Exhibit
10.58


 


SECOND
AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT 


 


This SECOND
AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”)
is entered into as of June 7, 2007 and amends in certain respects that certain
Second Amended and Restated Credit Agreement, dated as of June 29, 2006, by and
among WILLIS LEASE FINANCE CORPORATION,
a Delaware corporation (the “Borrower”), each of the financial
institutions that is, or pursuant to the terms thereof may become, a party as a
Bank thereto (individually, a “Bank”, and collectively, the “Banks”),
NATIONAL CITY BANK (“NatCity”),
in its capacity as Administrative Agent for the Banks (the “Administrative
Agent”) and as Security Agent for the Banks (as successor to Fortis Bank
(Nederland) N.V., the “Security Agent”), as amended by that certain
First Amendment to Second Amended and Restated Credit Agreement and Joinder
Agreement, dated as of December 13, 2006, by and among the Borrower, the Banks,
the Administrative Agent and the Security Agent (as the same may from time to
time be amended, supplemented or otherwise modified, the “Credit Agreement”).


 


W I T N E S S E T H:


 


WHEREAS, pursuant to a memorandum from the Borrower
dated April 27, 2007 (the “Amendment Request”), a copy of which is
annexed here to as Exhibit A, the Borrower has requested the consent of
the Agents and the Banks to reduce the rate of interest on the Loans provided
under the Credit Agreement and extend the maturity date on the Loans, as well
as certain other matters; and


 


WHEREAS, the Agents and the Banks are willing to
provide such consent, subject to the terms and conditions hereinafter set
forth.


 


NOW, THEREFORE, for good and valuable consideration, the
receipt and adequacy of which are hereby acknowledged, the parties hereto agree
as follows:


 


Section 1.  Defined Terms.  Capitalized terms used and not
otherwise defined herein shall have the respective meanings ascribed to them in
the Credit Agreement.


 


Section 2.  Amendments to
Credit Agreement. 
Pursuant to section 11.05 of the Credit Agreement, and subject to the terms and
conditions of this Amendment, including, without limitation, Section 3 and
Section 4 hereof, the Agents and the Banks by their signatures below hereby
agree that the Credit Agreement shall be amended as follows:


 


Section 2.1.          
Amendment to Certain Defined Terms.  Section 1.01 of the Credit
Agreement is hereby amended as follows:


 


(a)          
With respect to the definition of “Applicable
Margin,” by amending and restating the table therein to read in its
entirety as follows:


 


	
   

  	
   

  	
  Base Rate Loans

  	
   

  	
  LIBOR Loans

  	
   

  
	
  If
  the Total Leverage Ratio is less than 4.0

  	
   

  	
  0.0

  	
  %

  	
  1.75

  	
  %

  
	
  If
  the Total Leverage Ratio is equal to or greater than 4.0

  	
   

  	
  0.25

  	
  %

  	
  2.25

  	
  %

  



 


(b)          
With respect to the definition of “Commitment
Termination Date,” by deleting “June 30, 2008” and inserting in lieu
thereof “June 30, 2009”.


 


(c)          
With respect to the definition of “LIBOR,”
by deleting the parenthetical “(rounded upwards, if necessary, to the nearest
1/16 of 1%)” in each instance where it appears therein.


 

















 


(d)          
With respect to the definition of “LIBOR
Loan,” by deleting “LIBOR Rate” and inserting in lieu thereof “Adjusted
LIBOR Rate”.


 


(e)          
With respect to the definition of “LIBOR
Reserve Percentage,” by deleting “LIBOR Rate” and inserting in lieu
thereof “Adjusted LIBOR Rate”.


 


(f)           
With respect to the definition of “Post-Default
Rate,” by deleting “LIBOR Rate” and inserting in lieu thereof “Adjusted
LIBOR Rate”.


 


Section 2.2.          
Addition of Certain Defined Terms.  Section 1.01 of the Credit
Agreement is hereby amended by inserting in the appropriate alphabetical order
the following defined term:


 


“‘Adjusted
LIBOR Rate’ shall mean, with respect to any LIBOR Loan, LIBOR divided by
one minus the LIBOR Reserve Percentage.”


