Exhibit 10.2


 




 





EXTENSION AGREEMENT


dated
as of September 23, 2004


 


extending
the


$250,000,000


AMENDED AND RESTATED
364-DAY CREDIT AGREEMENT


 


among


 


FEDEX CORPORATION,

as Borrower,


 


CITICORP USA, INC. and BANK OF AMERICA, N.A.,

as Co-Syndication Agents,


 


BANK ONE, NA, COMMERZBANK A.G.,


BANK OF TOKYO-MITSUBISHI TRUST COMPANY


and THE
ROYAL BANK OF SCOTLAND PLC,

as Co-Documentation Agents,


 


The Several Lenders

from Time to Time Parties Thereto,


 


and


 


JPMORGAN CHASE BANK,

as Administrative Agent


 


dated
as of September 27, 2002




 





 


J.P. MORGAN SECURITIES, INC., as Sole Lead
Arranger and Sole Bookrunner


 
















 


EXTENSION AGREEMENT, dated as
of September 23, 2004 (this “Agreement”), among FEDEX CORPORATION, CITICORP USA, INC. and
BANK OF AMERICA, N.A., as Co-Syndication Agents, BANK ONE, NA, COMMERZBANK
A.G., BANK OF TOKYO-MITSUBISHI TRUST COMPANY and THE ROYAL BANK OF SCOTLAND
PLC, as Co-Documentation Agents, the several LENDERS party hereto and JPMORGAN
CHASE BANK, as Administrative Agent (the “Administrative Agent”).


 


W I T N E S S E T H:


 


WHEREAS, the Borrower, the Lenders, the Co-Documentation Agents, the
Co-Syndication Agents and the Administrative Agent are parties to the
Amended and Restated 364-Day Credit Agreement, dated as of September 27,
2002 (as amended, supplemented or otherwise modified prior to the date hereof,
the “Credit Agreement”);


 


WHEREAS, the Borrower has requested that the Maturity Date of the
Credit Agreement be extended as set forth herein;


 


NOW, THEREFORE, in consideration of the promises and the mutual
covenants hereinafter set forth, the parties hereto hereby agree as follows:


 


SECTION 1.                                Defined Terms. 
Unless otherwise defined herein, each term defined in the Credit
Agreement and used herein shall have the meaning given to such term in the Credit
Amendment.


 


SECTION 2.                                Extension of Maturity Date.  Notwithstanding any of the notice
requirements of Section 2.17 of the Credit Agreement and except as
otherwise provided in Section 4 of this Agreement, but otherwise subject
to such Section 2.17, the Maturity Date is hereby extended to
September 22, 2005 with the Commitment of each Lender as set forth in
Schedule A to this Agreement.


 


SECTION 3.                                Conditions to Effectiveness of this Agreement.  This Agreement shall become effective on the
date (the “2004 Extension Effective Date”) on which the following
conditions precedent have been satisfied:


 


(a)                                  the Administrative Agent shall have
received counterparts of this Agreement duly executed and delivered by each of
(i) the Borrower and (ii)  the
Lenders;


 


(b)                                 the Administrative Agent shall have received an opinion of
Christine P. Richards, counsel for the Borrower, dated as of the 2004 Extension
Effective Date (in form and substance reasonably satisfactory to the
Administrative Agent);


 


(c)                                  no Default or Event of Default shall have occurred and be
continuing;


 
















 


(d)                                 the
principal amount of and accrued interest on any Loans and any fees or other
amounts owing to the Lenders under the Credit Agreement, as of the 2004
Extension Effective Date, shall be paid; and


 


(e)                                  the Administrative Agent shall have received all fees and
other amounts due and payable on or prior to the 2004 Extension Effective Date,
including, to the extent invoiced, reimbursement or payment of all
out-of-pocket expenses required to be reimbursed or paid by the Borrower.


 


SECTION 4.                                Assignment; Commitments.   On the 2004 Extension Effective Date, each
of the Lenders party to the Credit Agreement (as in effect immediately prior to
the effectiveness of this Agreement) whose Commitment will be reduced or
terminated in connection with this Agreement (the “2004 Assigning Lenders”)
agrees to assign all or a portion, as the case may be, of its Commitment (as in
effect immediately prior to the effectiveness of this Agreement) and its
related rights and obligations under the Credit Agreement and the other Loan
Documents to the Lenders party to the Credit Agreement (as in effect
immediately after giving effect to this Agreement) whose Commitment will be
increased or initiated in connection with this Agreement (the “2004 Assignee
Lenders”), such that after giving effect to such assignment and on the 2004
Extension Effective Date, the Commitment of each Lender shall be the amount set
forth on Schedule A to this Agreement. 
All applicable provisions of Section 9.06 and Exhibit E to the
Credit Agreement shall apply to such assignments, which provisions are hereby
incorporated by reference into this Agreement.


