names the 2033 Bonds are
registered at the close of business on the tenth calendar day (excluding
February 29th of any leap year) next preceding the Interest Payment Date (i.e.,
February 19 and August 22, respectively) (each a "Regular Record Date"),
provided, however, that so long as the 2033 Bonds are registered in the name of
DTC or its nominee, the Regular Record Date for interest payable shall be the
close of business on the business day immediately preceding such Interest
Payment Date (each subject to certain exceptions provided in this Supplemental
Indenture and the Indenture), until maturity, according to the terms of the
bonds or on prior redemption or by declaration or otherwise, and at the highest
rate of interest borne by any of the bonds outstanding under the Indenture from
such date of maturity until they shall be paid or payment thereof shall have
been duly provided for. Principal of, the Make-Whole Redemption Price, if
applicable, and interest on the 2033 Bonds shall be payable at the office or
agency of the Company in the Borough of Manhattan, The City of New York;
provided, however, that payment of interest may be made, at the option of the
Company, by check mailed by the Company or its affiliate to the person entitled
thereto at his registered address. If a due date for the payment of interest,
principal or the Make-Whole Redemption Price, if applicable, falls on a day that
is not a business day, then the payment will be made on the next succeeding
business day, and no interest will accrue on the amounts payable for the period
from and after the original due date and until the next business day. The term
"business day" means any day other than a Saturday or Sunday or day on which
banking institutions in the City of New York are required or authorized to
close.
The 2033 Bonds shall be redeemable at the option of the Company, from time to time, as a whole or in part, at a make-whole redemption price (the "Make-Whole Redemption Price"). The Make-Whole Redemption Price shall equal to the greater of (i) the principal amount of the 2033 Bonds being redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the 2033 Bonds being redeemed, discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Yield applicable to the 2033 Bonds plus 20 basis points plus accrued interest to the redemption date.
"Treasury Yield" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the Comparable Treasury Issue for the 2033 Bonds, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for the redemption date.
"Comparable Treasury Issue" means the United States Treasury security selected by an Independent Investment Banker as having a maturity comparable to the remaining term of the 2033 Bonds 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 2033 Bonds.
"Independent Investment Banker" means either Banc One Capital Markets, Inc., Salomon Smith Barney Inc. or Wachovia Securities, Inc. or, if such firms are unwilling or unable to select the Comparable Treasury Issue, an independent investment banking institution of national standing selected by the Company and acceptable to the Trustee.
"Comparable Treasury Price" means, with respect to any redemption date, (i) the
average of the bid and asked prices for the Comparable Treasury Issue (expressed
in each case as a percentage of its principal amount) on the third business day
preceding such redemption date, as set forth in the daily statistical release
(or any successor release) published by the Federal Reserve Bank of New York and
designated "Composite 3:30 p.m. Quotations for U.S. Government Securities" or
(ii) if that release (or any successor release) is not published or does not
contain such prices on such business day, the average of the Reference Treasury
Dealer Quotations for such redemption date.
"Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Trustee, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Trustee by such Reference Treasury Dealer at 5:00 p.m. on the third business day preceding such redemption date.
"Reference Treasury Dealer" means Banc One Capital Markets, Inc., Salomon Smith Barney Inc. and Wachovia Securities, Inc., and their respective successors, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government Securities dealer in New York City (a "Primary Treasury Dealer"), the Company shall substitute for it another Primary Treasury Dealer.
So long as the 2033 Bonds are registered in the name of DTC, its nominee or a successor depositary, if the Company elects to redeem less than all of the 2033 Bonds, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in the 2033 Bonds to be redeemed. At all other times, the Trustee shall draw by lot, in such manner as it deems appropriate, the particular 2033 Bonds, or portions of them, to be redeemed.
The 2033 Bonds shall also be redeemable, as a whole but not in part, at the Make-Whole Redemption Price in the event that (i) all the outstanding common stock of the Company shall be acquired by some governmental body or instrumentality and the Company elects to redeem all of the bonds of all series, the redemption date in any such event to be not more than one hundred
twenty (120) days after the date on which all said stock is so acquired or (ii) all or substantially all the mortgaged and pledged property constituting bondable property which at the time shall be subject to the lien of the Indenture as a first lien shall be released from the lien of the Indenture pursuant to the provisions thereof, and available moneys in the hands of the Trustee, including any moneys deposited by the Company available for the purpose, are sufficient to redeem all the bonds of all series at the redemption prices (together with accrued interest to the date of redemption) specified therein applicable to the redemption thereof upon the happening of such event.
Notice of redemption shall be given by mail not less than 30 nor more than 90 days prior to the date fixed for redemption to the holders of 2033 Bonds to be redeemed (which, as long as the 2033 Bonds are held in the book-entry only system, will be the Depository, its nominee or a successor depository). On and after the date fixed for redemption (unless the Company defaults in the payment of the Make-Whole Redemption Price and interest accrued thereon to such date), interest on the 2033 Bonds or the portions of them so called for redemption shall cease to accrue. If the Company elects to redeem any 2033 Bonds, the Company will notify the Trustee of its election at least 45 days prior to the redemption date (or a shorter period acceptable to the Trustee) including in such notice, a reasonably detailed computation of the Make-Whole Redemption Price.
The 2033 Bonds of the several denominations are exchangeable for a like aggregate principal amount of other 2033 Bonds of other authorized denominations. Notwithstanding the provisions of Section 2.03 of the Original Indenture, for any exchange of 2033 Bonds for other 2033 Bonds of different authorized denominations, or for any transfer of 2033 Bonds, the Company may require the payment of a sum sufficient to reimburse it for any tax or other governmental charge incident thereto only. The 2033 Bonds may be presented for transfer or exchange at the corporate trust office of the Trustee in New York, New York.
C. FORM OF NEW SERIES BONDS
The New Series Bonds shall be substantially in the following form, with such inclusions, omissions, and variations as the Board of Directors of the Company may determine in accordance with the provisions of the Indenture:
[FORM OF NEW SERIES BONDS]
[Insert applicable depositary legend or legends, which initially shall be the following:
THIS SECURITY IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC. OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.
THIS FIRST MORTGAGE BOND, ___% SERIES DUE 20__ MAY, UNDER CONDITIONS PROVIDED IN THE INDENTURE, BE EXCHANGED FOR FIRST MORTGAGE BONDS, ___% SERIES DUE 20__ IN THE FORM OF DEFINITIVE CERTIFICATES OF LIKE TENOR AND OF AN EQUAL AGGREGATE PRINCIPAL AMOUNT, IN AUTHORIZED DENOMINATIONS, REGISTERED IN THE NAMES OF SUCH PERSONS AS THE DEPOSITARY SHALL INSTRUCT THE TRUSTEE. ANY SUCH EXCHANGE SHALL BE MADE UPON RECEIPT BY THE TRUSTEE OF AN OFFICER'S CERTIFICATE THEREFOR AND A WRITTEN INSTRUCTION FROM THE DEPOSITARY SETTING FORTH THE NAME OR NAMES IN WHICH THE TRUSTEE IS TO REGISTER SUCH FIRST MORTGAGE BONDS, ___% SERIES DUE 20__ IN THE FORM OF DEFINITIVE CERTIFICATES.]
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
(INCORPORATED UNDER THE LAWS OF THE STATE OF FLORIDA)
FIRST MORTGAGE BOND,
___% SERIES DUE 20__
DUE ______, 20__
No. _______ $____________
FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC., a corporation of the State of Florida (hereinafter called the Company), for value received, hereby promises to pay to __________________________ or registered assigns, on ___________________ at the office or agency of the Company in the Borough of Manhattan, The City of New York, _________ Million Dollars ($___,000,000) in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts, and to pay interest thereon, semiannually on __________ and ________ of each year to the person in whose name this bond is registered at the close of business on the tenth calendar day (excluding February 29th of any leap year) next preceding the interest payment date (i.e., _________ and ________, respectively), provided, however, that so long as this bond is registered in the name of The Depository Trust Company or its nominee, the record date for interest payable on any interest payment date shall be the close of business on the business day immediately preceding such interest payment date (each subject to certain exceptions provided in the Mortgage hereinafter mentioned), at the rate of ___ per annum, at said office or agency in
like coin or currency, from the date hereof until this bond shall mature, according to its terms or on prior redemption or by declaration or otherwise, and at the highest rate of interest borne by any of the bonds outstanding under the Mortgage hereinafter mentioned from such date of maturity until this bond shall be paid or the payment hereof shall have been duly provided for; provided, however, that payment of interest may be made at the option of the Company by check mailed by the Company or its affiliate to the person entitled thereto at his registered address. If a due date for the payment of interest, principal, or the Make-Whole Redemption Price, if applicable, falls on a day that is not a business day, then the payment will be made on the next succeeding business day, and no interest will accrue on the amounts payable for the period from and after the original due date and until the next business day. The term "business day" means any day other than a Saturday or Sunday or day on which banking institutions in the City of New York are required or authorized to close.
Additional provisions of this bond are set forth on the reverse hereof and such provisions shall for all purposes have the same effect as though fully set forth at this place.
This bond shall not become valid or obligatory for any purpose until First Chicago Trust Company of New York, or its successor as Trustee under the Mortgage, shall have signed the certificate of authentication endorsed hereon.
IN WITNESS WHEREOF, FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC. has caused this bond to be signed in its name by its President or one of its Vice Presidents by his signature or a facsimile thereof, and its corporate seal, or a facsimile thereof, to be affixed hereto and attested by its Secretary or one of its Assistant Secretaries by his signature or a facsimile thereof.
Dated: February __, 2003
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
By: _______________________________
Name:
Title:
Attest:
TRUSTEE'S AUTHENTICATION CERTIFICATE
This bond is one of the bonds, of the series herein designated, described or provided for in the within-mentioned Mortgage.
FIRST CHICAGO TRUST COMPANY
OF NEW YORK
By: _______________________________
Name:
Title:
[TEXT APPEARING ON REVERSE SIDE OF BOND]
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
FIRST MORTGAGE BOND
___% SERIES DUE 20__
DUE ______, 20__
This bond is one of an issue of bonds of the Company (herein referred to as the bonds), not limited in principal amount except as provided in the Mortgage hereinafter mentioned, issuable in series, which different series may mature at different times, may bear interest at different rates, and may otherwise vary as provided in the Mortgage hereinafter mentioned, and is one of a series known as its First Mortgage Bonds, ___% Series due 20__ (herein referred to as the "Bonds of this Series"), all bonds of all series issued and to be issued under and equally and ratably secured (except insofar as any sinking or analogous fund, established in accordance with the provisions of the Mortgage hereinafter mentioned, may afford additional security for the bonds of any particular series) by an Indenture dated as of January 1, 1944 (the "Original Indenture" and herein, together with all indentures supplemental thereto including the Forty-First Supplemental Indenture dated as of February 1, 2003 (the "Forty-First Supplemental Indenture") between the Company and First Chicago Trust Company of New York, as Trustee, called the "Mortgage"), to which reference is made for the nature and extent of the security, the rights of the holders of bonds and of the Company in respect thereof, the rights, duties and immunities of the Trustee, and the terms and conditions upon which the bonds are, and are to be, issued and secured. The Mortgage contains provisions permitting the holders of not less than seventy-five per centum (75%) in principal amount of all the bonds at the time outstanding, determined and evidenced as provided in the Mortgage, or in case the rights under the Mortgage of the holders of bonds of one or more, but less than all, of the series of bonds outstanding shall be affected, the holders of not less than seventy-five per centum (75%) in principal amount of the bonds at the time outstanding of the series affected, determined and evidenced as provided in the Mortgage, on behalf of the holders of all the bonds to waive any past default under the Mortgage and its consequences except a completed default, as defined in the Mortgage, in respect of the payment of the principal of or interest on any bond or default arising from the creation of any lien ranking
prior to or equal with the lien of the Mortgage on any of the mortgaged and
pledged property. The Mortgage also contains provisions permitting the Company
and the Trustee, with the consent of the holders of not less than seventy-five
per centum (75%) in principal amount of all the bonds at the time outstanding,
determined and evidenced as provided in the Mortgage, or in case the rights
under the Mortgage of the holders of bonds of one or more, but less than all, of
the series of bonds outstanding shall be affected, then with the consent of the
holders of not less than seventy-five per centum (75%) in principal amount of
the bonds at the time outstanding of the series affected, determined and
evidenced as provided in the Mortgage, to execute supplemental indentures adding
any provisions to or changing in any manner or eliminating any of the provisions
of the Mortgage or modifying in any manner the rights of the holders of the
bonds and coupons; provided, however, that no such supplemental indenture shall
(i) extend the fixed maturity of any bonds, or reduce the rate or extend the
time of payment of interest thereon, or reduce the principal amount thereof,
without the express consent of the holder of each bond so affected, or (ii)
reduce the aforesaid percentage of bonds, the holders of which are required to
consent to any such supplemental indenture, without the consent of the holders
of all bonds then outstanding, or (iii) permit the creation of any lien ranking
prior to or equal with the lien of the Mortgage on any of the mortgaged and
pledged property, or (iv) deprive the holder of any outstanding bond of the lien
of the Mortgage on any of the mortgaged and pledged property. Any such waiver or
consent by the registered holder of this bond (unless effectively revoked as
provided in the Mortgage) shall be conclusive and binding upon such holder and
upon all future holders of this bond, irrespective of whether or not any
notation of such waiver or consent is made upon this bond. No reference herein
to the Mortgage and no provision of this bond or of the Mortgage shall alter or
impair the obligation of the Company, which is absolute and unconditional, to
pay the principal of and interest on this bond at the time and place and at the
rate and in the coin or currency herein prescribed.
THE INITIAL HOLDERS OF THE BONDS OF THIS SERIES HAVE, AND ANY SUBSEQUENT
HOLDER(S) OF THE BONDS OF THIS SERIES BY BECOMING SUCH HOLDERS SHALL BE DEEMED
TO HAVE, IRREVOCABLY CONSENTED TO THE CERTAIN AMENDMENTS TO SECTIONS 14.01 AND
3.01 OF THE ORIGINAL INDENTURE, AS SET FORTH IN SECTION 1 AND SECTION 2,
RESPECTIVELY, OF ARTICLE III OF THE FORTY-FIRST SUPPLEMENTAL INDENTURE.
The Bonds of this Series are issuable in denominations of One Thousand Dollars ($1,000) and any integral multiple thereof and are exchangeable for a like aggregate principal amount of Bonds of this Series of other authorized denominations. This bond is transferable as prescribed in the Mortgage by the registered holder hereof in person, or by his duly authorized attorney, at the office or agency of the Company in said Borough of Manhattan, The City of New York, upon surrender and cancellation of this bond, and upon payment, if the Company shall require it, of the transfer charges prescribed in the Forty-First Supplemental Indenture hereinabove referred to, and thereupon a new fully registered bond or bonds of authorized denominations of the same series and for the same aggregate principal amount will be issued to the transferee in exchange herefor as provided in the Mortgage. The Company and the Trustee, any paying agent and any bond registrar may deem and treat the person in whose name this bond is registered as the absolute owner hereof, whether or not this bond shall be overdue, for the purpose of receiving payment and for all other purposes and neither the Company nor the Trustee nor any paying agent nor any bond registrar shall be affected by any notice to the contrary.
The Bonds of this Series may be redeemed, at the option of the Company, as a whole or from time to time in part, at a make-whole redemption price (the "Make-Whole Redemption Price"). The Make-Whole Redemption Price shall equal to the greater of (i) the principal amount of the Bonds of this Series being redeemed or (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Bonds of this Series being redeemed, discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Yield applicable to the Bonds of this Series plus __ basis points plus accrued interest to the redemption date.
"Treasury Yield" means, with respect to any redemption date, the rate per annum equal to the semiannual equivalent yield to maturity of the Comparable Treasury Issue for the Bonds of this Series, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for the redemption date.
"Comparable Treasury Issue" means the United States Treasury security selected by an Independent Investment Banker as having a maturity comparable to the remaining term of the Bonds of this 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 this Series.
"Independent Investment Banker" means either Banc One Capital Markets, Inc., Salomon Smith Barney Inc. or Wachovia Securities, Inc. or, if such firms are unwilling or unable to select the Comparable Treasury Issue, an independent investment banking institution of national standing selected by the Company and acceptable by the Trustee.
"Comparable Treasury Price" means, with respect to any redemption date, (i) the
average of the bid and asked prices for the Comparable Treasury Issue (expressed
in each case as a percentage of its principal amount) on the third business day
preceding such redemption date, as set forth in the daily statistical release
(or any successor release) published by the Federal Reserve Bank of New York and
designated "Composite 3:30 p.m. Quotations for U.S. Government Securities" or
(ii) if that release (or any successor release) is not published or does not
contain such prices on such business day, the average of the Reference Treasury
Dealer Quotations for such redemption date.
"Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption date, the average, as determined by the Trustee, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Trustee by such Reference Treasury Dealer at 5:00 p.m. on the third business day preceding such redemption date.
"Reference Treasury Dealer" means each of Banc One Capital Markets, Inc., Salomon Smith Barney Inc. and Wachovia Securities, Inc., and their respective successors, provided, however, that if any of the foregoing shall cease to be a primary U.S. Government Securities dealer in New York City (a "Primary Treasury Dealer"), the Company shall substitute for it another Primary Treasury Dealer.
So long as the Bonds of this Series are registered in the name of DTC, its nominees or a successor depositary, if the Company elects to redeem less than all of the Bonds of this Series, DTC's practice is to determine by lot the amount of the interest of each Direct Participant of the DTC, in the Bonds of this Series to be redeemed. At all other times, the Trustee shall draw by lot, in such manner as it deems appropriate, the particular Bonds of this Series, or portions of them, to be redeemed.
All Bonds of this Series shall also be redeemable, as a whole but not in part,
at the Make-Whole Redemption Price in the event (i) that all the outstanding
common stock of the Company shall be acquired by some governmental body or
instrumentality and the Company elects to redeem all the bonds of all series,
the redemption date in any such event to be not more than one hundred twenty
(120) days after the date on which all said stock is so acquired, or (ii) that
all or substantially all the mortgaged and pledged property (constituting
bondable property as defined in the Mortgage) which at the time shall be subject
to the lien of the Mortgage as a first lien shall be released from the lien of
the Mortgage pursuant to the provisions thereof, and available moneys in the
hands of First Chicago Trust Company of New York or its successor as Trustee,
including any moneys deposited by the Company for the purpose, are sufficient to
redeem all the bonds of all series at the redemption prices (together with
accrued interest to the date of redemption) specified therein applicable to the
redemption thereof upon the happening of such event.
Notice of redemption shall be given by mail not less than 30 nor more than 90 days prior to the date fixed for redemption to the holders of Bonds of this Series to be redeemed (which, as long as the Bonds of this Series are held in the book-entry only system, will be the Depository, its nominee or a successor depository). On and after the date fixed for redemption (unless the Company defaults in the payment of the Make-Whole Redemption Price and interest accrued thereon to such date), interest on the Bonds of this Series or the portions of them so called for redemption shall cease to accrue. If the Company elects to redeem any Bonds of this Series, the Company will notify the Trustee of its election at least 45 days prior to the redemption date (or a shorter period acceptable to the Trustee) including in such notice, a reasonably detailed computation of the Make-Whole Redemption Price.
The Mortgage provides that if the Company shall deposit with First Chicago Trust Company of New York or its successor as Trustee in trust for the purpose funds sufficient to pay the principal of all the bonds of any series, or such of the bonds of any series as have been or are to be called for redemption (including any portions, constituting $1,000 or an integral multiple thereof, of fully registered bonds), and premium, if any, thereon, and all interest payable on such bonds (or portions) to the date on which they become due and payable at maturity or upon redemption or otherwise, and complies with the other provisions of the Mortgage in respect thereof, then from the date of such deposit such bonds (or portions) shall no longer be secured by the lien of the Mortgage.
The Mortgage provides that, upon any partial redemption of a fully registered bond, upon surrender thereof endorsed for transfer, new bonds of the same series and of authorized denominations in principal amount equal to the unredeemed portion of such fully registered bond will be delivered in exchange therefor.
The principal hereof may be declared or may become due prior to the express date of the maturity hereof on the conditions, in the manner and at the time set forth in the Mortgage, upon the occurrence of a completed default as in the Mortgage provided.
No recourse shall be had for the payment of the principal of, the Make-Whole Redemption Price, if applicable, or interest on this bond, or for any claim based hereon, or otherwise in respect hereof, or based on or in respect of the Mortgage or under or upon any obligation, covenant or agreement contained in the Mortgage, against any incorporator or any past, present or future subscriber to the capital stock, stockholder, officer or director, as such, of the Company or of any predecessor or successor corporation, either directly or through the Company or any predecessor or successor corporation under any present or future rule of law, statute or constitution or by the enforcement of any assessment or otherwise, all such liability of incorporators, subscribers, stockholders, officers and directors, as such, being waived and released by the holder and owner hereof by the acceptance of this bond and being likewise waived and released by the terms of the Mortgage.
D. INTEREST ON THE NEW SERIES BONDS
Interest on any New Series Bond which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person in whose name that bond (or one or more predecessor bonds) is registered at the close of business on the Regular Record Date for such interest specified in the provisions of this Supplemental Indenture. Interest shall be computed on the basis of a 360-day year composed of twelve 30-day months.
Any interest on any New Series Bond which is payable, but is not punctually paid or duly provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the registered holder on the relevant Regular Record Date solely by virtue of such holder having been such holder; and such Defaulted Interest may be paid by the Company, at its election in each case, as provided in Subsection A or B below:
A. The Company may elect to make payment of any Defaulted Interest on the New Series Bonds to the persons in whose names such bonds (or their respective predecessor bonds) are registered at the close of business on a special record date for the payment of such Defaulted Interest, which shall be fixed in the following manner (a "Special Record Date"). The Company shall notify the Trustee in writing of the amount of Defaulted Interest proposed to be paid on each bond and the date of the proposed payment (which date shall be such as will enable the Trustee to comply with the next sentence hereof), and at the same time the Company shall deposit with the Trustee an amount of money equal to the aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Trustee for such deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the persons entitled to such Defaulted Interest as in this Subsection provided and not to be deemed part of the trust estate or trust moneys. Thereupon the Trustee shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date
and, in the name and at the expense of the Company, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, first-class postage prepaid, to each holder of a bond of the New Series Bonds at the address as it appears in the bond register not less than 10 days prior to such Special Record Date. The Trustee may, in its discretion in the name and at the expense of the Company, cause a similar notice to be published at least once in a newspaper approved by the Company in each place of payment of the New Series Bonds, but such publication shall not be a condition precedent to the establishment of such Special Record Date. Notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor having been mailed as aforesaid, such Defaulted Interest shall be paid to the persons in whose names the New Series Bonds (or their respective predecessor bonds) are registered on such Special Record Date and shall no longer be payable pursuant to the following Subsection B.
B. The Company may make payment of any Defaulted Interest on the New Series Bonds in any other lawful manner not inconsistent with the requirements of any securities exchange on which such bonds may be listed and upon such notice as may be required by such exchange, if, after notice given by the Company to the Trustee of the proposed payment pursuant to this Subsection, such payment shall be deemed practicable by the Trustee.
Subject to the foregoing provisions of this Section, each New Series Bond delivered under this Supplemental Indenture upon transfer of or in exchange for or in lieu of any other New Series Bonds shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other bond and each such bond shall bear interest from such date, that neither gain nor loss in interest shall result from such transfer, exchange or substitution.
ARTICLE II
ADDITIONAL COVENANTS
The Company hereby covenants as follows:
SECTION 1. That it will, prior to or simultaneously with the initial authentication and delivery by the Trustee of the New Series Bonds under Section 4.03 of the Original Indenture, deliver to the Trustee the instruments required by said Section.
SECTION 2. That, so long as any of the New Series Bonds shall be outstanding, it will not declare or pay any dividends (except a dividend in its own common stock) upon its common stock, or make any other distribution (by way of purchase, or otherwise) to the holders thereof, except a payment or distribution out of net income of the Company subsequent to December 31, 1943; and that it will not permit any subsidiary of the Company to purchase any shares of common stock of the Company.
For the purpose of this Section, net income of the Company shall be determined by regarding as charges or credits to income, as the case may be, any and all charges or credits to earned surplus subsequent to December 31, 1943, representing adjustments on account of excessive or deficient
accruals to income for taxes, and operating expenses shall include all proper charges for the maintenance and repairs of the property owned by the Company and appropriations out of income for the retirement or depreciation of the property used in its electric business in an amount of not less than the amount of the minimum provision for depreciation determined as provided in clause (5) of paragraph A of Section 1.05 of the Original Indenture.
ARTICLE III
RESERVATION OF AMENDMENT OF THE INDENTURE
Pursuant to the Fortieth Supplemental Indenture dated as of July 1, 2002 to the Original Indenture, the Company reserved the right, without the consent of, or other action by, holders of any series of bonds created on or after July 1, 2002, including the New Series Bonds created herein, to amend the Indenture as follows:
SECTION 1. To replace the first sentence of the first paragraph of Section 14.01 of the Original Indenture with the following sentence:
"The Trustee shall at all times be a bank or trust company having a principal office and place of business in the Borough of Manhattan, The City of New York, if there be such a bank or trust company willing and able to accept the trust upon reasonable or customary terms, and shall at all times be a corporation organized and doing business under the laws of the United States or of any State, with a combined capital and surplus of at least One Hundred Million Dollars ($100,000,000), and rated in a rating category within investment grade by at least two nationally recognized rating agencies, and authorized under such laws to exercise corporate trust powers and subject to supervision or examination by Federal or State authority."
SECTION 2. To amend Section 3.01 of the Original Indenture so as to insert the following provision as the new third paragraph of such Section 3.01:
"Notwithstanding any other provisions of this Indenture, with respect to compliance with any conditions precedent to the authentication and delivery of bonds, no certificate or opinion of an accountant shall be required to be of any person other than an officer or employee of the Company actively engaged in accounting work, but who need not be a certified or licensed public accountant, as to dates or periods not covered by annual reports required to be filed by the Company, in the case of conditions precedent which depend upon a state of facts as of a date or dates for a period or periods different from that required to be covered by such annual reports."
ARTICLE IV
CONSENT TO AMENDMENTS
The initial holders of the New Series Bonds have irrevocably consented to the
amendments to Sections 14.01 and 3.01 of the Original Indenture set forth in
Section 1 and Section 2, respectively, of Article III hereof, and any subsequent
holder(s) of the any New Series Bonds, by accepting such bonds, shall be deemed
to have irrevocably consented to the such amendments.
ARTICLE V
SUNDRY PROVISIONS
SECTION 1. This Supplemental Indenture is executed and shall be construed as an indenture supplemental to the Original Indenture, and shall form a part thereof and all of the provisions contained in the Original Indenture in respect to the rights, privileges, immunities, powers and duties of the Trustee shall be applicable in respect hereof as fully and with like effect as if set forth herein in full.
SECTION 2. This Supplemental Indenture may be simultaneously executed in any number of counterparts, and all of said counterparts executed and delivered, each as an original, shall constitute but one and the same instrument.
SECTION 3. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or of 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.
SECTION 4. Due to a scriveners error, the Thirty-Ninth and Fortieth Supplemental Indentures to the Original Indenture erroneously indicated that the Thirty-Seventh Supplemental Indenture dated as of December 1, 1993 was recorded in Sumter County, Florida at Book 502, Page 157. The correct recording location is Book 502, Page 167.
SECTION 5. Although this Supplemental Indenture is dated for convenience and for purposes of reference as of February 1, 2003, the actual dates of execution by the Company and by the Trustee are as indicated by the respective acknowledgments hereto annexed.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC. has caused this Supplemental Indenture to be signed in its name and behalf by its Executive Vice President, and its corporate seal to be hereunto affixed and attested by its Assistant Secretary, and FIRST CHICAGO TRUST COMPANY OF NEW YORK has caused this Supplemental Indenture to be signed and sealed in its name and behalf by a Vice President, and its corporate seal to be attested by a Vice President, all as of the day and year first above written.
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
By: /s/ Peter M. Scott III
--------------------------------------------
Peter M. Scott III, Executive Vice President
100 Central Avenue
St. Petersburg, Florida 33701
[SEAL]
Attest:
/s/ Robert Williams
------------------------------------
Robert Williams, Assistant Secretary
100 Central Avenue
St. Petersburg, Florida 33701
|
Signed, sealed and delivered by said
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
in the presence of:
/s/ C.G. Beuris ------------------------------------ C.G. Beuris /s/ N. Manly Johnson III ------------------------------------ N. Manly Johnson III |
[Company's Signature Page of Forty-First Supplemental Indenture]
FIRST CHICAGO TRUST
COMPANY OF NEW YORK
By: /s/ Steven M. Wagner
--------------------------------
Steven M. Wagner, Vice President
151 West 51st Street, 5th Floor
[SEAL] New York, New York 10019
Attest:
/s/ Christopher C. Holley
-------------------------------
Name: Christopher C. Holley,
Vice President
151 West 51st Street, 5th Floor
New York, NY 10019
|
Signed, sealed and delivered by said
FIRST CHICAGO TRUST
COMPANY OF NEW YORK
in the presence of:
/s/ Marla S. Roth ------------------------------- Print Name: Marla S. Roth /s/ John R. Prendiville ------------------------------- Print Name: John R. Prendiville |
[Trustee's Signature Page of Forty-First Supplemental Indenture]
STATE OF NORTH CAROLINA)
SS:
COUNTY OF WAKE )
Before me, the undersigned, a notary public in and for the State and County aforesaid, an officer duly authorized to take acknowledgments of deeds and other instruments, personally appeared Peter M. Scott III, Executive Vice President of FLORIDA POWER CORPORATION d/b/a PROGRESS ENERGY FLORIDA, INC., a corporation, the corporate party of the first part in and to the above written instrument, and also personally appeared before me Robert Williams, Assistant Secretary of the said corporation; such persons being severally personally known to me, who did take an oath and are known by me to be the same individuals who as such Executive Vice President and as such Assistant Secretary executed the above written instrument on behalf of said corporation; and he, the said Executive Vice President, acknowledged that as such Executive Vice President, he subscribed the said corporate name to said instrument on behalf and by authority of said corporation, and he, the said Assistant Secretary, acknowledged that he affixed the seal of said corporation to said instrument and attested the same by subscribing his name as Assistant Secretary of said corporation, by authority and on behalf of said corporation, and each of the two persons above named acknowledged that, being informed of the contents of said instrument, they, as such Executive Vice President and Assistant Secretary, delivered said instrument by authority and on behalf of said corporation and that all such acts were done freely and voluntarily and for the uses and purposes in said instrument set forth and that such instrument is the free act and deed of said corporation; and each of said persons further acknowledged and declared that he knows the seal of said corporation, and that the seal affixed to said instrument is the corporate seal of the corporation aforesaid.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal this 21st day of February, 2003 at Raleigh in the State and County aforesaid.
[NOTARIAL SEAL]
/s/ Brenda B. Addison -------------------------- |
STATE OF ILLINOIS )
SS:
COUNTY OF COOK )
|
Before me, the undersigned, a notary public in and for the State and County aforesaid, an officer duly authorized to take acknowledgments of deeds and other instruments, personally appeared Steven M. Wagner, a Vice President (the "Executing Vice President") of FIRST CHICAGO TRUST COMPANY OF NEW YORK, a New York trust company, the corporate party of the second part in and to the above written instrument, and also personally appeared before me Christopher C. Holley, a Vice President (the "Attesting Vice President") of the said corporation; said persons being severally personally known to me, who did take an oath and are known by me to be the same individuals who as such Executing Vice President and as such Attesting Vice President executed the above written instrument on behalf of said corporation; and he, the said Executing Vice President, acknowledged that as such Executing Vice President he subscribed the said corporate name to said instrument and affixed the seal of said corporation to said instrument on behalf and by authority of said corporation, and she, the said Attesting Vice President, acknowledged that she attested the same by subscribing her name as Vice President of said corporation, by authority and on behalf of said corporation, and each of the two persons above named acknowledged that, being informed of the contents of said instrument, they, as such Executing Vice President and Attesting Vice President, delivered said instrument by authority and on behalf of said corporation and that all such acts were done freely and voluntarily and for the uses and purposes in said instrument set forth and that such instrument is the free act and deed of said corporation, and each of said persons further acknowledged and declared that he/she knows the seal of said corporation, and that the seal affixed to said instrument is the corporate seal of the corporation aforesaid.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal this 19th day of February, 2003, at Chicago, Illinois, in the State and County aforesaid.