 


Section 2.3.          
Amendment relating to Revolving Loans; Commitment; Term Loans. 
Section 2.01(a) is hereby amended by deleting “two hundred fifty million
($250,000,000)” and inserting in lieu thereof “three hundred million
($300,000,000)”.


 


Section 2.4.          
Amendment relating to Fees.  Section 2.05(a) is hereby amended by
deleting “0.50% per annum” and inserting in lieu thereof “(i) 0.50% per annum,
if the Unused Commitment is equal to or less than 50%, or (ii) 0.25% per annum,
in the Unused Commitment is greater than 50%,”.


 


Section 
2.5.          Amendment relating to Interest.  Clause (i) of Section 2.10(a) is
hereby amended by deleting “LIBOR Rate” and inserting in lieu thereof “Adjusted
LIBOR Rate”.


 


Section 2.6.          
Amendment relating to Indebtedness. Section 7.01(d) of the Credit
Agreement is hereby amended by deleting “$342,000,000” and inserting in lieu
thereof “$600,000,000”.


 


Section 2.7.          
Amendment relating to Redemptions; Dividends.  The proviso in
Section 7.07(a) of the Credit Agreement is hereby amended by adding “its issued
and outstanding shares of Preferred Stock, at an aggregate cost to the Borrower
for such repurchase in any calendar year (commencing with the calendar year
2007) not to exceed $5,000,000, or” immediately following the reference to “repurchase”
in the first line thereof.


 


Section
2.8.           Amendment relating to Additional Banks.  Section
10.01 of the Credit Agreement is hereby amended by adding “To the extent
permitted by Section 2.01(a),” at the beginning of the first sentence thereof.


 


Section
2.9.           Amendment relating to Modifications, Consents
and Waivers; Entire Agreement.  Section 11.05(a) of the Credit
Agreement is hereby amended by deleting “Section 2.01” and inserting in
lieu thereof “Section 2.01(a)” in the first proviso therein.


 


Section 2.10.        Amendment
relating to Schedules.  Schedule 1.01(c) of the Credit Agreement is
hereby amended as follows:


 


(a)          
With respect to clause (a) thereof, by adding “, Mexico” immediately following
the reference therein to “United States”.


 


(b)          
With respect to clause (d) thereof, by (i) deleting the parenthetical “(including
Mexico),” (ii) deleting each other reference therein to “Mexico” and (iii)
deleting “25%” and inserting in lieu thereof “30%”.


 


(c)          
With respect to clause (f) thereof:


 


(i)           
by adding “in Mexico or” immediately following the reference to “chief
executive offices are” in the third line thereof.


 


2

















 


(ii)          
by amending and restating the first proviso therein to read in its entirety as
follows:


 


“provided that the
aggregate amount includible in the Asset Base of Net Book Value of Eligible
Engines and Eligible Equipment subject to Eligible Leases to Lessees domiciled
or whose chief executive offices are located in (A) any one of the
following countries shall not exceed 20% of the Asset Base: (I) the People’s
Republic of China or (II) Brazil and (B) any one of the following
countries shall not exceed 15% of the Asset Base: (I) Mexico, (II) Republic of
India or (III) South Korea.”


 


Section
3.             
Representations and Warranties.  In order to induce the Agents and the Banks to execute this
Amendment, the Borrower hereby represents and warrants to the Agents and the
Banks as follows, which representations and warranties shall survive the
execution and delivery of this Amendment:


 


(a)          
The information provided in the Amendment Request is true and complete.


 


(b)          
All representations and warranties of the Borrower set forth in the Credit
Agreement are true and correct in all material respects as if made on and as of
the date hereof and will be true and correct after giving effect to Section 2
hereof as if restated at and as of the date thereof (except in each case for
representations and warranties which by their terms are expressly applicable to
an earlier date, in which event such representations and warranties shall be
true and correct as of such earlier date).


 


(c)          
It has power, and is duly authorized, to execute and deliver this Amendment,
and to perform its obligations hereunder.