 


SECTION 5.                                Consent of Guarantors.  The Borrower represents and warrants to the
Lenders that no Guarantor consent is required for the extension of the Maturity
Date as contemplated by Section 2.17 to the Credit Agreement and this
Agreement.  


 


SECTION 6.                                Miscellaneous.


 


(a)                                  Effect.  Except as expressly amended hereby, all of
the representations, warranties, terms, covenants and conditions of the Loan
Documents shall remain unamended and not waived and shall continue to be in
full force and effect.  Each reference in
the Credit Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or
words of like import shall mean and be a reference to the Credit Agreement, as
amended hereby.


 


(b)                                 Counterparts.  This Agreement may be executed by one or more
of the parties to this Agreement on any number of separate counterparts, and
all of said counterparts taken together shall be deemed to constitute one and
the same instrument.  A set of the copies
of this Agreement signed by all the parties shall be lodged with the Borrower
and the Administrative Agent.


 


(c)                                  Severability.  Any provision of this Agreement which is prohibited
or unenforceable in any jurisdiction shall, as to such jurisdiction, be
ineffective to the extent of such prohibition or unenforceability without
invalidating the remaining provisions hereof, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction.


 


2
















 


(d)                                 Integration.  This Agreement and the other Loan Documents
represent the entire agreement of the Loan Parties, the Lenders and the
Administrative Agent with respect to the subject matter hereof and thereof, and
there are no promises, undertakings, representations or warranties by the
Lenders relative to the subject matter hereof not expressly set forth or
referred to herein or in the other Loan Documents.


 


(e)                                  GOVERNING
LAW.  THIS AGREEMENT AND THE RIGHTS
AND OBLIGATIONS OF THE PARTIES UNDER THIS AGREEMENT SHALL BE GOVERNED BY, AND
CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW
YORK.


 


3
















 


IN WITNESS WHEREOF, the
parties hereto have caused this Agreement to be duly executed and delivered by
their proper and duly authorized officers as of the day and year first above
written.


 


 


	
   

  	
  FEDEX CORPORATION

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ BURNETTA B. WILLIAMS

  	
   

  
	
   

  	
   

  	
  Name: Burnetta B. Williams

  	
   

  
	
   

  	
   

  	
  Title: 

  	
  Staff Vice President and

  	
   

  
	
   

  	
   

  	
   

  	
  Assistant Treasurer

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  JPMORGAN CHASE BANK,

  	
   

  
	
   

  	
  individually and as Administrative Agent

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ MATTHEW H. MASSIE

  	
   

  
	
   

  	
   

  	
  Name: Matthew H. Massie

  	
   

  
	
   

  	
   

  	
  Title:Managing Director

  	
   

  



 


Signature Page to FedEx Extension Agreement


 


4
















 


	
   

  	
  BANK OF AMERICA, N.A.

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Sharon Burks Horos

  	
   

  
	
   

  	
   

  	
  Name: Sharon Burks Horos

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  THE BANK OF NEW YORK

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David T. Sunderwirth

  	
   

  
	
   

  	
   

  	
  Name: David T. Sunderwirth

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  THE BANK OF NOVA SCOTIA

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ William E. Zarrett

  	
   

  
	
   

  	
   

  	
  Name: William E. Zarrett

  	
   

  
	
   

  	
   

  	
  Title: Managing Director

  	
   

  
					



 
















 


	
   

  	
  BANK OF TOKYO-MITSUBISHI TRUST

  COMPANY

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Edwardo P. Abello

  	
   

  
	
   

  	
   

  	
  Name: Edwardo P. Abello

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  CITICORP USA, INC.

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Gaylor Holmes

  	
   

  
	
   

  	
   

  	
  Name: Gaylor Holmes

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  COMMERZBANK AG, New York and

  Grand Cayman Branches,

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Subash R. Viswanathan

  	
   

  
	
   

  	
   

  	
  Name: Subash R. Viswanathan

  	
   

  
	
   

  	
   

  	
  Title: Senior Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  COMMERZBANK AG, New York and

  Grand Cayman Branches,

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David A. Bennett

  	
   

  
	
   

  	
   

  	
  Name: David A. Bennett

  	
   

  
	
   

  	
   

  	
  Title: Assistant Vice President

  	
   

  
					



 
















 


	
   

  	
  FIFTH THIRD BANK, N.A.

