investment in direct obligations of the United States of America
maturing or subject to redemption on such dates and in such
amounts, such that the principal and investment income from which
will be sufficient to pay the Series M Bonds maturing on and after
May 1, 2003, on November 1, 2001 and the interest accruing thereon
to November 1, 2001, and the redemption premium thereon, and (ii)
paying the costs of issuance of the Series M (Second Series) Bonds.

          Section 2.03. Date of Bonds; Maturities; and Interest
Rate. The Series M (Second Series) Bonds shall be issued as fully
registered bonds as to both principal and interest in denominations
of $5,000 or any multiple thereof within a single maturity, shall
be dated the first day of the month in which sold or delivered, and
shall be numbered consecutively from R-1 upward.      The Series M
(Second Series) Bonds shall mature serially on May 1 in each of the
years, and in such principal amounts, and shall bear interest at
such rates payable semiannually on May 1 and November 1, as set
forth in the Sale Resolution as a result of the advertised sale of
the Bonds.

          Each Series M (Second Series) Bond shall bear interest
from the interest payment date to which interest has been paid next
preceding the date on which such Series M (Second Series) Bond is
authenticated by the Trustee, unless such Series M (Second Series)
Bond is authenticated on an interest payment date to which interest
has been paid, in which event it shall bear interest from such
date, or if such Series M (Second Series) Bond is authenticated
prior to the first interest payment date, such Series M (Second
Series) Bond shall bear interest from the date of original issue of
the Series M (Second Series) Bonds.

          Section 2.04. Registered Owners; Payment of Principal
and Interest; Authentication of Series M (Second Series) Bonds;
Mutilated, Lost, Stolen or Destroyed Bonds.   So long as any Series
M (Second Series) Bonds remain outstanding, the Trustee shall keep
at its principal office a Bond Register showing and recording a
register of the owners of the Series M (Second Series) Bonds and
shall provide for the registration and transfer of Series M (Second
Series) Bonds in accordance with the terms of the Series M (Second
Series) Resolution, subject to such reasonable regulations as the
Trustee may prescribe.

          The person in whose name any Series M (Second Series)
Bond is registered on the Bond Register maintained by the Trustee,
on the 15th day of the calendar month next preceding an interest
payment date (the "Record Date") shall be entitled to receive the
interest payable on such interest ifiment date (unless such Series
M [Second Series] Bond shall have been called for redemption on a
redemption date which is prior to such interest payment date)
notwithstanding the cancellation of such Series M (Second Series)
Bond upon any registration of transfer or exchange thereof subse-
quent to such Record Date and prior to such interest payment date.



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