Principal Amount:

$1,000,000,000.00

Issue Price:

100% of Principal Amount

Original Issue Date:

07/20/00

Maturity Date:

07/20/01

Initial Interest Rate:

Determined as described below

Base Rate:

LIBOR Telerate

Spread:

Minus 3 basis points

Index Maturity:

3 months

Record Dates:

On the 5^th of each October, January, April, and the 20^th of July

Interest Payment Dates:

On the 20^th of October, January, April, and the maturity date, commencing October 20, 2000

Reset Period:

Quarterly

Interest Reset Dates:

On the 20^th of each October, January, and April, commencing July 20, 2000

Redemption Date:

None

Agents Discount or Commission:

0.050%

Agents(s):

Banc of America Securities LLC

($250,000,000)

Lehman Brothers

($250,000,000)

J.P. Morgan & Co.

($200,000,000)

Merrill Lynch & Co.

($200,000,000)

Banc One Capital Markets, Inc.

($100,000,000)

Capacity:

Principal

Form of Note:

Book-Entry

(Book-Entry or Certificated)

Other Terms:

None