  (TENNESSEE)

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David J. Hicks

  	
   

  
	
   

  	
   

  	
  Name: David J. Hicks

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  FIRST TENNESSEE BANK NATIONAL

  ASSOCIATION

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ James H. Moore, Jr.

  	
   

  
	
   

  	
   

  	
  Name: James H. Moore, Jr.

  	
   

  
	
   

  	
   

  	
  Title: Senior Vice President

  	
   

  
					



 
















 


	
   

  	
  HSBC Bank USA, National Association

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Bryan DeBroka

  	
   

  
	
   

  	
   

  	
  Name: Bryan DeBroka

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  KBC BANK N.V.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Robert Snauffer

  	
   

  
	
   

  	
   

  	
  Name: Robert Snauffer

  	
   

  
	
   

  	
   

  	
  Title: First Vice President

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Eric Raskin

  	
   

  
	
   

  	
   

  	
  Name: Eric Raskin

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  KEYBANK NATIONAL ASSOCIATION

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Francis W. Lutz, Jr.

  	
   

  
	
   

  	
   

  	
  Name: Francis W. Lutz, Jr.

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  KfW

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Christian Bevc

  	
   

  
	
   

  	
   

  	
  Name: Christian Bevc

  	
   

  
	
   

  	
   

  	
  Title: First Vice President

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Christian Kramer

  	
   

  
	
   

  	
   

  	
  Name: Christian Kramer

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  MELLON BANK, N.A.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Mark F. Johnston

  	
   

  
	
   

  	
   

  	
  Name: Mark F. Johnston

  	
   

  
	
   

  	
   

  	
  Title: First Vice President

  	
   

  
					



 
















 


	
   

  	
  MERRILL LYNCH BANK, USA

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Louis Alder

  	
   

  
	
   

  	
   

  	
  Name: Louis Alder

  	
   

  
	
   

  	
   

  	
  Title: Director

  	
   

  
					



 
















 


	
   

  	
  MIZUHO CORP. BANK, LTD., NY BR.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ R. Gallagher

  	
   

  
	
   

  	
   

  	
  Name: R. Gallagher

  	
   

  
	
   

  	
   

  	
  Title: SVP & Team Leader

  	
   

  
					



 
















 


	
   

  	
  THE NORTHERN TRUST COMPANY

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Ashish S. Bhagwat

  	
   

  
	
   

  	
   

  	
  Name: Ashish S. Bhagwat

  	
   

  
	
   

  	
   

  	
  Title: Vice-President

  	
   

  
					



 
















 


	
   

  	
  REGIONS BANK

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Phillip L. May

  	
   

  
	
   

  	
   

  	
  Name: Phillip L. May

  	
   

  
	
   

  	
   

  	
  Title: Senior Vice President

  	
   

  
					



 
















 


	
   

  	
  THE ROYAL BANK OF SCOTLAND PLC

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David Apps

  	
   

  
	
   

  	
   

  	
  Name: David Apps

  	
   

  
	
   

  	
   

  	
  Title: Senior Vice President

  	
   

  
					



 
















 


	
   

  	
  SUMITOMO MITSUI BANKING

  CORPORATION

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Edward McColly

  	
   

  
	
   

  	
   

  	
  Name: Edward McColly

  	
   

  
	
   

  	
   

  	
  Title: Vice President & Department Head

  
					



 
















 


	
   

  	
  UFJ BANK

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Gary Weiss

  	
   

  
	
   

  	
   

  	
  Name: Gary Weiss

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  UNION PLANTERS BANK

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ James R. Gummel

  	
   

  
	
   

  	
   

  	
  Name: James R. Gummel

  	
   

  
	
   

  	
   

  	
  Title: SVP

  	
   

  
					



 
















 


	
   

  	
  WACHOVIA BANK, National Association

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Douglas T. Davis

  	
   

  
	
   

  	
   

  	
  Name: Douglas T. Davis

  	
   

  
	
   

  	
   

  	
  Title: Director

  	
   

  
					



 
















 


	
   

  	
  BANK ONE, NA

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Matthew H. Massie

  	
   

  
	
   

  	
   

  	
  Name: Matthew H. Massie

  	
   

  
	
   

  	
   

  	
  Title: Managing Director

  	
   

  
					



 
















 


	
   

  	
  DVB Bank AG

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Christian Wulf

  	
   

  
	
   

  	
   

  	
  Name: Christian Wulf

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ James M. Morton

  	
   