 


(d)          
It has taken all necessary action (corporate or otherwise) to authorize this
Amendment, and the execution, delivery and performance by it of this Amendment
will not (i) violate or conflict with any provision of law or any rule or
regulation, (ii) violate or conflict with any provision of its certificate
of incorporation, or its by-laws or operating agreement, (iii) violate or
conflict with or result in a breach of any order, writ, injunction, ordinance,
resolution, decree, or other similar document or instrument of any court or
Governmental Authority, bureau or agency, domestic or foreign, or create (with
or without the giving of notice or lapse of time, or both) a default under or
breach of any agreement, bond, note or indenture to which it is a party, or by
which it is bound or any of its properties or assets are affected or
(iv) result in the imposition of any Lien of any nature whatsoever upon
any of its properties or assets owned by or used in connection with its
business, except for the Liens created and granted pursuant to the Security
Documents.


 


(e)          
This Amendment has been duly executed and delivered by the Borrower and
constitutes the legal, valid and binding obligations of the Borrower,
enforceable against the Borrower in accordance with its terms.


 


(f)           
No consent or approval of any Person (including, without limitation, any
stockholder of the Borrower), other than any such consent or approval a copy of
which has been delivered in form and substance satisfactory to the
Administrative Agent, no filing with, action by, consent or approval of any
landlord or mortgagee, no waiver of any Lien or right of distraint or other
similar right and no filing with, action by, consent, license, approval,
authorization or declaration of any Governmental Authority, bureau or agency, is
or will be required in connection with the execution, delivery or performance
by the Borrower or the validity, enforcement or priority, of this Amendment (or
any Lien created and granted or reaffirmed hereunder).


 


(g)          
No Default or Event of Default has occurred and is continuing, or, after giving
effect to this Amendment, shall exist.


 


(h)          
No Material Adverse Change has occurred in the condition (financial or
otherwise, determined pursuant to GAAP), operations, assets, income or prospects
of the Borrower or its Subsidiaries since June 30, 2006.


 


3





















 


Section 4.  Effectiveness.  The effectiveness of the amendments
set forth in Section 2 of this Amendment shall be conditioned upon the
fulfillment to the satisfaction of the Administrative Agent of each of the
following conditions:


 


(a)          
The Administrative Agent shall have received counterparts of this Amendment
executed by each of the parties required to execute the same pursuant to the Credit
Agreement and the other Loan Documents.


 


(b)          
The Administrative Agent shall have received certificates of the Secretary or
an Assistant Secretary of the Borrower certifying (i) that attached thereto is
a true and complete copy of resolutions adopted by the its Board of Directors
authorizing the execution, delivery and performance of this Amendment and any
other instrument, agreement or document to be executed by it in connection
herewith, and (ii) as to the incumbency and genuineness of the signature of the
officer of the Borrower executing this Amendment and any other instrument,
agreement or documents executed in connection herewith, in form and substance
satisfactory to the Administrative Agent.


 


(c)          
Each of the Banks, or the Administrative Agent on behalf of each Bank, shall
have received the fee to which such Bank is entitled in accordance with Annex A
hereto.


 


Section 5.  Reference to
and Effect on Loan Documents.  On and after the effective date of this Amendment, each reference
in the Credit Agreement to “this Agreement”, “hereunder”, “hereof”, “herein” or
words of like import, and each reference in the other Loan Documents to the
Credit Agreement, shall mean and be a reference to the Credit Agreement as
amended hereby.  This Amendment shall constitute a Loan Document within
the definition thereof in the Credit Agreement.


 


Section
6.             
Miscellaneous Provisions.


 


Section
6.1            Reaffirmation
of Security Interest.  The Borrower hereby reaffirms
as of the date hereof each and every security interest and Lien granted in
favor of the Security Agent and the Banks under the Loan Documents, and agrees
and acknowledges that such security interests and Liens shall continue from and
after the date hereof and shall remain in full force and effect from and after
the date hereof, in each case after giving effect to the Credit Agreement as
amended by this Amendment, and the Obligations secured thereby and thereunder
shall include the Borrower’s obligations under the Credit Agreement as amended
by this Amendment.  Each such reaffirmed security interest and Lien
remains and shall continue to remain in full force and effect and is hereby in
all respects ratified and confirmed.


 


Section
6.2.           Further
Assurances.  Each of the parties hereto
hereby agrees, at the sole cost and expense of the Borrower, to do such further
acts and things and to execute, deliver and acknowledge such additional
agreements, powers and instruments as any party hereto may reasonably require
to carry into effect the purposes of this Amendment.


