<PAGE>
State of New York
Banking Department
I, P. VINCENT CONLON, Deputy Superintendent of Banks of the State of
New York, DO HEREBY CERTIFY:
THAT, BANKERS TRUST COMPANY is a corporation duly organized and
existing under the laws of the State of New York and has its principal office
and place of business at 130 Liberty Street, New York, New York. Such
corporation is validly existing as a banking organization under the Banking Law
of the State of New York. The authorization certificate of such corporation has
not been revoked or suspended and such corporation is a subsisting trust company
under the supervision of this Department.
WITNESS, my hand and official seal of the Banking Department at the City of New
York, this 17th day of November in the Year of our Lord two thousand.
/s/ P. Vincent Conlon
Deputy Superintendent of Banks.