  
	
   

  	
   

  	
  Name: James M. Morton

  	
   

  
	
   

  	
   

  	
  Title: Vice President

  	
   

  
					



 
















 


	
   

  	
  MORGAN STANLEY BANK, as an

  Assigning Lender

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Daniel Twenge

  	
   

  
	
   

  	
   

  	
  Name: Daniel Twenge

  	
   

  
	
   

  	
   

  	
  Title:

  	
  Vice President

  	
   

  
	
   

  	
   

  	
   

  	
  Morgan Stanley Bank

  	
   

  
						



 
















 


	
   

  	
  CREDIT SUISSE FIRST BOSTON, acting

  through its Cayman Islands Branch.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jay Chall

  	
   

  
	
   

  	
   

  	
  Name: Jay Chall

  	
   

  
	
   

  	
   

  	
  Title: Director

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Karim Blasetti

  	
   

  
	
   

  	
   

  	
  Name: Karim Blasetti

  	
   

  
	
   

  	
   

  	
  Title: Associate

  	
   

  
					



 
















 


	
   

  	
  SUNTRUST BANK

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Bryan W. Ford

  	
   

  
	
   

  	
   

  	
  Name: Bryan W. Ford

  	
   

  
	
   

  	
   

  	
  Title: Director

  	
   

  
					



 
















 


SCHEDULE A


 


	
   

  	
   

  	
  Commitment Prior to the

  Effectiveness of this Agreement

  	
   

  	
  Commitment After the

  Effectiveness of this

  Agreement

  	
   

  
	
  Extending Lenders:

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BANK OF AMERICA, N.A.

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  15,000,000

  	
   

  
	
  THE BANK OF NEW YORK

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  THE BANK OF NOVA SCOTIA

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  BANK OF TOKYO-MITSUBISHI TRUST COMPANY

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  15,000,000

  	
   

  
	
  CITICORP USA, INC.

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  15,000,000

  	
   

  
	
  COMMERZBANK AG, NEW YORK AND GRAND CAYMAN
  BRANCHES

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  15,000,000

  	
   

  
	
  FIFTH THIRD BANK, N.A. (TENNESSEE)

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  FIRST TENNESSEE BANK NATIONAL ASSOCIATION

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  HSBC BANK USA, NATIONAL ASSOCIATION

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  KBC BANK N.V.

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  KEYBANK NATIONAL ASSOCIATION

  	
   

  	
  $

  	
  7,500,000

  	
   

  	
  $

  	
  7,500,000

  	
   

  
	
  KfW

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  MELLON BANK, N.A.

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  MERRILL LYNCH BANK USA

  	
   

  	
  $

  	
  7,500,000

  	
   

  	
  $

  	
  7,500,000

  	
   

  
	
  MIZUHO CORPORATE BANK, LTD.

  	
   

  	
  $

  	
  7,500,000

  	
   

  	
  $

  	
  7,500,000

  	
   

  
	
  THE NORTHERN TRUST COMPANY

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  REGIONS BANK

  	
   

  	
  $

  	
  7,500,000

  	
   

  	
  $

  	
  7,500,000

  	
   

  
	
  THE ROYAL BANK OF SCOTLAND PLC

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  $

  	
  15,000,000

  	
   

  
	
  SUMITOMO MITSUI BANKING CORPORATION

  	
   

  	
  $

  	
  10,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  UFJ BANK

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  UNIONS PLANTERS BANK

  	
   

  	
  $

  	
  7,500,000

  	
   

  	
  $

  	
  7,500,000

  	
   

  
	
  WACHOVIA BANK, NATIONAL ASSOCIATION

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  5,000,000

  	
   

  
	
  2004 Assigning
  Lenders:

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  BANK ONE, NA

  	
   

  	
  $

  	
  15,000,000

  	
   

  	
  0

  	
   

  
	
  DVB BANK AG

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  0

  	
   

  
	
  MORGAN STANLEY BANK

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  0

  	
   

  
	
  2004 Assignee
  Lenders:

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  CREDIT SUISSE FIRST BOSTON

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  JPMORGAN CHASE BANK

  	
   

  	
  $

  	
  17,500,000

  	
   

  	
  $

  	
  32,500,000

  	
   

  
	
  SUNTRUST BANK

  	
   

  	
  $

  	
  5,000,000

  	
   

  	
  $

  	
  10,000,000

  	
   

  
	
  TOTAL

  	
   

  	
  $

  	
  250,000,000

  	
   

  	
  $

  	
  250,000,000