 


Section
6.3.           Costs
and Expenses.  The Borrower hereby agrees to
pay all costs and expenses of the Agents (including attorneys’ fees and
expenses) incurred in connection with the negotiation, preparation, execution
and delivery of this Amendment.


 


Section
6.4.           Governing
Law.  THIS AMENDMENT SHALL BE GOVERNED BY, AND
CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, INCLUDING
SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW BUT
OTHERWISE WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES.


 


Section
6.5.           Severability. 
The invalidity, illegality or unenforceability in any jurisdiction of any
provision in or obligation under this Amendment shall not affect or impair the
validity, legality or enforceability of the remaining provisions or obligations
under this Amendment or of such provision or obligation in any other
jurisdiction.  To the extent permitted by applicable law, the parties
hereby waive any provision of law which renders any provision hereof prohibited
or unenforceable in any respect.


 


Section
6.6.           Counterparts. 
This Amendment may be executed in two or more counterparts


 


4

















 


(and
by different parties on separate counterparts), each of which shall be an
original, but all of which together shall constitute one and the same
instrument.  Execution and delivery of this Amendment by facsimile
transmission shall constitute execution and delivery of this Amendment for all
purposes, with the same force and effect as execution and delivery of an
originally manually signed copy thereof.


 


Section
6.7.           Headings;
Binding Effect.  The headings of the several
sections of this Amendment are inserted for convenience only and shall not in
any way affect the meaning or construction of any provision of this
Amendment.  The provisions of this Amendment shall inure to the benefit of
and be binding upon the parties hereto and their respective permitted successors
and assigns.


 


Section
6.8.           Consultation
with Advisors.  The Borrower acknowledges
that it has consulted with counsel and with such other experts and advisors as
it has deemed necessary in connection with the negotiation, execution and
delivery of this Amendment.  This Amendment shall be construed without
regard to any presumption or any rule requiring that it be construed against
the party causing this Amendment or any part hereof to be drafted.


 


Section
6.9.           Entire
Agreement.  This Amendment sets forth
the entire understanding and agreement of the parties hereto in relation to the
subject matter hereof and supersedes any prior negotiations and agreements
among the parties relative to such subject matter.  None of the terms or conditions
of this Amendment may be changed, modified, waived or canceled, orally or
otherwise, except as provided in the Credit Agreement.


 


[Remainder
of page intentionally left blank; signatures on following pages]


 


5
















 


IN WITNESS WHEREOF, the parties hereto have caused this
Amendment to be executed as of the date first above written.


 


	
   

  	
  BORROWER:

  
	
   

  	
   

  
	
   

  	
  WILLIS LEASE FINANCE CORPORATION,

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Brad Forsyth

  
	
   

  	
   

  	
  Name:
  

  	
  Brad
  Forsyth

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Vice President

  
	
   

  	
   

  	
   

  	
  Chief
  Financial Officer

  



 


 


SIGNATURE PAGE TO SECOND
AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  AGENTS:

  
	
   

  	
   

  
	
   

  	
  NATIONAL CITY BANK,

  as Administrative Agent, Security Agent
  and

  Swing Line Lender

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Christos Kytzidis

  
	
   

  	
   

  	
  Name:
  

  	
  Christos
  Kytzidis

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Vice President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  BANKS:

  
	
   

  	
   

  
	
   

  	
  NATIONAL CITY BANK

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Christos Kytzidis

  
	
   

  	
   

  	
  Name:
  

  	
  Christos
  Kytzidis

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Vice President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  CALYON NEW YORK BRANCH,

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Brian Bolotin

  
	
   

  	
   

  	
  Name:
  

  	
  Brian
  Bolotin

  
	
   

  	
   

  	
  Title:

  	
  Managing
  Director

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Charles Moran

  
	
   

  	
   

  	
  Name:
  

  	
  Charles
  Moran

  
	
   

  	
   

  	
  Title:

  	
  Director

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  CALIFORNIA BANK & TRUST,

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  J. Michael Sullivan

  
	
   

  	
   

  	
  Name:
  

  	
  J.
  Michael Sullivan

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  KfW

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/

  
	
   

  	
   

  	
  Name:
  

  	
   

  
	