[NOTARIAL SEAL]
/s/ Charlene A. Nimrodi ------------------------ |
EXHIBIT A
RECORDING INFORMATION
ORIGINAL INDENTURE DATED JANUARY 1, 1944
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 02/25/44 121 172 Bay 10/20/47 59 18 Brevard 10/30/91 3157 3297 Citrus 02/25/44 18 1 Columbia 02/25/44 42 175 Dixie 02/25/44 3 127 Flagler 10/30/91 456 288 Franklin 02/25/44 0 83 Gadsden 02/26/44 A-6 175 Gilchrist 02/25/44 5 60 Gulf 02/26/44 6 193 Hamilton 02/25/44 42 69 Hardee 02/25/44 23 1 Hernando 02/25/44 90 1 Highlands 02/25/44 48 357 Hillsborough 02/25/44 662 105 Jackson 02/26/44 370 1 Jefferson 07/02/51 25 1 Lafayette 02/25/44 22 465 Lake 02/25/44 93 1 Leon 02/25/44 41 1 Levy 02/25/44 3 160 Liberty 02/25/44 "H" 116 Madison 07/02/51 61 86 Marion 02/25/44 103 1 Orange 02/25/44 297 375 Osceola 02/25/44 20 1 Pasco 02/25/44 39 449 Pinellas 02/26/44 566 1 Polk 02/25/44 666 305 Seminole 02/25/44 65 147 Sumter 02/25/44 25 1 Suwanee 02/25/44 58 425 Taylor 07/03/51 36 1 Volusia 02/25/44 135 156 Wakulla 02/25/44 14 1 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 02/25/44 24 1 Echols 02/25/44 A-1 300 Lowndes 02/25/44 5-0 1 |
SUPPLEMENTAL INDENTURE (FIRST) DATED JULY 1, 1946
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 11/12/46 166 1 Bay 10/20/47 59 1 Brevard 10/30/91 3157 3590 Citrus 11/12/46 17 362 Columbia 11/12/46 49 283 Dixie 11/14/46 3 357 Flagler 10/30/91 456 579 Franklin 11/13/46 "P" 80 Gadsden 11/13/46 A-9 148 Gilchrist 11/14/46 7 120 Gulf 11/13/46 10 313 Hamilton 11/12/46 40 371 Hardee 11/12/46 24 575 Hernando 11/14/46 99 201 Highlands 11/12/46 55 303 Hillsborough 11/06/46 95 375 Jackson 11/13/46 399 1 Jefferson 07/02/51 25 287 Lafayette 11/14/46 23 156 Lake 11/13/46 107 209 Leon 11/13/46 55 481 Levy 11/14/46 4 133 Liberty 11/13/46 "H" 420 Madison 07/02/51 61 373 Marion 11/12/46 110 1 Orange 11/12/46 338 379 Osceola 11/12/46 20 164 Pasco 11/14/46 44 169 Pinellas 11/06/46 632 161 Polk 11/12/46 744 511 Seminole 11/13/46 74 431 Sumter 11/13/46 25 467 Suwanee 11/12/46 63 316 Taylor 07/03/51 36 145 Volusia 11/13/46 158 203 Wakulla 11/13/36 14 299 |
SUPPLEMENTAL INDENTURE (SECOND) DATED NOVEMBER 1, 1948
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 01/08/49 196 287 Bay 01/10/49 64 395 Brevard 10/30/91 3157 3607 Citrus 01/13/49 18 414 Columbia 01/08/49 55 493 Dixie 01/10/49 4 201 Flagler 10/30/91 456 601 Franklin 01/10/49 "Q" 1 Gadsden 01/10/49 A-13 157 Gilchrist 01/08/49 6 274 Gulf 01/10/49 13 74 Hamilton 01/10/49 44 1 Hardee 01/08/49 28 110 Hernando 01/08/49 109 448 Highlands 01/08/49 61 398 Hillsborough 01/13/49 810 452 Jackson 01/10/49 400 563 Jefferson 07/02/51 25 320 Lafayette 01/10/49 25 210 Lake 01/08/49 119 555 Leon 01/10/49 82 303 Levy 01/08/49 5 242 Liberty 01/08/49 "H" 587 Madison 07/02/51 61 407 Marion 01/11/49 122 172 Orange 01/08/49 388 604 Osceola 01/08/49 25 104 Pasco 01/08/49 47 549 Pinellas 01/05/49 716 11 Polk 01/07/49 807 411 Seminole 01/06/49 84 389 Sumter 01/08/49 28 41 Suwanee 01/08/49 69 150 Taylor 07/03/51 36 162 Volusia 01/06/49 192 167 Wakulla 01/10/49 16 1 |
SUPPLEMENTAL INDENTURE (THIRD) DATED JULY 1, 1951
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/02/51 234 340 Bay 08/03/51 93 155 Brevard 10/30/91 3157 3630 Citrus 07/30/51 20 251 Columbia 08/02/51 66 503 Dixie 08/02/51 5 271 Flagler 10/30/91 456 624 Franklin 08/03/51 "Q" 522 Gadsden 08/03/51 A-19 271 Gilchrist 08/02/51 7 422 Gulf 08/03/51 16 59 Hamilton 08/03/51 51 347 Hardee 08/02/51 32 1 Hernando 08/02/51 118 537 Highlands 08/02/51 69 344 Hillsborough 08/02/51 927 174 Jefferson 08/03/51 25 359 Lafayette 08/03/51 27 305 Lake 07/31/51 139 323 Leon 08/02/51 113 465 Levy 08/02/51 7 211 Liberty 07/25/51 1 232 Madison 08/07/51 62 1 Marion 08/02/51 142 143 Orange 08/07/51 460 60 Osceola 08/02/51 31 385 Pasco 08/10/51 56 1 Pinellas 08/02/51 847 301 Polk 08/01/51 899 539 Seminole 08/07/51 100 403 Sumter 08/02/51 32 345 Suwanee 08/02/51 76 413 Taylor 08/07/51 36 182 Volusia 08/07/51 245 393 Wakulla 08/03/51 17 259 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 08/08/51 35 566 Echols 08/02/51 A-3 521 Lowndes 08/04/51 7-E 188 |
FOURTH SUPPLEMENTAL INDENTURE NOVEMBER 1, 1952
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/31/52 256 288 Bay 01/01/53 104 571 Brevard 10/30/91 3157 3663 Citrus 12/31/52 22 321 Columbia 12/31/52 72 521 Dixie 12/31/52 6 135 Flagler 10/31/91 456 657 Franklin 12/31/52 R 477 Gadsden 12/31/52 A-22 511 Gilchrist 12/31/52 9 124 Gulf 01/02/53 17 7 Hamilton 12/31/52 54 293 Hardee 12/31/52 33 433 Hernando 12/31/52 125 361 Highlands 01/02/53 74 131 Hillsborough 12/29/52 993 545 Jefferson 12/31/52 27 1 Lafayette 12/31/52 28 445 Lake 01/02/53 150 343 Leon 12/31/52 130 1 Levy 12/31/52 8 362 Liberty 01/09/53 1 462 Madison 01/02/53 65 134 Marion 01/02/53 153 434 Orange 12/31/52 505 358 Osceola 12/31/52 36 145 Pasco 01/02/53 61 563 Pinellas 12/29/52 926 561 Polk 01/12/53 974 177 Seminole 01/02/53 111 41 Sumter 12/31/52 35 441 Suwanee 01/02/53 82 27 Taylor 12/31/52 37 325 Volusia 01/10/53 278 107 Wakulla 01/02/53 18 383 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 01/01/53 39 95 Echols 01/01/53 A-4 110 Lowndes 12/31/52 7-0 540 |
FIFTH SUPPLEMENTAL INDENTURE NOVEMBER 1, 1953
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/29/53 271 24 Bay 01/01/54 115 505 Brevard 10/30/91 3157 3690 Citrus 12/28/53 2 73 Columbia 12/28/53 7 3 Dixie 12/23/53 6 466 Flagler 10/30/91 456 684 Franklin 12/28/53 1 447 Gadsden 12/24/53 A-26 251 Gilchrist 12/23/53 9 317 Gulf 12/28/53 11 229 Hamilton 12/28/53 58 220 Hardee 12/23/53 35 518 Hernando 12/23/53 130 409 Highlands 12/29/53 78 1 Hillsborough 01/04/54 1050 229 Jefferson 12/29/53 28 91 Lafayette 12/24/53 30 16 Lake 12/23/53 160 189 Leon 12/23/53 144 268 Levy 12/23/53 9 368 Liberty 01/06/54 J 40 Madison 12/26/53 67 381 Marion 12/28/53 168 179 Orange 12/24/53 541 253 Osceola 12/24/53 39 42 Pasco 12/23/53 67 1 Pinellas 12/22/53 988 333 Polk 01/05/54 1021 473 Seminole 12/29/53 118 535 Sumter 12/28/53 37 466 Suwanee 12/28/53 85 346 Taylor 12/24/53 43 225 Volusia 12/24/53 303 454 Wakulla 12/30/53 19 380 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 01/15/54 39 437 Echols 01/15/54 A-4 418 Lowndes 12/29/53 7-X 235 |
SIXTH SUPPLEMENTAL INDENTURE DATED JULY 1, 1954
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 11/19/54 286 129 Bay 11/22/54 125 502 Brevard 10/30/91 3157 3719 Citrus 11/19/54 9 525 Columbia 11/20/54 17 479 Dixie 11/19/54 7 299 Flagler 10/30/91 456 713 Franklin 11/19/54 5 465 Gadsden 11/20/54 A-29 411 Gilchrist 11/19/54 9 530 Gulf 11/22/54 19 284 Hamilton 11/22/54 59 425 Hardee 11/19/54 37 307 Hernando 11/19/54 7 335 Highlands 11/19/54 82 403 Hillsborough 11/26/54 1116 164 Jefferson 11/19/54 29 17 Lafayette 11/19/54 31 138 Lake 11/19/54 170 225 Leon 11/19/54 159 209 Levy 11/19/54 10 523 Liberty 11/30/54 "J" 215 Madison 11/20/54 69 483 Marion 11/20/54 181 573 Orange 11/23/54 578 123 Osceola 11/20/54 42 216 Pasco 11/22/54 15 568 Pinellas 11/18/54 1046 507 Polk 11/23/54 1068 22 Seminole 11/19/54 28 374 Sumter 11/30/54 40 81 Suwanee 11/23/54 89 1 Taylor 11/20/54 45 377 Volusia 11/23/54 327 538 Wakulla 11/19/54 20 445 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 11/20/54 55 385 Echols 11/20/54 5 86 Lowndes 11/20/54 3 387 |
SEVENTH SUPPLEMENTAL INDENTURE DATED JULY 1, 1956
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 07/27/56 320 309 Bay 07/27/56 145 395 Brevard 10/30/91 3157 3746 Citrus 07/25/56 28 403 Columbia 07/26/56 38 279 Dixie 07/30/56 9 1 Flagler 10/30/91 456 740 Franklin 07/27/56 16 392 Gadsden 07/26/56 A-36 100 Gilchrist 07/31/56 11 289 Gulf 08/02/56 23 475 Hamilton 07/27/56 11 79 Hardee 07/31/56 43 1 Hernando 07/26/56 21 88 Highlands 07/31/56 11 571 Hillsborough 08/06/56 1260 125 Jefferson 07/25/56 30 295 Lafayette 07/25/56 33 117 Lake 07/26/56 189 613 Leon 07/25/56 190 301 Levy 07/30/56 14 13 Liberty 07/31/56 "J" 531 Madison 07/26/56 74 12 Marion 07/26/56 208 223 Orange 07/27/56 126 165 Osceola 07/26/56 49 1 Pasco 08/02/56 51 353 Pinellas 07/24/56 1168 481 Polk 08/20/56 1180 30 Seminole 07/27/56 90 5 Sumter 08/02/56 43 523 Suwanee 07/26/56 96 67 Taylor 07/25/56 52 451 Volusia 07/26/56 384 195 Wakulla 07/25/56 22 281 |
STATE OF GEORGIA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Cook 07/26/56 48 36 Echols 07/26/56 5 401 Lowndes 07/25/56 22 419 |
EIGHTH SUPPLEMENTAL INDENTURE DATED JULY 1, 1958
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 07/23/58 20 227 Bay 08/05/58 170 295 Brevard 10/30/91 3157 3785 Citrus 07/24/58 55 336 Columbia 07/23/58 66 365 Dixie 07/22/58 11 166 Flagler 10/30/91 456 779 Franklin 07/22/58 29 248 Gadsden 07/23/58 9 48 Gilchrist 07/22/58 12 341 Gulf 07/24/58 29 40 Hamilton 07/22/58 23 1 Hardee 07/22/58 49 451 Hernando 07/25/58 39 358 Highlands 07/29/58 50 514 Hillsborough 07/29/58 111 108 Jefferson 07/23/58 33 19 Lafayette 07/23/58 35 120 Lake 07/31/58 56 297 Leon 07/23/58 216 129 Levy 07/22/58 18 63 Liberty 07/24/58 "K" 413 Madison 07/23/58 78 310 Marion 07/29/58 237 447 Orange 07/23/58 403 300 Osceola 07/23/58 26 462 Pasco 07/25/58 96 455 Pinellas 07/24/58 381 683 Polk 07/24/58 165 452 Seminole 07/23/58 178 26 Sumter 08/01/58 5 66 Suwanee 07/23/58 102 360 Taylor 07/22/58 4 254 Volusia 07/23/58 129 244 Wakulla 07/25/58 24 375 |
NINTH SUPPLEMENTAL INDENTURE DATED OCTOBER 1, 1960
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 11/23/60 119 158 Bay 11/25/60 28 411 Brevard 10/30/91 3157 3822 Citrus 12/01/60 93 370 Columbia 11/17/60 105 133 Dixie 11/16/60 13 331 Flagler 10/30/91 456 816 Franklin 11/17/60 49 375 Gadsden 11/17/60 29 655 Gilchrist 11/16/60 1 473 Gulf 11/21/60 5 409 Hamilton 11/18/60 37 171 Hardee 11/17/60 60 76 Hernando 11/16/60 65 688 Highlands 11/18/60 108 421 Hillsborough 11/23/60 629 675 Jefferson 11/18/60 8 290 Lafayette 11/16/60 38 185 Lake 11/21/60 141 619 Leon 11/23/60 254 479 Levy 11/16/60 23 537 Liberty 11/17/60 "M" 525 Madison 11/22/60 11 153 Marion 11/18/60 54 420 Orange 11/22/60 817 569 Osceola 11/16/60 68 410 Pasco 11/21/60 158 530 Pinellas 11/16/60 1036 239 Polk 11/18/60 440 179 Seminole 11/21/60 332 203 Sumter 11/30/60 25 318 Suwanee 11/17/60 111 282 Taylor 11/18/60 21 626 Volusia 11/21/60 330 281 Wakulla 11/21/60 28 185 |
TENTH SUPPLEMENTAL INDENTURE DATED MAY 1, 1962
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 06/07/62 188 123 Bay 06/15/62 70 173 Brevard 10/30/91 3157 3858 Citrus 06/08/62 120 221 Columbia 06/05/62 130 187 Dixie 06/05/62 15 36 Flagler 10/30/91 456 852 Franklin 06/06/62 58 333 Gadsden 06/05/62 45 493 Gilchrist 06/05/62 7 261 Gulf 06/06/62 14 147 Hamilton 06/05/62 46 407 Hardee 06/05/62 16 449 Hernando 06/05/62 82 326 Highlands 06/11/62 148 617 Hillsborough 06/11/62 949 738 Jefferson 06/05/62 13 606 Lafayette 06/08/62 39 385 Lake 06/06/62 204 1 Leon 06/11/62 48 49 Levy 06/05/62 27 574 Liberty 06/06/62 0 214 Madison 06/05/62 20 76 Marion 06/15/62 112 412 Orange 06/06/62 1060 464 Osceola 06/05/62 90 389 Pasco 06/08/62 202 457 Pinellas 06/01/62 1438 571 Polk 06/14/62 605 696 Seminole 06/13/62 408 102 Sumter 06/13/62 40 85 Suwanee 06/05/62 116 273 Taylor 06/05/62 34 330 Volusia 06/20/62 456 46 Wakulla 06/11/62 31 349 |
ELEVENTH SUPPLEMENTAL INDENTURE DATED APRIL 1, 1965
