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1994-06-21 Minutes
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1994-06-21 Minutes
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York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers, <br />• Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks and trust <br />companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or <br />indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants are on file with the Securities <br />and Exchange Commission. <br />Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will <br />receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Bond <br />(each a "Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' .records. Beneficial <br />Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to <br />receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, <br />from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers <br />of ownership interests in the Bonds are to be accomplished by entries made on the books of Participants acting on <br />behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests <br />in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued. <br />To facilitate subsequent transfers, all deposits by Participants with DTC are registered in the name of <br />DTC's partnership nominee, Cede & Co. The deposit of Bonds with DTC and their registration in the name of <br />Cede & Co., effect no change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners <br />of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds are <br />credited, which may or may not be the Beneficial Owners. The Participants will remain responsible for keeping <br />account of their holdings on behalf of their customers. <br />While the Bonds are in the book-entry system, Beneficial Owners of Bonds in the Weekly Mode must <br />exercise their rights to tender Bonds for purchase by means of DTC's Delivery Order Procedures. In such case, <br />a Beneficial Owner must give or cause its Participant to give the notice described below under the caption "THE <br />• BONDS -Purchase of the Bonds on Demand of a Bondholder" to the Tender Agent. Such Beneficial Owner shall <br />effectuate delivery of its interest in the Bonds by causing its Participant to transfer such Beneficial Owner's interest <br />in such Bonds on the books of DTC to the Tender Agent or the Remarketing Agent. While the Bonds are in the <br />book-entry system, in the event of a mandatory purchase of Bonds in accordance with the terms of the Indenture, <br />Beneficial Owners who are required to tender their interests in the Bonds shall effectuate such tender through their <br />Participants and DTC in accordance with the customary practices and procedures of DTC. The requirement for <br />physical delivery of Bonds in connection with tenders for purchase or mandatory purchases will be deemed satisfied <br />when the ownership rights in the Bonds are transferred by Direct Participants on DTC's records. <br />Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants <br />to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed <br />by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to <br />time. <br />Redemption notices will be sent to Cede & Co. If less than all of the Bonds within a maturity are being <br />redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct .Participant in such <br />maturity to be redeemed. <br />Neither DTC nor Cede & Co. will consent or vote with respect to the Bonds. Under its usual procedures, <br />DTC mails an Omnibus Proxy to the Authority as soon as possible after the record date. The Omnibus Proxy <br />assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are <br />credited on the record date (identified in a listing attached to the Omnibus Proxy). <br />Principal and interest payments on the Bonds (and purchase price of Bonds) will be made to DTC. DTC's <br />practice is to credit Direct Participants' accounts on each payment date in accordance with their respective holdings <br />`"`~ shown on DTC's records unless DTC has reason to believe that it will not receive payment on such payment date. <br />Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, <br />as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and <br />will be the responsibility of such Participant and not of DTC, the Authority or the Trustee, subject to any statutory <br />-4- <br />
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