S&P AAA
Moody s Aaa
$40,000,000
   
S&P AA+ to AA-
Moody s Aa1 to Aaa
$40,000,000
   
S&P A+ to A-
Moody s A1 to A3
$5,000,000
   
S&P BBB+ to BBB-
Moody s Baa1 to Baa3
$1,600,000
   
S&P BB+ and lower
Moody s Ba1 and lower 
$0
   
   
     24.6     "Material Adverse Change" means the failure of Customer at
anytime to satisfy the requirements pertaining to creditworthiness set forth
in Sections 3 and 24, to maintain an Acceptable Credit Rating or to maintain
or reinstate one of the forms of Financial Assurances specified in Section
24.12 within the time prescribed by Section 24.8.
   
     24.7     "Financial Assurances" means one or more of the forms of
security set forth in Sections 24.12(a), 24.12(b), 24.12(c) and 24.12(d), in
accordance with and in an amount as set forth in Section
24.12.