   

  	
   

  	
  Title:

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Andreas Roth

  
	
   

  	
   

  	
  Name:
  

  	
  Andreas
  Roth

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Project Manager

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  CITY NATIONAL BANK

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Jeanine A. Smith

  
	
   

  	
   

  	
  Name:
  

  	
  Jeanine
  A. Smith

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  ALLIANCE & LEICESTER

  COMMERCIAL FINANCE PLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Martin Webb

  
	
   

  	
   

  	
  Name:
  

  	
  Martin
  Webb

  
	
   

  	
   

  	
  Title:

  	
  Head
  of Aviation

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  CREDIT INDUSTRIEL ET

  COMMERCIAL, NEW YORK BRANCH

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Alex Aupoix

  
	
   

  	
   

  	
  Name:
  

  	
  Alex
  Aupoix

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Adrienne Molloy

  
	
   

  	
   

  	
  Name:
  

  	
  Adrienne
  Molloy

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  HSH NORDBANK AG, NEW YORK

  BRANCH

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Edward J. McGarvey

  
	
   

  	
   

  	
  Name:
  

  	
  Edward
  J. McGarvey

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Vice President

  Head of Aviation Americas

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Eric Dollman

  
	
   

  	
   

  	
  Name:
  

  	
  Eric
  Dollman

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  Transportation Americas

  



 


 


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  STATE BANK OF INDIA, LOS ANGELES

  AGENCY

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  K.S.S. Naidu

  
	
   

  	
   

  	
  Name:
  

  	
  K.S.S.
  Naidu

  
	
   

  	
   

  	
  Title:

  	
  Vice
  President

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  LANDSBANKI ISLANDS HF.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Hlynur Sigursvenuon

  
	
   

  	
   

  	
  Name:
  

  	
  Hlynur
  Sigursvenuon

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Manager

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Arni Por Porbjörnsson

  
	
   

  	
   

  	
  Name:
  

  	
  Arni
  Por Porbjörnsson

  
	
   

  	
   

  	
  Title:

  	
  Senior
  Director-Legal Counsel

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


	
   

  	
  BNP PARIBAS

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Antoine Treguer

  
	
   

  	
   

  	
  Name:
  

  	
  Antoine
  Treguer

  
	
   

  	
   

  	
  Title:

  	
  VP
  Aviation Finance Group

  



 


 


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AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT


 

















 


ANNEX A


 


	
  Bank

  	
   

  	
  Commitment

  	
   

  	
  Closing Fee

  	
   

  
	
  National
  City Bank

  	
   

  	
  $

  	
  35,000,000

  	
   

  	
  $

  	
  17,500

  	
   

  
	
  California
  Bank & Trust

  	
   

  	
  $

  	
  25,000,000

  	
   

  	
  $

  	
  12,500

  	
   

  
	
  KfW

  	
   

  	
  $

  	
  25,000,000

  	
   

  	
  $

  	
  12,500

  	
   

  
	
  Calyon
  New York Branch

  	
   

  	
  $

  	
  20,000,000

  	
   

  	
  $

  	
  10,000

  	
   

  
	
  City
  National Bank

  	
   

  	
  $

  	
  20,000,000

  	
   

  	
  $

  	
  10,000

  	
   

  
	
  Alliance
  & Leicester Commercial Finance Plc

  	
   

  	
  $

  	
  20,000,000

  	
   

  	
  $

  	
  10,000

  	
   

  
	
  Credit
  Industriel et Commercial, New York Branch

  	
   

  	
  $

  	
  20,000,000

  	
   

  	
  $

  	
  10,000

  	
   

  
	
  HSH
  Nordbank AG, New York Branch

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  7,500

  	
   

  
	
  State
  Bank of India, Los Angeles Agency

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  7,500

  	
   

  
	
  Landsbanki
  Islands hf.

  	
   

  	
  $

  	
  12,000,000

  	
   

  	
  $

  	
  6,000

  	
   

  
	
  BNP
  Paribas

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  5,000

  	
   

  
	
  TOTAL:

  	
   

  	
  $

  	
  217,000,000

  	
   

  	
   

  	
   

  



 

















 


EXHIBIT A


 


AMENDMENT
REQUEST


 


[Attached
hereto]