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 05/21/65 324 610 Bay 05/28/65 158 231 Brevard 10/30/91 3157 3894 Citrus 05/13/65 179 485 Columbia 05/17/65 184 314 Dixie 05/13/65 6 485 Flagler 10/30/91 456 888 Franklin 05/19/65 72 497 Gadsden 05/18/65 73 410 Gilchrist 05/13/65 17 11 Gulf 05/18/65 24 717 Hamilton 05/13/65 63 327 Hardee 05/13/65 47 377 Hernando 05/13/65 112 236 Highlands 05/21/65 232 421 Hillsborough 05/12/65 1448 57 Jefferson 05/14/65 23 198 Lafayette 05/13/65 1 687 Lake 05/19/65 287 74 Leon 05/21/65 178 48 Levy 05/21/65 34 519 Liberty 05/14/65 6 1 Madison 05/14/65 34 399 Marion 05/24/65 228 528 Orange 05/25/65 1445 830 Osceola 05/18/65 132 351 Pasco 05/13/65 291 437 Pinellas 05/12/65 2154 77 Polk 05/17/65 929 371 Seminole 05/19/65 535 241 Sumter 05/14/65 68 83 Suwanee 05/17/65 24 673 Taylor 05/17/65 56 129 Volusia 05/19/65 708 531 Wakulla 05/17/65 8 6 |
TWELFTH SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1965
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/10/65 355 229 Bay 12/20/65 174 619 Brevard 10/30/91 3157 3931 Citrus 12/22/65 192 309 Columbia 12/10/65 194 338 Dixie 12/10/65 9 42 Flagler 10/30/91 456 925 Franklin 12/13/65 76 249 Gadsden 12/10/65 78 606 Gilchrist 12/10/65 19 447 Gulf 12/10/65 26 692 Hamilton 12/10/65 66 303 Hardee 12/10/65 53 426 Hernando 12/13/65 118 441 Highlands 12/20/65 248 20 Hillsborough 12/17/65 1548 603 Jefferson 12/10/65 24 595 Lafayette 12/10/65 2 671 Lake 12/20/65 301 528 Leon 12/20/65 205 170 Levy 12/20/65 36 184 Liberty 12/10/65 6 477 Madison 12/11/65 36 806 Marion 12/27/65 254 153 Orange 12/10/65 1499 785 Osceola 12/10/65 140 445 Pasco 12/13/65 312 19 Pinellas 12/09/65 2283 186 Polk 12/20/65 984 641 Seminole 12/22/65 559 591 Sumter 12/14/65 73 283 Suwanee 12/14/65 30 218 Taylor 12/10/65 59 361 Volusia 12/10/65 755 174 Wakulla 12/20/65 9 390 |
THIRTEENTH SUPPLEMENTAL INDENTURE DATED AUGUST 1, 1967
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/22/67 458 347 Bay 08/28/67 223 457 Brevard 10/30/91 3157 3964 Citrus 08/28/67 218 756 Columbia 08/22/67 225 304 Dixie 08/22/67 15 367 Flagler 10/30/91 456 962 Franklin 08/28/67 83 556 Gadsden 08/23/67 96 29 Gilchrist 08/22/67 25 131 Gulf 08/22/67 33 618 Hamilton 08/23/67 76 465 Hardee 08/22/67 71 366 Hernando 08/28/67 137 646 Highlands 08/30/67 288 585 Hillsborough 08/28/67 1795 635 Jefferson 08/23/67 30 662 Lafayette 08/22/67 5 694 Lake 08/25/67 342 196 Leon 08/30/67 280 594 Levy 08/28/67 41 262 Liberty 08/23/67 10 90 Madison 08/23/67 44 606 Marion 09/01/67 324 444 Orange 08/24/67 1660 421 Osceola 08/22/67 164 335 Pasco 08/28/67 370 728 Pinellas 08/21/67 2659 498 Polk 09/06/67 1108 900 Seminole 08/31/67 628 506 Sumter 09/06/67 87 602 Suwanee 08/23/67 47 228 Taylor 08/24/67 67 782 Volusia 08/24/67 964 254 Wakulla 08/31/67 14 755 |
FOURTEENTH SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1968
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/06/68 543 198 Bay 12/18/68 262 487 Brevard 10/30/91 3157 3984 Citrus 12/09/68 239 487 Columbia 12/09/68 242 397 Dixie 12/09/68 20 109 Flagler 10/30/91 456 983 Franklin 12/06/68 88 538 Gadsden 12/12/68 110 7 Gilchrist 12/06/68 29 281 Gulf 12/09/68 38 359 Hamilton 12/06/68 82 245 Hardee 12/06/68 83 221 Hernando 12/09/68 164 395 Highlands 12/11/68 319 390 Hillsborough 12/19/68 1977 890 Jefferson 12/09/68 35 32 Lafayette 12/06/68 9 170 Lake 12/06/68 371 438 Leon 12/19/68 342 572 Levy 12/09/68 44 215 Liberty 12/09/68 12 41 Madison 12/09/68 49 627 Marion 12/20/68 375 12 Orange 12/06/68 1785 837 Osceola 12/06/68 183 688 Pasco 12/06/68 423 607 Pinellas 12/06/68 2964 580 Polk 12/10/68 1193 854 Seminole 12/18/68 695 638 Sumter 01/02/69 98 509 Suwanee 12/06/68 60 50 Taylor 12/09/68 73 494 Volusia 12/09/68 1060 466 Wakulla 12/19/68 18 593 |
FIFTEENTH SUPPLEMENTAL INDENTURE DATED AUGUST 1, 1969
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/26/69 592 206 Bay 09/03/69 283 513 Brevard 10/30/91 3157 4002 Citrus 08/26/69 251 437 Columbia 09/05/69 251 586 Dixie 08/26/69 21 705 Flagler 10/30/91 456 1001 Franklin 08/26/69 92 363 Gadsden 08/26/69 116 723 Gilchrist 09/04/69 31 539 Gulf 08/26/69 41 23 Hamilton 08/26/69 85 292 Hardee 08/26/69 91 19 Hernando 09/03/69 191 745 Highlands 09/05/69 339 90 Hillsborough 09/03/69 2073 501 Jefferson 08/26/69 37 193 Lafayette 08/26/69 12 235 Lake 09/11/69 389 148 Leon 09/05/69 377 548 Levy 08/26/69 6 348 Liberty 08/29/69 12 680 Madison 08/26/69 52 263 Marion 09/08/69 399 668 Orange 08/27/69 1867 156 Osceola 09/03/69 192 726 Pasco 08/26/69 459 315 Pinellas 08/26/69 3149 131 Polk 09/04/69 1241 971 Seminole 09/05/69 740 500 Sumter 09/05/69 104 504 Suwanee 08/26/69 66 489 Taylor 08/26/69 77 44 Volusia 08/26/69 1123 577 Wakulla 09/05/69 21 231 |
SIXTEENTH SUPPLEMENTAL INDENTURE DATED FEBRUARY 1, 1970
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 03/13/70 625 297 Bay 03/23/70 298 539 Brevard 10/30/91 3157 4019 Citrus 03/16/70 261 729 Columbia 03/13/70 257 622 Dixie 03/13/70 23 107 Flagler 10/30/91 456 1019 Franklin 03/13/70 94 507 Gadsden 03/13/70 121 571 Gilchrist 03/20/70 33 449 Gulf 03/16/70 43 244 Hamilton 03/14/70 87 291 Hardee 03/16/70 97 225 Hernando 03/20/70 212 536 Highlands 03/20/70 352 25 Hillsborough 03/20/70 2146 824 Jefferson 03/13/70 38 643 Lafayette 03/16/70 14 42 Lake 03/13/70 400 545 Leon 04/02/70 406 203 Levy 03/20/70 11 150 Liberty 03/13/70 13 494 Madison 03/13/70 54 152 Marion 03/20/70 419 113 Orange 03/20/70 1927 853 Osceola 03/13/70 199 282 Pasco 03/13/70 487 207 Pinellas 03/23/70 3294 582 Polk 03/27/70 1278 4 Seminole 03/20/70 771 384 Sumter 03/27/70 109 1 Suwanee 03/13/70 71 61 Taylor 03/16/70 79 282 Volusia 03/13/70 1183 353 Wakulla 03/24/70 23 36 |
SEVENTEENTH SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1970
STATE OF FLORIDA
County Date of Recordation Book Page
------------ ------------------- ---- ----
Alachua 12/15/70 678 70
01/08/71 682 405B
Bay 01/11/71 321 565
Brevard 10/30/91 3157 4030
Citrus 01/07/71 277 324
Columbia 12/16/70 266 25
01/07/71 266 351
Dixie 01/07/71 25 246
Flagler 10/30/91 456 1030
Franklin 12/15/70 98 171
01/18/71 98 472
Gadsden 01/07/71 128 705
Gilchrist 01/13/71 36 5
Gulf 12/16/70 46 132
Hamilton 12/16/70 90 201
01/08/71 90 325
Hardee 12/16/70 106 109
01/07/71 107 15
Hernando 12/16/70 246 299
01/13/71 252 715
Highlands 01/11/71 372 79
Hillsborough 01/11/71 2261 308
Jefferson 12/16/70 41 467
Lafayette 01/06/71 16 144
Lake 01/12/71 421 742
Leon 01/14/71 449 244
Levy 01/11/71 18 65
Liberty 12/16/70 14 535
Madison 01/07/71 56 911
Marion 01/11/71 449 33
Orange 01/11/71 2021 24
Osceola 01/29/71 212 353
Pasco 01/08/71 524 86
Pinellas 01/14/71 3467 449
Polk 01/14/71 1331 880
Seminole 01/11/71 819 223
Sumter 01/11/71 115 308
Suwanee 12/17/70 77 82
Taylor 12/17/70 83 53
Volusia 01/11/71 1257 142
Wakulla 01/12/71 26 175
|
EIGHTEENTH SUPPLEMENTAL INDENTURE DATED OCTOBER 1, 1971
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 11/17/71 755 116 Bay 11/09/71 351 33 Brevard 10/30/91 3157 4062 Citrus 11/16/71 296 490 Columbia 11/15/71 278 597 Dixie 11/09/71 31 23 Flagler 10/30/91 456 1062 Franklin 11/09/71 103 278 Gadsden 11/10/71 138 360 Gilchrist 11/16/71 39 92 Gulf 11/11/71 49 107 Hamilton 11/09/71 93 538 Hardee 11/09/71 119 63 Hernando 11/17/71 280 1 Highlands 11/16/71 393 578 Hillsborough 11/17/71 2393 263 Jefferson 11/11/71 45 135 Lafayette 11/09/71 19 91 Lake 11/16/71 447 834 Leon 11/12/71 496 190 Levy 11/16/71 26 748 Liberty 11/10/71 16 108 Madison 11/11/71 61 220 Marion 11/16/71 487 239 Orange 11/18/71 2144 179 Osceola 11/10/71 229 360 Pasco 11/12/71 569 344 Pinellas 11/09/71 3659 630 Polk 11/16/71 1400 1 Seminole 11/16/71 892 460 Sumter 11/09/71 123 457 Suwanee 11/12/71 86 28 Taylor 11/09/71 87 706 Volusia 11/09/71 1352 118 Wakulla 11/16/71 30 218 |
NINETEENTH SUPPLEMENTAL INDENTURE DATED JUNE 1, 1971
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 07/31/72 797 81 Bay 07/31/72 378 483 Brevard 10/30/91 3157 4079 Citrus 08/01/72 314 557 Columbia 07/31/72 290 418 Dixie 07/31/72 35 44 Flagler 10/30/91 456 1079 Franklin 07/31/72 107 442 Gadsden 07/31/72 147 296 Gilchrist 07/31/72 41 148 Gulf 07/31/72 51 371 Hamilton 07/31/72 96 573 Hardee 07/31/72 130 35 Hernando 07/31/72 295 702 Highlands 07/31/72 409 578 Hillsborough 07/31/72 2518 15 Jefferson 07/31/72 48 389 Lafayette 08/04/72 22 70 Lake 08/02/72 474 134 Leon 08/02/72 537 763 Levy 08/02/72 35 5 Liberty 08/03/72 17 319 Madison 08/03/72 65 120 Marion 08/02/72 521 427 Orange 08/03/72 2259 950 Osceola 08/02/72 245 626 Pasco 08/03/72 619 487 Pinellas 08/02/72 3846 454 Polk 08/02/72 1467 276 Seminole 08/03/72 948 1035 Sumter 08/02/72 131 348 Suwanee 08/02/72 93 785 Taylor 08/03/72 92 198 Volusia 08/02/72 1456 420 Wakulla 08/03/72 33 147 |
TWENTIETH SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1972
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 01/22/73 818 709 Bay 01/22/73 400 226 Brevard 10/30/91 3157 4096 Citrus 01/22/73d 328 152 Columbia 01/22/73 298 244 Dixie 01/22/73 38 92 Flagler 10/30/91 456 1096 Franklin 01/22/73 110 446 Gadsden 01/22/73 154 117 Gilchrist 01/2273 42 685 Gulf 01/22/73 52 813 Hamilton 01/22/73 99 270 Hardee 01/22/73 138 88 Herdando 01/22/73 306 325 Highlands 01/22/73 422 5 Hillsborough 01/22/73 2612 659 Jefferson 01/23/73 50 632 Lafayette 01/22/73 23 338 Lake 01/22/73 492 696 Leon 01/25/73 567 238 Levy 01/22/73 40 755 Liberty 01/23/73 18 51 Madison 01/23/73 67 413 Marion 01/22/73 546 125 Orange 01/22/73 2345 569 Osceola 01/24/73 256 564 Pasco 01/22/73 654 281 Pinellas 01/23/73 3980 788 Polk 01/24/73 1514 854 Seminole 01/22/73 136 696 Sumter 01/22/73 136 696 Suwanee 01/22/73 98 583 Taylor 01/22/73 95 99 Volusia 01/22/73 1533 327 Wakulla 01/26/73 35 266 |
TWENTY-FIRST SUPPLEMENTAL INDENTURE DATED JUNE 1, 1973
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/30/73 850 668 Bay 08/30/73 431 401 Brevard 10/30/91 3157 4126 Citrus 08/31/73 349 609 Columbia 08/30/73 309 245 Dixie 08/30/73 41 473 Flagler 10/30/91 456 1126 Franklin 08/31/73 115 120 Gadsden 08/31/73 164 90 Gilchrist 08/31/73 45 387 Gulf 09/04/73 54 736 Hamilton 09/04/73 104 250 Hardee 08/31/73 149 295 Herdando 08/31/73 321 479 Highlands 08/31/73 442 961 Hillsborough 08/31/73 2740 278 Jefferson 08/31/73 54 591 Lafayette 09/07/73 26 73 Lake 08/31/73 520 70 Leon 09/06/73 609 543 Levy 09/05/73 50 741 Liberty 08/31/73 19 111 Madison 08/31/73 71 22 Marion 09/04/73 585 491 Orange 09/07/73 2448 1009 Osceola 09/06/73 272 204 Pasco 09/04/73 707 613 Pinellas 08/31/73 4073 767 Polk 08/31/73 1550 1341 Seminole 09/04/73 993 0048 Sumter 08/31/73 144 265 Suwanee 09/04/73 106 192 Taylor 08/31/73 99 444 Volusia 08/31/73 1647 440 Wakulla 08/31/73 38 458 |
TWENTY-SECOND SUPPLEMENTAL INDENTURE DATED DECEMBER 1, 1973
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 02/28/74 876 74 Bay 02/28/74 457 572 Brevard 10/30/91 3157 4155 Citrus 03/18/74 365 200 Columbia 03/01/74 319 179 Dixie 02/28/74 44 149 Flagler 10/30/91 456 1155 Franklin 03/01/74 119 14 Gadsden 03/01/74 171 264 Gilchrist 02/28/74 48 25 Gulf 03/01/74 56 427 Hamilton 03/01/74 109 89 Hardee 02/28/74 158 140 Herdando 02/28/74 333 455 Highlands 02/28/74 458 394 Hillsborough 02/28/74 2842 642 Jefferson 03/01/74 58 5 Lafayette 03/01/74 28 34 Lake 03/04/74 540 77 Leon 03/01/74 638 672 Levy 02/28/74 57 769 Liberty 03/01/74 20 54 Madison 03/01/74 73 545 Marion 02/28/74 617 19 Orange 02/28/74 2504 1707 Osceola 03/01/74 284 344 Pasco 03/01/74 739 1360 Pinellas 02/28/74 4141 1397 Polk 02/28/74 1578 1983 Seminole 03/04/74 1010 1601 Sumter 03/01/74 150 278 Suwanee 03/04/74 111 766 Taylor 03/04/74 102 694 Volusia 03/04/74 1712 645 Wakulla 03/05/74 40 626 |
