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• <br />by the Certificate Registrar whenever money becomes available for <br />payment of the defaulted interest. Notice of the Special Record <br />Date shall be given to Certificateholders not less than ten days <br />prior to the Special Record Date. The principal of and premium, <br />if any, and interest on this Certificate are payable in lawful <br />money of the United States of America. <br />Redemption. All Certificates of this issue (the <br />"Certificates ") are subject to redemption and prepayment at the <br />option of the Issuer on any date at a price of par plus accrued <br />interest. Redemption may be in whole or in part. If redemption <br />is in part, the maturities and the principal amounts within each <br />maturity to be redeemed shall be determined by the Issuer; and if <br />only part of the Certificates having a common maturity date are <br />called for prepayment, the specific Certificates to be prepaid <br />shall be chosen by lot by the Certificate Registrar. <br />Certificates or portions thereof called for redemption shall be <br />due and payable on the redemption date, and interest thereon <br />shall cease to accrue from and after the redemption date. Mailed <br />notice of redemption shall be given to the paying agent (if other <br />than the Issuer) and to each affected Holder of the Certificates. <br />Selection of Certificates for Redemption; Partial <br />Redemption. To effect a partial redemption of Certificates <br />having a common maturity date, the Certificate Registrar shall <br />assign to each Certificate having a common maturity date a <br />distinctive number for each $1,000 of the principal amount of <br />such Certificate. The Certificate Registrar shall then select by <br />lot, using such method of selection as it shall deem proper in <br />its discretion, from the numbers assigned to the Certificates, as <br />many numbers as, at $1,000 for each number, shall equal the <br />principal amount of such Certificates to be redeemed. The <br />Certificates to be redeemed shall be the Certificates to which <br />were assigned numbers so selected; provided, however, that only <br />so much of the principal amount of such Certificate of a <br />denomination of more than $1,000 shall be redeemed as shall equal <br />$1,000 for each number assigned to it and so selected. If a <br />Certificate is to be redeemed only in part, it shall be <br />surrendered to the Certificate Registrar (with, if the Issuer or <br />Certificate Registrar so requires, a written instrument of <br />transfer in form satisfactory to the Issuer and Certificate <br />Registrar duly executed by the Holder thereof or his, her or its <br />attorney duly authorized in writing) and the Issuer shall execute <br />(if necessary) and the Certificate Registrar shall deliver to the <br />Holder of such Certificate, without service charge, a new <br />Certificate or Certificates of the same series having the same <br />stated maturity and interest rate and of any authorized <br />denomination or denominations, as requested by such Holder, in <br />aggregate principal amount equal to and in exchange for the <br />unredeemed portion of the principal of the Certificate so <br />surrendered. <br />1146366.1 <br />6 <br />