Susan:
Please add the following to your memo:

I(B)
Footnotes #4 and 5 - revisit why FDI Act language is added.
Consult with Richard Sanders regarding Process Agent, arbitration and Waiver 
of Jury Trial issues
Footnote #22 - Sara to draft language providing for a mutual Termination Event
Consult with Shari Stack regarding the need for the additional reps in 
footnote #55
Sara to confirm that language for footnote #73 can be used as part of our 
form for all counterparties

II(A)

Confirm that "ratings test" language in definitions of Letter of Credit and 
Letter of Credit Default works and is what credit wants
Decide how "foreign bank" language in definition of Letter of Credit should 
work
Confirm that our new Custodian language works for credit

II(B)

Can footnote #2 be deleted?

Thanks.

Carol