TWENTY-THIRD SUPPLEMENTAL INDENTURE DATED OCTOBER 1, 1976
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 11/29/76 1035 716 Bay 11/29/76 600 687 Brevard 10/30/91 3157 4184 Citrus 12/08/76 448 668 Columbia 12/03/76 370 898 Dixie 11/29/76 56 160 Flagler 10/30/91 456 1184 Franklin 11/29/76 136 420 Gadsden 12/06/76 219 533 Gilchrist 11/30/76 62 464 Gulf 11/30/76 68 753 Hamilton 11/30/76 131 855 Hardee 11/29/76 212 10 Herdando 12/03/76 397 623 Highlands 11/29/76 535 951 Hillsborough 11/29/76 3181 1281 Jefferson 11/29/76 75 198 Lafayette 11/29/76 36 422 Lake 12/06/76 620 66 Leon 11/30/76 823 723 Levy 11/29/76 98 32 Liberty 11/29/76 25 104 Madison 12/06/76 89 124 Marion 12/08/76 779 258 Orange 12/06/76 2745 889 Osceola 11/30/76 345 524 Pasco 12/03/76 867 1165 Pinellas 12/03/76 4484 1651 Polk 11/29/76 1720 2000 Seminole 12/06/76 1105 1137 Sumter 11/30/76 181 97 Suwanee 11/29/76 146 437 Taylor 11/30/76 123 111 Volusia 12/06/76 1872 1438 Wakulla 12/07/76 53 837 |
TWENTY-FOURTH SUPPLEMENTAL INDENTURE DATED APRIL 1, 1979
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 06/11/79 1212 956 Bay 06/12/79 734 343 Brevard 10/30/91 3157 4212 Citrus 06/12/79 538 1687 Columbia 06/14/79 429 139 Dixie 06/12/79 68 122 Flagler 10/30/91 456 1212 Franklin 06/13/79 159 186 Gadsden 06/13/79 259 396 Gilchrist 06/12/79 77 260 Gulf 06/14/79 78 174 Hamilton 06/12/79 142 859 Hardee 06/12/79 245 558 Herdando 06/12/79 443 17 Highlands 06/13/79 620 77 Hillsborough 06/12/79 3523 1162 Jefferson 06/13/79 93 685 Lafayette 06/13/79 44 496 Lake 06/12/79 678 266 Leon 06/15/79 931 526 Levy 06/12/79 141 163 Liberty 06/13/79 30 394 Madison 06/13/79 108 655 Marion 06/13/79 976 451 Orange 06/13/79 3018 812 Osceola 06/12/79 438 115 Pasco 06/14/79 1013 126 Pinellas 06/12/79 4867 291 Polk 06/12/79 1881 2012 Seminole 06/12/79 1228 606 Sumter 06/12/79 216 642 Suwanee 06/12/79 184 514 Taylor 06/13/79 145 686 Volusia 06/12/79 2082 1430 Wakulla 06/13/79 69 884 |
TWENTY-FIFTH SUPPLEMENTAL INDENTURE DATED APRIL 1, 1980
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 07/25/80 1290 319 Bay 07/25/80 794 596 Brevard 10/30/91 3157 4238 Citrus 07/28/80 560 2030 Columbia 07/24/80 451 126 Dixie 07/24/80 73 220 Flagler 10/30/91 456 1238 Franklin 07/28/80 169 589 Gadsden 07/25/80 275 649 Gilchrist 07/24/80 84 551 Gulf 07/28/80 82 290 Hamilton 07/25/80 148 774 Hardee 07/25/80 257 823 Herdando 07/24/80 465 441 Highlands 07/29/80 658 523 Hillsborough 07/24/80 3684 411 Jefferson 07/25/80 101 387 Lafayette 07/24/80 47 586 Lake 07/24/80 705 977 Leon 07/25/80 966 426 Levy 07/25/80 161 478 Liberty 07/25/80 32 981 Madison 07/28/80 117 572 Marion 07/28/80 1027 1141 Orange 07/25/80 3127 1401 Osceola 07/30/80 489 198 Pasco 07/25/80 1077 1362 Pinellas 06/24/80 5038 2013 Polk 07/25/80 1956 1808 Seminole 07/28/80 1288 1105 Sumter 07/25/80 233 598 Suwanee 07/29/80 200 618 Taylor 07/28/80 156 740 Volusia 07/25/80 2185 587 Wakulla 07/28/80 76 879 |
TWENTY-SIXTH SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1980
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 01/27/81 1326 527 Bay 01/26/81 823 570 Brevard 10/30/91 3157 4267 Citrus 01/28/81 570 1391 Columbia 01/27/81 461 435 Dixie 01/23/81 75 785 Flagler 10/30/91 456 1267 Franklin 01/27/81 174 320 Gadsden 01/26/81 282 356 Gilchrist 01/23/81 87 484 Gulf 01/26/81 84 307 Hamilton 01/26/81 151 44 Hardee 01/27/81 264 214 Herdando 01/26/81 476 916 Highlands 01/26/81 676 12 Hillsborough 01/26/81 3760 1223 Jefferson 01/26/81 104 658 Lafayette 01/27/81 49 175 Lake 01/27/81 717 2439 Leon 01/30/81 983 1982 Levy 01/26/81 169 716 Liberty 01/26/81 33 875 Madison 01/27/81 121 535 Marion 01/26/81 1051 47 Orange 01/26/81 3167 2388 Osceola 01/28/81 512 78 Pasco 01/26/81 1108 1247 Pinellas 12/31/80 5128 1781 Polk 01/27/81 1994 436 Seminole 01/27/81 1317 775 Sumter 01/26/81 241 211 Suwanee 01/27/81 209 696 Taylor 01/26/81 161 461 Volusia 01/26/81 2236 1396 Wakulla 01/26/81 79 837 |
TWENTY-SEVENTH SUPPLEMENTAL INDENTURE DATED NOVEMBER 15, 1980
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 02/10/81 1328 880 Bay 02/10/81 825 667 Brevard 10/30/91 3157 4295 Citrus 02/13/81 571 1236 Columbia 02/09/81 462 275 Dixie 02/09/81 76 147 Flagler 10/30/91 456 1295 Franklin 02/11/81 174 590 Gadsden 02/11/81 283 105 Gilchrist 02/13/81 88 100 Gulf 02/17/81 84 561 Hamilton 02/11/81 151 256 Hardee 02/11/81 264 618 Herdando 02/10/81 477 904 Highlands 02/11/81 677 519 Hillsborough 02/10/81 3766 35 Jefferson 02/12/81 105 318 Lafayette 02/10/81 49 299 Lake 02/10/81 718 2428 Leon 02/18/81 985 1655 Levy 02/12/81 170 567 Liberty 02/12/81 34 94 Madison 02/11/81 122 47 Marion 02/10/81 1052 1660 Orange 02/11/81 3171 1797 Osceola 02/13/81 514 336 Pasco 02/10/81 1111 307 Pinellas 02/10/81 5147 951 Polk 02/11/81 1997 527 Seminole 02/11/81 1319 1660 Sumter 02/11/81 241 746 Suwanee 02/11/81 210 652 Taylor 02/11/81 161 793 Volusia 02/10/81 2241 333 Wakulla 02/11/81 80 188 |
TWENTY-EIGHTH SUPPLEMENTAL INDENTURE DATED MAY 1, 1981
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 06/08/81 1351 161 Bay 07/20/81 853 623 Brevard 10/30/91 3157 4321 Citrus 06/08/81 578 919 Columbia 06/08/81 469 507 Dixie 06/09/81 78 172 Flagler 10/30/91 456 1321 Franklin 06/10/81 178 166 Gadsden 06/08/81 286 1847 Gilchrist 06/05/81 90 526 Gulf 06/09/81 85 881 Hamilton 06/08/81 152 776 Hardee 06/05/81 267 797 Herdando 06/05/81 484 1645 Highlands 06/05/81 689 338 Hillsborough 06/05/81 3814 700 Jefferson 06/09/81 107 352 Lafayette 06/05/81 50 758 Lake 06/08/81 727 209 Leon 06/08/81 996 1780 Levy 06/08/81 176 81 Liberty 06/12/81 34 859 Madison 06/08/81 125 615 Marion 06/05/81 1068 1824 Orange 06/08/81 3199 783 Osceola 06/09/81 532 1 Pasco 06/05/81 1132 1007 Pinellas 06/05/81 5201 1902 Polk 06/12/81 2022 642 Seminole 06/08/81 1340 894 Sumter 06/05/81 246 210 Suwanee 06/05/81 217 153 Taylor 06/09/81 165 536 Volusia 06/05/81 2272 1296 Wakulla 06/08/81 82 500 |
TWENTY-NINTH SUPPLEMENTAL INDENTURE DATED SEPTEMBER 1, 1982
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 10/06/82 1440 284 Bay 10/08/82 912 523 Brevard 10/30/91 3157 4348 Citrus 10/07/82 604 1403 Columbia 10/06/82 498 260 Dixie 10/07/82 85 2 Flagler 10/30/91 456 1348 Franklin 10/11/82 191 239 Gadsden 10/08/82 297 266 Gilchrist 10/07/82 98 657 Gulf 10/07/82 91 125 Hamilton 10/06/82 159 396 Hardee 10/07/82 281 339 Herdando 10/06/82 510 1386 Highlands 10/08/82 733 571 Hillsborough 10/06/82 4009 985 Jefferson 10/08/82 115 766 Lafayette 10/06/82 55 163 Lake 10/08/82 759 836 Leon 10/07/82 1041 20 Levy 10/06/82 198 511 Liberty 10/07/82 38 218 Madison 10/07/82 136 685 Marion 10/06/82 1128 717 Orange 10/07/82 3316 738 Osceola 10/11/82 606 68 Pasco 10/06/82 1212 1279 Pinellas 10/07/82 5411 1407 Polk 10/07/82 2110 93 Seminole 10/06/82 1416 535 Sumter 10/06/82 263 631 Suwanee 10/06/82 238 524 Taylor 10/07/82 178 879 Volusia 10/06/82 2391 1879 Wakulla 10/07/82 91 306 |
THIRTIETH SUPPLEMENTAL INDENTURE DATED OCTOBER 1, 1982
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/02/82 1450 90 Bay 12/06/82 916 1538 Brevard 10/30/91 3157 4364 Citrus 12/03/82 607 1034 Columbia 12/06/82 501 729 Dixie 12/06/82 86 49 Flagler 10/30/91 456 1364 Franklin 12/07/82 192 448 Gadsden 12/06/82 298 608 Gilchrist 12/03/82 100 18 Gulf 12/07/82 91 744 Hamilton 12/06/82 160 118 Hardee 12/08/82 283 11 Herdando 12/03/82 513 992 Highlands 12/07/82 738 221 Hillsborough 12/03/82 4033 293 Jefferson 12/06/82 117 9 Lafayette 12/06/82 55 444 Lake 12/03/82 763 19 Leon 12/07/82 1047 812 Levy 12/06/82 201 136 Liberty 12/08/82 38 547 Madison 12/07/82 137 808 Marion 12/07/82 1135 1015 Orange 12/06/82 3330 2301 Osceola 12/09/82 615 721 Pasco 12/06/82 1222 1592 Pinellas 11/23/82 5434 229 Polk 12/08/82 2121 118 Seminole 12/06/82 1425 1476 Sumter 12/06/82 265 768 Suwanee 12/07/82 240 699 Taylor 12/06/82 180 189 Volusia 12/06/82 2406 460 Wakulla 12/06/82 92 272 |
THIRTY-FIRST SUPPLEMENTAL INDENTURE DATED NOVEMBER 1, 1991
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/05/91 1836 2215 Bay 12/04/91 1347 1335 Brevard 12/05/91 3165 1204 Citrus 12/04/91 917 725 Columbia 12/04/91 753 1847 Dixie 12/09/91 156 90 Flagler 12/04/91 458 1266 Franklin 12/04/91 364 11 Gadsden 12/04/91 386 1240 Gilchrist 12/09/91 182 573 Gulf 12/04/91 148 72 Hamilton 12/04/91 294 236 Hardee 12/04/91 420 322 Herdando 12/03/91 843 1139 Highlands 12/03/91 1161 1860 Hillsborough 12/04/91 6449 1412 Jefferson 12/04/91 225 39 Lafayette 12/05/91 87 430 Lake 12/04/91 1138 1083 Leon 12/04/91 1530 452 Levy 12/05/91 446 454 Liberty 12/04/91 68 508 Madison 12/04/91 258 173 Marion 12/04/91 1787 161 Orange 12/06/91 4352 22 Osceola 12/05/91 1042 587 Pasco 12/03/91 2071 503 Pinellas 11/13/91 7731 740 Polk 12/06/91 3041 1252 Seminole 12/05/91 2364 1942 Sumter 12/03/91 443 254 Suwanee 12/05/91 423 515 Taylor 12/04/91 296 232 Volusia 12/09/91 3712 968 Wakulla 12/05/91 185 524 |
THIRTY-SECOND SUPPLEMENTAL INDENTURE DATED DECEMBER 1, 1992
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/30/92 1888 2338 Bay 12/30/92 1410 42 Brevard 12/29/92 3256 2503 Citrus 12/29/92 965 231 Columbia 12/30/92 769 532 Dixie 12/30/92 165 484 Flagler 12/30/92 480 212 Franklin 12/30/92 399 1 Gadsden 12/30/92 399 1762 Gilchrist 12/30/92 194 693 Gulf 01/06/93 157 343 Hamilton 12/29/92 314 215 Hardee 12/31/92 439 211 Herdando 12/29/92 894 688 Highlands 12/29/92 1200 1665 Hillsborough 12/30/92 6838 810 Jefferson 12/30/92 250 196 Lafayette 12/30/92 92 129 Lake 12/30/92 1203 323 Leon 01/07/93 1611 2296 Levy 12/29/92 479 312 Liberty 12/30/92 73 427 Madison 12/30/92 292 205 Marion 12/29/92 1888 1815 Orange 12/30/92 4506 2985 Osceola 12/31/92 1102 2325 Pasco 12/29/92 3101 950 Pinellas 12/15/92 8120 1705 Polk 12/31/92 3185 899 Seminole 12/29/92 2525 1408 Sumter 12/29/92 471 468 Suwanee 12/29/92 449 469 Taylor 01/21/93 313 221 Volusia 12/30/92 3797 1647 Wakulla 12/31/92 204 765 |
THIRTY-THIRD SUPPLEMENTAL INDENTURE DATED DECEMBER 1, 1992
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/30/92 1888 2426 Bay 12/30/92 1410 130 Brevard 12/29/92 3256 2592 Citrus 12/29/92 965 319 Columbia 12/30/92 769 622 Dixie 12/30/92 165 572 Flagler 12/30/92 480 300 Franklin 12/30/92 399 89 Gadsden 12/30/92 399 1850 Gilchrist 12/30/92 195 1 Gulf 01/06/93 157 431 Hamilton 12/29/92 315 1 Hardee 12/31/92 439 299 Herdando 12/29/92 894 776 Highlands 12/29/92 1200 1754 Hillsborough 12/30/92 6838 898 Jefferson 12/30/92 250 285 Lafayette 12/30/92 92 217 Lake 12/30/92 1203 411 Leon 01/07/93 1611 2384 Levy 12/29/92 479 400 Liberty 12/30/92 73 515 Madison 12/30/92 292 293 Marion 12/29/92 1888 1903 Orange 12/30/92 4506 3073 Osceola 12/31/92 1102 2413 Pasco 12/29/92 3101 1038 Pinellas 12/15/92 8120 1795 Polk 12/31/92 3185 987 Seminole 12/29/92 2525 1496 Sumter 12/29/92 471 556 Suwanee 12/29/92 449 595 Taylor 01/21/93 313 309 Volusia 12/30/92 3797 1735 Wakulla 12/31/92 204 853 |
