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APPENDIX B <br /> BOOK-ENTRY ONLY SYSTEM <br /> The information in this APPENDIX B concerning DTC and DTC's book-entry system has been <br /> obtained from sources that the Issuer believes to be reliable, but the Issuer takes no responsibility for the <br /> accuracy thereof <br /> The Depository Trust Company("DTC'),New York,NY,will act as securities depository for the <br /> Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. <br /> (DTC's partnership nominee) or such other name as may be requested by an authorized representative of <br /> DTC. One fully-registered Bond certificate will be issued for each maturity of the Bonds, each in the <br /> aggregate principal amount of such maturity,and will be deposited with DTC or its agent. <br /> DTC, the world's largest securities depository, is a limited-purpose trust company organized <br /> under the New York Banking Law, a "banking organization" within the meaning of the New York <br /> Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of <br /> the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions <br /> of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over <br /> 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money <br /> market instruments (from over 100 countries) that DTC's participants ("Direct Participants") deposit <br /> with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other <br /> securities transactions in deposited securities, through electronic computerized book-entry transfers and <br /> pledges between Direct Participants' accounts. This eliminates the need for physical movement of <br /> securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, <br /> banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned <br /> subsidiary of The Depository Trust & Clearing Corporation ("DTCC'). DTCC is the holding company <br /> for DTC, National Securities Clearing Corporation, and Fixed Income Clearing Corporation, all of which <br /> are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the <br /> DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, <br /> banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship <br /> with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & <br /> Poor's rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and <br /> Exchange Commission. More information about DTC can be found at www.dtcc.com. <br /> Purchases of Bonds under the DTC system must be made by or through Direct Participants, <br /> which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual <br /> purchaser of each Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect <br /> Participants' records. Beneficial Owners will not receive written confirmation from DTC of their <br /> purchase. Beneficial Owners are,however, expected to receive written confirmations providing details of <br /> the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant <br /> through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the <br /> Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on <br /> behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership <br /> interests in the Bonds,except in the event that use of the book-entry system for the Bonds is discontinued. <br /> To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are <br /> registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be <br /> requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration <br /> in the name of Cede&Co., or such other DTC nominee do not effect any change in beneficial ownership. <br /> DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the <br /> B-1 <br />