THIRTY-FOURTH SUPPLEMENTAL INDENTURE DATED FEBRUARY 1, 1993
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 02/23/93 1895 1712 Bay 02/22/93 1418 1202 Brevard 02/22/93 3268 4928 Citrus 03/03/93 972 1372 Columbia 02/23/93 771 1030 Dixie 02/23/93 166 771 Flagler 02/23/93 483 86 Franklin 02/23/93 404 209 Gadsden 02/22/93 402 153 Gilchrist 02/22/93 196 612 Gulf 02/22/93 158 636 Hamilton 02/22/93 317 37 Hardee 02/26/93 442 29 Herdando 02/22/93 901 1009 Highlands 02/23/93 1206 1393 Hillsborough 02/23/93 6891 182 Jefferson 02/23/93 254 267 Lafayette 02/22/93 92 788 Lake 02/22/93 1211 1060 Leon 02/23/93 1621 51 Levy 02/22/93 484 459 Liberty 02/22/93 74 366 Madison 02/22/93 297 50 Marion 03/01/93 1902 1706 Orange 03/01/93 4527 4174 Osceola 02/23/93 1111 2070 Pasco 03/01/93 3118 1205 Pinellas 02/09/93 8173 382 Polk 02/22/93 3203 2186 Seminole 02/22/93 2547 765 Sumter 02/22/93 475 750 Suwanee 02/23/93 454 51 Taylor 02/25/93 314 853 Volusia 02/23/93 3808 3551 Wakulla 02/23/93 207 396 |
THIRTY-FIFTH SUPPLEMENTAL INDENTURE DATED MARCH 1, 1993
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 03/22/93 1898 2769 Bay 03/23/93 1423 659 Brevard 03/22/93 3275 3473 Citrus 03/22/93 975 1 Columbia 03/24/93 772 1536 Dixie 03/23/93 167 499 Flagler 03/23/93 484 1113 Franklin 03/22/93 407 47 Gadsden 03/22/93 403 66 Gilchrist 03/22/93 197 704 Gulf 03/22/93 159 388 Hamilton 03/22/93 320 1 Hardee 03/22/93 443 137 Herdando 03/22/93 905 480 Highlands 03/22/93 1210 47 Hillsborough 03/22/93 6917 972 Jefferson 03/24/93 257 40 Lafayette 03/23/93 93 218 Lake 03/23/93 1216 1165 Leon 03/23/93 1626 1941 Levy 03/23/93 487 375 Liberty 03/22/93 74 627 Madison 03/22/93 299 211 Marion 03/22/93 1910 738 Orange 03/23/93 4539 2634 Osceola 03/25/93 1115 2511 Pasco 03/22/93 3129 149 Pinellas 03/10/93 8200 2030 Polk 03/22/93 3214 1331 Seminole 03/22/93 2559 1330 Sumter 03/22/93 478 191 Suwanee 03/24/93 456 58 Taylor 03/26/93 316 580 Volusia 03/23/93 3814 4453 Wakulla 03/22/93 208 563 |
THIRTY-SIXTH SUPPLEMENTAL INDENTURE DATED JULY 1, 1993
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/06/93 1919 2335 Bay 08/09/93 1447 1661 Brevard 08/05/93 3312 2304 Citrus 08/06/93 994 111 Columbia 08/09/93 778 736 Dixie 08/10/93 171 595 Flagler 08/06/93 493 183 Franklin 08/16/93 423 78 Gadsden 08/06/93 407 1440 Gilchrist 08/06/93 202 372 Gulf 08/06/93 162 831 Hamilton 08/06/93 326 301 Hardee 08/06/93 450 623 Herdando 08/09/93 925 1936 Highlands 08/06/93 1225 1608 Hillsborough 08/05/93 7071 222 Jefferson 08/10/93 266 252 Lafayette 08/09/93 95 394 Lake 08/06/93 1241 430 Leon 08/09/93 1660 1955 Levy 08/06/93 500 395 Liberty 08/06/93 76 362 Madison 08/06/93 312 20 Marion 08/06/93 1948 1022 Orange 08/09/93 4602 366 Osceola 08/06/93 1138 832 Pasco 08/05/93 3182 104 Pinellas 07/20/93 8342 522 Polk 08/05/93 3268 1251 Seminole 08/09/93 2627 330 Sumter 08/05/93 489 700 Suwanee 08/09/93 467 488 Taylor 08/06/93 323 490 Volusia 08/06/93 3848 2752 Wakulla 08/06/93 217 104 |
THIRTY-SEVENTH SUPPLEMENTAL INDENTURE DATED DECEMBER 1, 1993
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 12/29/93 1942 1768 Bay 12/29/93 1473 1090 Brevard 12/28/93 3353 2186 Citrus 12/29/93 1013 1791 Columbia 12/30/93 784 1174 Dixie 01/04/94 175 744 Flagler 12/30/93 503 269 Franklin 12/30/93 437 69 Gadsden 12/29/93 412 1638 Gilchrist 01/03/94 207 597 Gulf 12/29/93 166 710 Hamilton 12/29/93 334 78 Hardee 12/28/93 458 139 Herdando 12/30/93 947 1037 Highlands 12/29/93 1241 1888 Hillsborough 12/29/93 7235 1829 Jefferson 12/30/93 276 231 Lafayette 12/29/93 97 746 Lake 12/29/93 1267 2229 Leon 12/29/93 1698 1017 Levy 12/30/93 512 733 Liberty 12/29/93 78 291 Madison 12/29/93 324 302 Marion 12/29/93 1990 1962 Orange 12/29/93 4675 2208 Osceola 12/30/93 1163 2641 Pasco 12/29/93 3239 112 Pinellas 12/15/93 8502 2162 Polk 12/28/93 3327 562 Seminole 12/28/93 2703 466 Sumter 12/28/93 502 167* Suwanee 12/29/93 478 324 Taylor 12/29/93 330 533 Volusia 12/29/93 3885 2736 Wakulla 12/30/93 224 727 |
THIRTY-EIGHTH SUPPLEMENTAL INDENTURE DATED JULY 25, 1994
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 08/08/94 1975 2678 Bay 08/08/94 1516 432 Brevard 08/08/94 3412 3309 Citrus 08/08/94 1044 2108 Columbia 08/08/94 794 188 Dixie 08/11/94 183 3 Flagler 08/08/94 516 1458 Franklin 08/10/94 465 42 Gadsden 08/09/94 422 570 Gilchrist 08/10/94 216 477 Gulf 08/08/94 172 664 Hamilton 08/08/94 347 189 Hardee 08/08/94 471 495 Herdando 09/06/94 983 887 Highlands 08/08/94 1267 791 Hillsborough 08/10/94 7485 745 Jefferson 08/09/94 298 22 Lafayette 08/09/94 101 626 Lake 08/09/94 1311 1274 Leon 08/08/94 1754 594 Levy 08/08/94 533 45 Liberty 08/09/94 81 566 Madison 08/08/94 348 172 Marion 08/10/94 2060 1272 Orange 08/09/94 4779 4850 Osceola 08/08/94 1205 1060 Pasco 08/08/94 3326 1162 Pinellas 07/25/94 8734 1574 Polk 08/08/94 3423 2168 Seminole 08/08/94 2809 131 Sumter 08/08/94 524 256 Suwanee 08/08/94 500 170 Taylor 08/09/94 342 576 Volusia 08/11/94 3942 4371 Wakulla 08/10/94 239 322 |
THIRTY-NINTH SUPPLEMENTAL INDENTURE DATED JULY 1, 2001
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 7/16/01 2371 1703 Bay 7/24/01 2052 225 Brevard 7/24/01 4387 206 Citrus 7/16/01 1440 322 Columbia 7/24/01 931 1741 Dixie 7/23/01 262 1 Flagler 7/24/01 758 320 Franklin 7/26/01 671 542 Gadsden 7/23/01 529 134 Gilcrest 7/23/01 2001 3068 Gulf 7/24/01 262 872 Hamilton 7/23/01 504 59 Hardee 7/23/01 614 764 Hernando 7/16/01 1437 619 Highlands 7/16/01 1556 1380 Hillsborough 7/23/01 10952 1626 Jefferson 7/23/01 471 268 Lafayette 7/23/01 169 348 Lake 7/16/01 1974 2275 Leon 7/23/01 2530 74 Levy 7/23/01 752 726 Liberty 7/23/01 124 311 Madison 7/24/01 587 48 Manatee 7/23/01 1692 6974 Marion 7/16/01 2987 1131 Orange 7/16/01 6302 3365 Osceola 7/16/01 1902 1112 Pasco 7/16/01 4667 77 Pinellas 7/13/01 11475 2488 Polk 7/16/01 4751 1 Seminole 7/16/01 4128 170 Sumter 7/16/01 894 40 Suwannee 7/23/01 877 77 Taylor 7/23/01 464 215 Volusia 7/17/01 4714 4356 Wakulla 7/23/01 414 599 |
FORTIETH SUPPLEMENTAL INDENTURE DATED JULY 1, 2002
STATE OF FLORIDA
County Date of Recordation Book Page ------------ ------------------- ---- ---- Alachua 7/19/02 2486 439 Bay 7/19/02 2164 520 Brevard 7/01/01 4641 2591 Citrus 7/19/02 1521 2 Columbia 7/19/02 958 500 Dixie 7/19/02 277 1 Flagler 7/24/02 838 776 Franklin 7/24/02 706 23 Gadsden 7/19/02 548 415 Gilchrist* 7/19/02 Instrument Number 2002 3363 Gulf 7/19/02 285 369 Hamilton 7/19/02 530 143 Hardee 7/19/02 630 147 Hernando 7/19/02 1552 745 Highlands 7/19/02 1616 1919 Hillsborough 7/19/02 11790 0680 Jefferson 7/22/02 0492 0001 Lafayette 7/19/02 181 406 Lake 7/22/02 02145 1576 Leon 7/19/02 R2697 01718 Levy 7/19/02 795 531 Liberty 7/19/02 131 454 Madison 7/19/02 627 171 Manatee 7/19/02 1759 970 Marion 7/19/02 3203 0458 Orange 7/23/02 6573 5463 Osceola 7/22/02 2082 1419 Pasco 7/19/02 5012 1362 Pinellas 7/26/02 12128 1700 Polk 7/19/02 5064 0027 Seminole 7/23/02 4468 0429 Sumter 7/19/02 988 512 Suwannee 7/19/02 948 7 Taylor 7/19/02 484 562 Volusia 7/19/02 4898 2002 Wakulla 7/22/02 450 344 |
EXHIBIT B
PROPERTY DESCRIPTIONS
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR SEYMOUR, JERRY L., AND JOAN E. 29 19S 26E 2251
SEYMOUR
-----------------------------------------------------------------------------------------
TR VAL COURSEY HOMES, INC. 31 19S 26E 2251
-----------------------------------------------------------------------------------------
TR W.S.E.F., LLC 21 19S 26E 2251
-----------------------------------------------------------------------------------------
TR RFCD PARTNERSHIP 32 19S 26E 2246
-----------------------------------------------------------------------------------------
TR CAIRNES, ROBERT A., TRUSTEE 20; 29 19S 26E 2246
-----------------------------------------------------------------------------------------
TR LAKE COUNTY SCHOOL BOARD FKA THE 29 19S 26E 2246
BOARD OF PUBLIC INSTRUCTION OF
LAKE COUNTY
-----------------------------------------------------------------------------------------
TR HAWTHORNE PROPERTIES LAND TRUST 29 19S 26E 2246
-----------------------------------------------------------------------------------------
TR MILLER, PHILLIP A., AND REBA E. 22 23S 18E 1618
MILLER REVOCABLE FAMILY TRUST,
UDT 08/25/1993
-----------------------------------------------------------------------------------------
TR HERNANDO COUNTY DISTRICT SCHOOLS 15 23S 18E 1618
-----------------------------------------------------------------------------------------
TR WITHLACOOCHEE RIVER ELECTRIC 36 22S 18E 1614
COOPERATIVE, INC., A FLORIDA
CORPORATION
-----------------------------------------------------------------------------------------
TR ORANGE COUNTY, FLORIDA: BY BOARD 31 22S 28E 6734
OF COUNTY COMMISSIONERS
-----------------------------------------------------------------------------------------
|
--------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
--------------------------------------------------------------------------------------------------
TR 811 30-Jan-03 LAKE SW 1/4 OF SECTION 29; THROUGH A PORTION OF
BLOCK 78 MAP OF TAVARES, PB 1, PG 64, LAKE
COUNTY
--------------------------------------------------------------------------------------------------
TR 819 30-Jan-03 LAKE N 10' OF E 200' OF TRACT B IN MAGNOLIA RIDGE,
A SUBDIVISION IN THE CITY OF TAVARES,
RECORDED IN PB 41, PG 69, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 815 30-Jan-03 LAKE A PARCEL COMMENCING AT THE W BOUNDARY OF THE
SW 1/4 CONTAINING 0.20 ACRES, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 1795 22-Jan-03 LAKE PART OF THE NW 1/4 OF THE NW 1/4, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 1790 22-Jan-03 LAKE STIRP OF LAND IN NORTHERLY PORTION OF NE 1/4
OF SECTION 29 AND S PORTION OF SE 1/4 OF
SECTION 20, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 1780 22-Jan-03 LAKE STRIP LOCATED IN NE 1/4 OF SECTION 29 ALONG
HWY 441 ROW, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 1784 22-Jan-03 LAKE STRIP OF LAND (2 PARCELS) IN NE 1/4 OF
SECTION 29 CONTAINING 0.07 ACRES AND 0.0037
ACRES MOL RESPECTIVELY, LAKE COUNTY
--------------------------------------------------------------------------------------------------
TR 1406 21-Jan-03 HERNANDO PORTION OF LOT 3, BLOCK 1, HOLLAND SPRING
INDUSTRIAL PARK, UNIT 1, PB 19, PGS 50 & 51,
HERNANDO COUNTY
--------------------------------------------------------------------------------------------------
TR 1411 21-Jan-03 HERNANDO 20 ACRES IN NE 1/4 OF NE 1/4 OF SECTION 15,
HERNANDO COUNTY
--------------------------------------------------------------------------------------------------
TR 409 8-Jan-03 HERNANDO S 1/2 OF LOT 42, POTTERFIELD GARDEN ACRES
SECTION J, HERNANDO COUNTY
--------------------------------------------------------------------------------------------------
TR 2696 7-Jan-03 ORANGE NW 1/4 OF THE SW 1/4 OF SECTION 31, ORANGE
COUNTY
--------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR CENTURY - FAIRFIELD VILLAGE OF 04 16S 21E 3310
OCALA
-----------------------------------------------------------------------------------------
TR NADER DEVELOPMENT, LLC 32; 33 15S 21E 3310
-----------------------------------------------------------------------------------------
TR OCALA MERCHANDISE LIQUIDATORS, 32 15S 21E 3310
INC.
-----------------------------------------------------------------------------------------
TR HILLOCKS, WINFRED 18 17S 21E 3310
-----------------------------------------------------------------------------------------
TR SMITH, PATRICIA 18 17S 21E 3310
-----------------------------------------------------------------------------------------
TR MARKRT, PAVEL 18 17S 21E 3310
-----------------------------------------------------------------------------------------
TR TABORDA, HECTOR AND LUZ MARINA 06 17S 21E 3310
TABORDA
-----------------------------------------------------------------------------------------
TR STERLING, SEYMOUR 06 17S 21E 3310
-----------------------------------------------------------------------------------------
TR STEINRUCK, REX M., AND RUTH E. 06 17S 21E 3310
STEINRUCK
-----------------------------------------------------------------------------------------
TR WILSON, DOROTHY G. 32 19S 26E 2229
-----------------------------------------------------------------------------------------
TR SILCOTT, LOUISE 32 19S 26E 2229
-----------------------------------------------------------------------------------------
TR KELLER, THEODORE AND RITA C. 32 19S 26E 2229
KELLER
-----------------------------------------------------------------------------------------
TR DURDEN, LARRY 29; 32 19S 26E 2229
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 1966 27-Dec-02 MARION THE W 10' OF W 1/4 OF SECTION 4, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1970 27-Dec-02 MARION PART OF SW 1/4 OF SW 1/4 OF SECTION 33; PART
OF SE 1/4 OF SE 1/4 OF SECTION 32, MARION
COUNTY
----------------------------------------------------------------------------------------------------
TR 1968 27-Dec-02 MARION SE CORNER OF 3.75 ACRE PARCEL IN SE 1/4 OF SE
1/4, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1972 27-Dec-02 MARION E OF LOT 45. BLOCK 1384, OF MARION OAKS UNIT
11, PB O, PGS 214 - 224, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1980 27-Dec-02 MARION E OF LOT 40, BLOCK 1384, OF MARION OAKS UNIT
11, PB O, PGS 214 - 224, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1982 27-Dec-02 MARION E OF LOT 32, BLOCK 1384, OF MARION OAKS UNIT
11, PB O, PGS 214 - 224, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1978 27-Dec-02 MARION W OF LOT 4, BLOCK 922, OF MARION OAKS UNIT
10, PB O, PGS 194 - 213, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1976 27-Dec-02 MARION W OF LOT 3, BLOCK 922, OF MARION OAKS UNIT
10, PB O, PGS 194 - 213, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1974 27-Dec-02 MARION W OF LOT 1, BLOCK 916, OF MARION OAKS UNIT
10, PB O, PGS 194 - 213, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 947 21-Dec-02 LAKE LOT 23 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 949 21-Dec-02 LAKE LOT 25 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 951 21-Dec-02 LAKE LOT 27 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 953 21-Dec-02 LAKE LOT 13 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
------------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
------------------------------------------------------------------------------------------
TR DUNFEE, WILLIAM AND D. MAXINE 29; 32 19S 26E 2229
DUNFEE
------------------------------------------------------------------------------------------
TR ROSS, JAMES D., AND CAROLYN ROSS 32 19S 26E 2229
------------------------------------------------------------------------------------------
TR RADNOTHY ORTHOPAEDICS P. A. 21 19S 26E 2229
------------------------------------------------------------------------------------------
TR TWEEN WATERS, INC. 29 19S 26E 2229
------------------------------------------------------------------------------------------
TR REESE, DAVID; SHIRLEY REESE; 32 19S 26E 2229
PATRICK R. REESE
------------------------------------------------------------------------------------------
TR MI CHAMARRA INC. 30 19S 26E 2229
------------------------------------------------------------------------------------------
TR REINKING, JAMES R., AND NANCY E. 21 19S 26E 2229
REINKING
------------------------------------------------------------------------------------------
TR DIP-A-DEE DONUTS, INC. 29 19S 26E 2229
------------------------------------------------------------------------------------------
TR CHURCH OF GOD 29 19S 26E 2229
------------------------------------------------------------------------------------------
TR AMMAN, RICHARD D. AND DEBRA L. 31 19S 26E 2229
AMMAN
------------------------------------------------------------------------------------------
TR NOONAN, JOSEPH J. 32 19S 26E 2229
------------------------------------------------------------------------------------------
|
---------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
---------------------------------------------------------------------------------------------------
TR 941 21-Dec-02 LAKE LOT 12 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
---------------------------------------------------------------------------------------------------
TR 945 21-Dec-02 LAKE LOT 21 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
---------------------------------------------------------------------------------------------------
TR 959 21-Dec-02 LAKE NE CORNER OF SE 1/4 OF SECTION 21, THROUGH A
PORTION OF LOTS 4-8 AND TRACT A, LAKE VIEW
CENTER, PHASE 1, RECORDED IN PB 38, PGS
81-83, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 970 21-Dec-02 LAKE S LINE OF THE SW 1/4 OF SECTION 29, THROUGH A
PORTION OF BLOCK 77, PB 1, PG 64, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 978 21-Dec-02 LAKE N LINE OF THE NW 1/4 OF SECTION 32, THROUGH A
PORTION OF LOT 14, LES CHATEAU VILLA, MOBILE
HOME PARK, CONDOMINIUM BK 2, PG 62, LAKE
COUNTY
---------------------------------------------------------------------------------------------------
TR 986 21-Dec-02 LAKE SW CORNER OF SW 1/4 OF SE 1/4 OF SECTION 30,
LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 982 21-Dec-02 LAKE NE CORNER OF SE 1/4 OF SECTION 21, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 974 21-Dec-02 LAKE N LINE OF THE NE 1/4 OF SECTION 29, THROUGH A
PORTION OF LOT 4, BLOCK F, LAKEWOOD PARK
ADDITION TO THE CITY OF TAVARES PB 10, PG 1,
LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 965 21-Dec-02 LAKE NE 1/4 SECTION 29 THROUGH A PORTION OF BLOCK
107, PB 1, PG 64, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 955 21-Dec-02 LAKE LOTS 1 AND 2, CYPRESS GROVE, RECORDED IN PB
26, PG 67, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 943 21-Dec-02 LAKE LOT 19 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
---------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
------------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
------------------------------------------------------------------------------------------
TR LES CHATEAU VILLA HOMEOWNERS, 29; 32 19S 26E 2229
INC.
------------------------------------------------------------------------------------------
TR WING, CHESTER JAMES AND 32 19S 26E 2229
MARGARET ELLEN WING
------------------------------------------------------------------------------------------
TR US RETAIL INCOME FUND VI LP, A 15 23S 18E 1607
DELAWARE CORPORATION; BY BVT
INSTITUTIONAL INVESTMENTS, INC.
------------------------------------------------------------------------------------------
TR WALGREEN CO. 15; 22 23S 18E 1607
------------------------------------------------------------------------------------------
TR GULFSTREAM NATURAL GAS SYSTEM, 30 31S 25E 5207
LLC, A DELAWARE LIMITED
LIABILITY COMPANY
------------------------------------------------------------------------------------------
TR BRASSWELL, THOMAS R. 09 23S 18E 1607
------------------------------------------------------------------------------------------
TR LUCENT TECHNOLOGIES, INC., FKA 33 23S 29E 6710
NS - MPG, INC.
------------------------------------------------------------------------------------------
TR SHUBERT JR., FRANCIS E., AND 04 16S 21E 3289
MANDI T. SHUBERT
------------------------------------------------------------------------------------------
TR HAMEL, ROBERT L. AND JEANNE R. 31 19S 26E 2214
HAMEL
------------------------------------------------------------------------------------------
TR SANTI DEVELOPMENT CORPORATION 21 19S 26E 2214
------------------------------------------------------------------------------------------
TR LAKE COUNTY SHRINE CLUB, INC. 29 19S 26E 2214
------------------------------------------------------------------------------------------
TR HAMEL, ROBERT L.; JEANNE R. 31 19S 26E 2214
HAMEL; HELENA D. HAMEL
------------------------------------------------------------------------------------------
|
---------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
---------------------------------------------------------------------------------------------------
TR 939 21-Dec-02 LAKE THE AREA KNOWN AS COMMON ELEMENT IN LES
CHATEAU VILLA MOBILE HOME PARK, RECORDED IN
CONDOMINIUM BK 2, PGS 62-65, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 937 21-Dec-02 LAKE LOT 28 IN LES CHATEAU VILLA MOBILE HOME PARK,
RECORDED IN CONDOMINIUM BK 2, PGS 62-65, LAKE
COUNTY
---------------------------------------------------------------------------------------------------
TR 1410 20-Dec-02 HERNANDO A PORTION OF LOT 4, AND A PORTION OF THE
DRAINAGE RETENTION AREA, HOLLAND SPRING
COMMERCIAL SUBDIVISION, PB 31, PGS 27 & 28,
HERNANDO COUNTY;
---------------------------------------------------------------------------------------------------
TR 1420 20-Dec-02 HERNANDO A PORTION OF LOT 1, BLOCK 1, HOLLAND SPRING
INDUSTRIAL PARK, UNIT 1, PB 19, PGS 50 & 51,
HERNANDO COUNTY
---------------------------------------------------------------------------------------------------
TR 431 20-Dec-02 POLK PART OF THE S 1/4 OF THE SW 1/4 OF SECTION
30, POLK COUNTY
---------------------------------------------------------------------------------------------------
TR 1416 20-Dec-02 HERNANDO A PORTION OF LOT 5, BLOCK 3, VILLAGE VAN
GOGH, PB 24, PGS 6 & 7, HERNANDO COUNTY;
---------------------------------------------------------------------------------------------------
TR 1727 19-Dec-02 ORANGE FROM THE SW CORNER OF THE SW 1/4 OF SECTION
33, ORANGE COUNTY
---------------------------------------------------------------------------------------------------
TR 921 3-Dec-02 MARION THE W 10' OF LOT 24, BLOCK 3, BAHAI OAKS,
UNIT 1, PB L, PG 65, MARION COUNTY
---------------------------------------------------------------------------------------------------
TR 2382 27-Nov-02 LAKE KRIZ PLAZA LOT 2, PB 18, PG 3, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 2372 27-Nov-02 LAKE PART OF NW 1/4 OF SE 1/4 CONTAINING 469
SQUARE FEET, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 2376 27-Nov-02 LAKE TAVARES IMPROVEMENT CO. SUBDIVISION, LOTS A,
B, C BLOCK 67, LOTS E, F, BLOCK 66, PB 4, PG
29, LAKE COUNTY
---------------------------------------------------------------------------------------------------
TR 2387 27-Nov-02 LAKE CYPRESS GROVE LOTS 2, 3 & 4 PB 26, PG 67,
LAKE COUNTY
---------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR TALQUIN ELECTRIC COOPERATIVE, 34 03N 03W 555
INC.
-----------------------------------------------------------------------------------------
TR SCARBOROUGH/SEMBLER JOINT 10 23S 18E 1595
VENTURE II; SCARBOROUGH
CONSTRUCTORS, INC., GENERAL
PARTNER
-----------------------------------------------------------------------------------------
TR HUTCHESON, JUANITA L., AND BILLY 29 19S 26E 2197
RAY HUTCHESON
-----------------------------------------------------------------------------------------
TR HOFFMAN, RHONDA H., TRUSTEE 21 19S 26E 2197
-----------------------------------------------------------------------------------------
TR BONADUCE, ARMANDO D., TRUSTEE 21 19S 26E 2197
-----------------------------------------------------------------------------------------
TR BAKER GROVES, INC. 21 19S 26E 2197
-----------------------------------------------------------------------------------------
TR HOFFMAN, WAYNE A., AND RHONDA H. 06 20S 26E 2197
HOFFMAN
-----------------------------------------------------------------------------------------
TR VAN ECKELEN, EMANUEL R. 10 23S 18E 1586
-----------------------------------------------------------------------------------------
TR FONTANE, JAIME 13 17S 20E 3258
-----------------------------------------------------------------------------------------
TR DELTONA CORPORATION 07 17S 21E 3257
-----------------------------------------------------------------------------------------
TR PLATT, MARION R. 04 16S 21E 3254
-----------------------------------------------------------------------------------------
TR FRIEDMAN, CHARLAINE 04 16S 21E 3254
-----------------------------------------------------------------------------------------
TR HERRICK, GORDON AND ELIZABETH 04 16S 21E 3254
HERRICK
-----------------------------------------------------------------------------------------
|
---------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 401 20-Nov-02 GADSDEN BEGIN AT A POINT 981.5' W OF THE SE CORNER OF
THE SW 1/4 OF SECTION 34, GADSDEN COUNTY
----------------------------------------------------------------------------------------------------
TR 281 18-Nov-02 HERNANDO TRACT D OF SILVERTHORN PHASE 1, PB 28, PGS 36
THROUGH 42, HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 1220 28-Oct-02 LAKE COMMENCE AT THE INTERSECTION OF THE S LINE OF
THE SW 1/4 OF SECTION 29, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 1224 28-Oct-02 LAKE PART OF NW 1/4 OF SE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 1194 28-Oct-02 LAKE PART OF NE 1/4 OF SE 1/4LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 1198 28-Oct-02 LAKE PART OF NE 1/4 OF SE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 1228 28-Oct-02 LAKE PART OF NW 1/4 OF NE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 477 24-Oct-02 HERNANDO THE S 10' OF LOT 3, BLOCK 3, VILLAGE VAN
GOGH, PB 24, PGS 6 & 7, HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 1394 17-Oct-02 MARION THE E 10' OF THE E 1/2 OF THE NE 1/4 OF THE
SE 1/4 OF THE NE 1/4 OF THE SW 1/4 OF SECTION
13, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 581 15-Oct-02 MARION LOT 16, BLOCK 1390, TOGETHER WITH LOTS 1 &
12, BLOCK 1389, MARION OAKS ELEVEN, PB O, PGS
214 - 224, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 378 11-Oct-02 MARION THE W 10' OF LOT 9 BLOCK 9, BAHAI OAKS, UNIT
2 PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 380 11-Oct-02 MARION THE W 10' OF LOT 23 BLOCK 10, BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 382 11-Oct-02 MARION THE W 10' OF LOT 14 BLOCK 10, BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR MAKAREWICZ, CONRAD M.; HELEN 09 16S 21E 3254
KELLY AND FREDERICK KELLY
-----------------------------------------------------------------------------------------
TR EHLER DEVELOPMENT COMPANY, INC 31 19S 26E 2188
-----------------------------------------------------------------------------------------
TR MEADOWS, JOHN W., AND MARY B. 30 19S 26E 2188
MEADOWS
-----------------------------------------------------------------------------------------
TR EAGLES NEST ESTATES INC. 30; 31 19S 26E 2188
-----------------------------------------------------------------------------------------
TR POTTS, LOUIS F. 09 23S 18E 1581
-----------------------------------------------------------------------------------------
TR ALLEN - KADRI, JEANETTE, AKA 09 23S 18E 1581
JEANETTE KADRI
-----------------------------------------------------------------------------------------
TR DELGADO - ROBINSON, IRMA 09 23S 18E 1581
-----------------------------------------------------------------------------------------
TR SILVA, CANDIDO AND BEVERLY R. 31 19S 26E 2185
SILVA
-----------------------------------------------------------------------------------------
TR SENTURK, SADUN AND SHERRIE J. 31 19S 26E 2185
SENTURK
-----------------------------------------------------------------------------------------
TR COFFEY KERMIT AND GALENA C. 04 16S 21E 3242
COFFEY
-----------------------------------------------------------------------------------------
TR NADER DEVELOPMENT LLC 32; 33 15S 21E 3242
-----------------------------------------------------------------------------------------
TR LANOZA, MARY ANN AND LORRAINE 13 17S 20E 3242
LANOZA
-----------------------------------------------------------------------------------------
TR ALVAREZ, MANUEL A. 04 16S 21E 3242
-----------------------------------------------------------------------------------------
|
---------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 384 11-Oct-02 MARION THE W 10' OF LOT 3 BLOCK 9, BAHAI OAKS, UNIT
2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 106 10-Oct-02 LAKE PART OF NE 1/4 OF NE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 94 10-Oct-02 LAKE PART OF SE 1/4 OF SW 1/4 OF SECTION 30, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 101 10-Oct-02 LAKE PART OF SW 1/4 OF SE 1/4 OF SECTION 30; PART
OF NW 1/4 OF NE 1/4 OF SECTION 31, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 604 9-Oct-02 HERNANDO THE S 10' OF LOT 7, BLOCK 3, VILLAGE VAN
GOGH, PB 24, PGS 6 & 7, HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 608 9-Oct-02 HERNANDO THE S 10' OF LOT 1, BLOCK 6, VILLAGE VAN
GOGH, PB 24, PGS 6 & 7, HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 612 9-Oct-02 HERNANDO THE S 10' OF LOT 2, BLOCK 3, VILLAGE VAN
GOGH, PB 24, PGS 6 & 7, HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 2108 7-Oct-02 LAKE PART OF NE 1/4 OF NE 1/4 OF SECTION 31, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 2103 7-Oct-02 LAKE PART OF NE 1/4 OF NE 1/4 OF SECTION 31, LAKE
COUNTY
----------------------------------------------------------------------------------------------------
TR 1037 20-Sep-02 MARION THE W 10' OF LOT 4, BLOCK 9, BAHAI OAKS, UNIT
2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1039 20-Sep-02 MARION THE E 10' OF THE S 242' OF THE N 1/2 OF THE
SW 1/4 OF SECTION 33 LYING W OF SW 60TH
AVENUE AND PART OF E 1/2 OF SE 1/4 OF SE 1/4
OF SECTION 32 LYING W OF 60TH AVENUE, WITH
EXCEPTION OF N 356.5', MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1041 20-Sep-02 MARION E'RLY 10' OF LOT 304 OF FLORIDA HIGHLANDS,
DESCRIBED AS THE E 1/2 OF SE 1/4 OF NE 1/4 OF
NE 1/4 OF SW 1/4, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1030 20-Sep-02 MARION THE W 10' OF LOT 1, BLOCK 3, BAHAI OAKS, UNIT
1, PB L, PG 65, MARION COUNTY
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
----------------------------------------------------------------------------------------
TR FIELDS, RAYMOND C., AND IRIS L. 04 16S 21E 3242
FIELDS
-----------------------------------------------------------------------------------------
TR OCALA MERCHANDISE LIQUIDATORS, 32 15S 21E 3242
INC.
-----------------------------------------------------------------------------------------
TR CITY OF LEESBURG, A FLORIDA 08 20S 26E 2174
MUNICIPAL CORPORATION
-----------------------------------------------------------------------------------------
TR SUMTER ELECTRIC COOPERATIVE, 30 19S 26E 2174
INC. A FLORIDA CORPORATION
-----------------------------------------------------------------------------------------
TR SUMTER ELECTRIC COOPERATIVE, 08 20S 26E 2174
INC., A FLORIDA CORPORATION
-----------------------------------------------------------------------------------------
TR ROSEWOOD CONDOMINIUM HOMEOWNERS 31 19S 26E 2174
ASSOCIATION, INC.
-----------------------------------------------------------------------------------------
TR CENTRAL FLORIDA ELECTRIC 13 08S 14E 2002
COOPERATIVE, INC.
-----------------------------------------------------------------------------------------
TR CENTRAL FLORIDA ELECTRIC 02; 11 10S 16E 2002
COOPERATIVE, INC.
-----------------------------------------------------------------------------------------
TR OEHLERKING ASSOCIATES, A FLORIDA 35 16S 20E 3240
GENERAL PARTNERSHIP
-----------------------------------------------------------------------------------------
TR HOMELAND CEMETERY ASSOCIATION, 33 30S 25E 5097
INCORPORATED, FKA BETHEL
CEMETERY OF HOMELAND, FLORIDA
-----------------------------------------------------------------------------------------
TR SMITH, ROBERT G., AND SHIRLEY A. 04 16S 21E 3224
SMITH
-----------------------------------------------------------------------------------------
TR DESPAIN, CYNTHIA M. 04 16S 21E 3224
-----------------------------------------------------------------------------------------
TR DEUEL, GEORGE M. 04 16S 21E 3224
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 1035 20-Sep-02 MARION THE W 10' OF LOT 15, BLOCK 10, BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1032 20-Sep-02 MARION THE E 10' OF 3.75 ACRE PARCEL OF LAND IN THE
SE 1/4 OF SE 1/4 OF SECTION 32, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 2312 18-Sep-02 LAKE NORTH 1/2 OF THE NE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 2322 18-Sep-02 LAKE PART OF SW 1/4 OF SW 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 2318 18-Sep-02 LAKE PART OF NE 1/4 OF NE 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 2317 18-Sep-02 LAKE PART OF E 1/4 OF W 1/2 OF NW 1/4, LAKE COUNTY
----------------------------------------------------------------------------------------------------
TR 4374 17-Sep-02 GILCHRIST PART OF THE NE 1/4, GILCHRIST COUNTY
----------------------------------------------------------------------------------------------------
TR 4372 17-Sep-02 GILCHRIST PART OF NW 1/4 OF NW 1/4, SECTION 11 AND PART
OF SW 1/4 OF SW 1/4, SECTION 2, GILCHRIST
COUNTY
----------------------------------------------------------------------------------------------------
TR 375 17-Sep-02 MARION A PORTION OF PROPERTY IN SECTION 35, TOWNSHIP
16S, RANGE 20E. SEE IMAGE FOR FULL
DESCRIPTION. MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1331 28-Aug-02 POLK COMMENCE AT THE SE CORNER OF THE SE 1/4 OF
THE SE 1/4 OF THE SW 1/4 OF SECTION 33, POLK
COUNTY
----------------------------------------------------------------------------------------------------
TR 1644 23-Aug-02 MARION W 10' OF LOT 12, BLOCK 10, OF BAHAI OAKS,
UNIT 2 PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1642 23-Aug-02 MARION W 10' OF LOT 18, BLOCK 10, OF BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1638 23-Aug-02 MARION W 10' OF LOT 17, BLOCK 10, OF BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR OAK RUN ASSOCIATES, LTD 36 16S 20E 3224
-----------------------------------------------------------------------------------------
TR WRIGHT, JOHN 04 16S 21E 3224
-----------------------------------------------------------------------------------------
TR VANCE, BERNICE W. 04 16S 21E 3224
-----------------------------------------------------------------------------------------
TR WITHLACOOCHEE RIVER ELECTRIC 08 22S 18E 1563
COOPERATIVE, INC., A FLORIDA
CORPORATION
-----------------------------------------------------------------------------------------
TR SUWANNEE VALLEY ELECTRIC CO-OP, 17 06S 15E 954
INC.
-----------------------------------------------------------------------------------------
TR WITHLACOOCHEE RIVER ELECTRIC 13 25S 16E 5043
COOPERATIVE, INC., A FLORIDA
CORPORATION
-----------------------------------------------------------------------------------------
TR BOWEN, GILBERT 21 30S 26E 5084
-----------------------------------------------------------------------------------------
TR CAMPBELL, ARCHIBALD D., AND 30 30S 26E 5082
WANDA K. CAMPBELL
-----------------------------------------------------------------------------------------
TR CAMPBELL, ARCHIBALD D., AND 30 30S 26E 5082
WANDA K. CAMPBELL
-----------------------------------------------------------------------------------------
TR CAMPBELL, ARCHIBALD D., AND 30 30S 26E 5082
WANDA K. CAMPBELL
-----------------------------------------------------------------------------------------
TR METZ, LOIS O. 04 16S 21E 3215
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 1646 23-Aug-02 MARION S'RLY 10' OF TRACT C, OAK RUN NEIGHBORHOOD
9B, PB 1, PG 64; S'RLY 10' OF TRACTS A, B,
C, OAK RUN NEIGHBORHOOD 8A, PB 1, PG 64;
S'RLY 10' OF TRACT E, OAK RUN NEIGHBORHOOD
8A, PB 1, PG 64; S'RLY 10' OF THE W'RLY 350'
OF THE E'RLY 400' OF THE NE 1/4 OF MARION
COUNTY
----------------------------------------------------------------------------------------------------
TR 1636 23-Aug-02 MARION W 10' OF LOT 10, BLOCK 10, OF BAHAI OAKS,
UNIT 2, PB L, PG 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1640 23-Aug-02 MARION W 10' OF LOT 26, BLOCK 2, OF BAHAI OAKS, UNIT
1, PB L, PG 65, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1211 22-Aug-02 HERNANDO MELANIE HEIGHTS SE CORNER OF LOT 16 BLOCK A,
HERNANDO COUNTY
----------------------------------------------------------------------------------------------------
TR 273 22-Aug-02 SUWANNEE THE E 70' OF THE S 160', A PART OF THE NE 1/4
OF SE 1/4 OF SW 1/4, SUWANNEE COUNTY
----------------------------------------------------------------------------------------------------
TR 23 21-Aug-02 PASCO OSCEOLA HEIGHTS, TRACT 147, PASCO COUNTY
----------------------------------------------------------------------------------------------------
TR 1935 13-Aug-02 POLK THE W 1/2 OF THE SW 1/4 OF THE NW 1/4, POLK
COUNTY
----------------------------------------------------------------------------------------------------
TR 377 9-Aug-02 POLK THE N 1/2 OF THE N 1/2 OF THE NW 1/4 OF THE
NW 1/4, POLK COUNTY
----------------------------------------------------------------------------------------------------
TR 373 9-Aug-02 POLK THE N 1/2 OF THE N 1/2 OF THE SW 1/4 OF THE
NW 1/4, POLK COUNTY
----------------------------------------------------------------------------------------------------
TR 381 9-Aug-02 POLK THE S 1/2 OF THE N 1/2 OF THE SW 1/4 OF THE
NW 1/4, POLK COUNTY
----------------------------------------------------------------------------------------------------
TR 1025 8-Aug-02 MARION THE W 10' OF LOT 21, BLOCK 10 OF BAHAI OAKS,
UNIT 2, PLAT BOOK L, PAGE 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR RUSHFORD, ROGER 04 16S 21E 3215
-----------------------------------------------------------------------------------------
TR BANSGOPAUL, MARCIA AND GLEN 18 17S 21E 3215
BANSGOPAUL
-----------------------------------------------------------------------------------------
TR PEMBERTON JR., CHARLES L., AND 04 31S 25E 5078
JOANNA L. PEMBERTON
-----------------------------------------------------------------------------------------
TR WEST, IVAN J. 04 31S 25E 5072
-----------------------------------------------------------------------------------------
TR DELTONA CORPORATION 06; 07; 18 17S 21E 3200
-----------------------------------------------------------------------------------------
TR GORDON, IRENE 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR JOSEPH - LOPEZ, MARY 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR SHANGO, HORUS O., AND JOSLYN 18 17S 21E 3195
SHANGO
-----------------------------------------------------------------------------------------
TR BERNARD, MARCIA AND PEDRO BERNARD 18 17S 21E 3195
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 1021 8-Aug-02 MARION THE W 10' OF LOT 25, BLOCK 10 OF BAHAI OAKS,
UNIT 2, PLAT BOOK L, PAGE 66, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 1023 8-Aug-02 MARION LOT 36, BLOCK 1384, MARION OAKS, UNIT 11,
PLAT BOOK O, PAGES 214 - 224, MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 282 6-Aug-02 POLK ROLLING OAKS ESTATE LOT 1 PB 111, PG 32, POLK
COUNTY
----------------------------------------------------------------------------------------------------
TR 502 30-Jul-02 POLK ROLLING OAKS ESTATE LOT 20, PB 111, PG 32,
POLK COUNTY
----------------------------------------------------------------------------------------------------
TR 544 16-Jul-02 MARION EASTERLY 10' OF LOT 43, 30, 27, BLOCK 1384,
MARION OAKS UNIT 11, PB O, PG 214; N'RLY 10'
OF LOT 4, BLOCK 1387, MARION OAKS UNIT 11, PB
O, PG 214; W'RLY 10' OF LOT 9 BLOCK 1399, OF
MARION OAKS UNIT 11, PB O, PG 214. SEE IMAGE
FOR FULL DESCRIPTION. MARION COUNTY
----------------------------------------------------------------------------------------------------
TR 195 5-Jul-02 MARION LOT 44, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 237 5-Jul-02 MARION LOT 41, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 211 5-Jul-02 MARION LOT 39, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 197 5-Jul-02 MARION LOT 33, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR JEAN - JOSEPH, MAXI 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR RAMNARAIN, VALDAT AND V. 18 17S 21E 3195
RAMNARAIN
-----------------------------------------------------------------------------------------
TR EDWARDS, HOWARD AND LORNA EDWARDS 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR LI, MING AND JAY JI - GUANG LIU 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR MITCHELL, AGATHA 18 17S 21E 3195
-----------------------------------------------------------------------------------------
TR RODRIGUEZ, DARLENE 07 17S 21E 3195
-----------------------------------------------------------------------------------------
TR HODGE, JOSE E. 07 17S 21E 3195
-----------------------------------------------------------------------------------------
TR BROOKS, WINSTON AND MARIE BROOKS 07 17S 21E 3195
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 221 5-Jul-02 MARION LOT 28, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 217 5-Jul-02 MARION LOT 24, BLOCK 1384, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 241 5-Jul-02 MARION LOT 25 & 26, BLOCK 1384, OF MARION OAKS UNIT
11, A SUBDIVISION RECORDED IN PB O, PGS 214
THROUGH 224 OF THE PUBLIC RECORDS OF MARION
COUNTY, FLORIDA
----------------------------------------------------------------------------------------------------
TR 243 5-Jul-02 MARION LOT 22 & 23, BLOCK 1384, OF MARION OAKS UNIT
11, A SUBDIVISION RECORDED IN PB O, PGS 214
THROUGH 224 OF THE PUBLIC RECORDS OF MARION
COUNTY, FLORIDA
----------------------------------------------------------------------------------------------------
TR 235 5-Jul-02 MARION LOT 5, BLOCK 1387, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 201 5-Jul-02 MARION LOT 12, BLOCK 1399, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 246 5-Jul-02 MARION LOT 13 & 14, BLOCK 1399, OF MARION OAKS UNIT
11, A SUBDIVISION RECORDED IN PB O, PGS 214
THROUGH 224 OF THE PUBLIC RECORDS OF MARION
COUNTY, FLORIDA
----------------------------------------------------------------------------------------------------
TR 225 5-Jul-02 MARION LOT 15, BLOCK 1399, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
-----------------------------------------------------------------------------------------
DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
-----------------------------------------------------------------------------------------
TR DOOKEERAM, VERNON 07 17S 21E 3195
-----------------------------------------------------------------------------------------
TR LOWREY, DELIA R. 06 17S 21E 3195
-----------------------------------------------------------------------------------------
TR FUENTES, NEREIDA 06 17S 21E 3195
-----------------------------------------------------------------------------------------
TR FUENTES, AIDA I. 06 17S 21E 3195
-----------------------------------------------------------------------------------------
TR MATTERA JR., JOSEPH; JOSEPH 07 17S 21E 3195
MATTERA; JAMES MATTERA
-----------------------------------------------------------------------------------------
TR FLEITMAN, JOHN AND LAURIE 07 17S 21E 3195
FLEITMAN
-----------------------------------------------------------------------------------------
TR MATTERA, JOSEPH AND CATHERINE 07 17S 21E 3195
MATTERA
-----------------------------------------------------------------------------------------
TR RAYMOND, DOLORES B. 07 17S 21E 3195
-----------------------------------------------------------------------------------------
|
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 213 5-Jul-02 MARION LOT 1, BLOCK 1401, OF MARION OAKS UNIT 11, A
SUBDIVISION RECORDED IN PB O, PGS 214 THROUGH
224 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 203 5-Jul-02 MARION LOT 2, BLOCK 922, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 215 5-Jul-02 MARION LOT 11, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 239 5-Jul-02 MARION LOT 10, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 190 5-Jul-02 MARION LOT 9, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 205 5-Jul-02 MARION LOT 8, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 193 5-Jul-02 MARION LOT 7, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 199 5-Jul-02 MARION LOT 6, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
|
EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
----------------------------------------------------------------------------------------- DOC TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK ----------------------------------------------------------------------------------------- TR GIBSON, BERTRAM 07 17S 21E 3195 ----------------------------------------------------------------------------------------- TR BAEZ, FELIX 06 17S 21E 3195 ----------------------------------------------------------------------------------------- TR GIANNAKIS, NORMA JUDITH 06 17S 21E 3195 ----------------------------------------------------------------------------------------- TR EDUARTE, DORINA, WIDOW 06 17S 21E 3195 ----------------------------------------------------------------------------------------- TR DIXON, CYNTHIA 06 17S 21E 3195 ----------------------------------------------------------------------------------------- TR SOTOMAYOR, BEATRIZ 06 17S 21E 3195 ----------------------------------------------------------------------------------------- TR LEBRON JR., GODOFREDO 06 17S 21E 3195 ----------------------------------------------------------------------------------------- EA SUMTER COUNTY, FLORIDA 23 19S 23E 1002 ----------------------------------------------------------------------------------------- |
----------------------------------------------------------------------------------------------------
DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
----------------------------------------------------------------------------------------------------
TR 248 5-Jul-02 MARION LOT 4 & 5, BLOCK 921, OF MARION OAKS UNIT 10,
A SUBDIVISION RECORDED IN PB O, PGS 194
THROUGH 213 OF THE PUBLIC RECORDS OF MARION
COUNTY, FLORIDA
----------------------------------------------------------------------------------------------------
TR 227 5-Jul-02 MARION LOT 2, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 207 5-Jul-02 MARION LOT 1, BLOCK 921, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 229 5-Jul-02 MARION LOT 41, BLOCK 920, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 223 5-Jul-02 MARION LOT 1, BLOCK 920, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 219 5-Jul-02 MARION LOT 5, BLOCK 920, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
----------------------------------------------------------------------------------------------------
TR 209 5-Jul-02 MARION LOT 9, BLOCK 920, OF MARION OAKS UNIT 10, A
SUBDIVISION RECORDED IN PB O, PGS 194 THROUGH
213 OF THE PUBLIC RECORDS OF MARION COUNTY,
FLORIDA
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EA 462 17-Sep-02 SUMTER COMMENCE AT THE SOUTHWEST CORNER OF THE NORTH
1/2 OF THE SOUTHEAST 1/4 OF SECTION 23,
TOWNSHIP 19 SOUTH, RANGE 23 EAST, SUMTER
COUNTY
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EXHIBIT B TO 41ST SUPPLEMENTAL INDENTURE
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DOC
TYPE GRANTOR SECTION TOWNSHIP RANGE BOOK
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EA CARCER ENTERPRISES, INC., A 21 22S 25E 2147
FLORIDA CORPORATION
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EA RESOURCE ALLIANCE, INC. 11 21S 30E 4466
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EA FIRST TEAM FORD LTD, A FLORIDA 32 19S 30E 4455
LIMITED PARTNERSHIP
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D MARUGEN CITRUS AMERICA, INC., A 35 28S 27E 5176
FLORIDA CORP.
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DOC
TYPE PAGE RECORD DATE COUNTY DESCRIPTION
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EA 856 24-Jul-02 LAKE THAT PART OF TRACT 15, GROVELAND FARMS; A 10'
WIDE EASEMENT LYING ADJACENT TO AN EXISTING
100' EASEMENT RECORDED IN BK 218/38, PUBLIC
RECORDS OF LAKE COUNTY
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EA 1964 22-Jul-02 SEMINOLE ACCESS ROAD EASEMENT GRANTED TO FPC FOR THE
RIGHT, PRIVILEGE AND AUTHORITY TO OCCUPY AND
UTILIZE UNTIL THE USE THEROF IS ABANDONED, AN
EASEMENT FOR AN ACCESS ROAD FOR VEHICLES,
EQUIPMENT AND PERSONNEL.
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EA 222 8-Jul-02 SEMINOLE ACCESS ROAD EASEMENT
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D 961 19-Nov.-02 POLK A PARCEL OF LAND LYING AND BEING A PORTION OF
THE SW 1/4 OF THE NW 1/4 OF SEC 35
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