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Exhibit 1.3
TAMPA ELECTRIC COMPANY
702 North Franklin Street
Tampa, Florida 33602
August 16, 2000
Chase Securities Inc.
270 Park Avenue
New York, New York 10017
Ladies and Gentlemen:
Reference is hereby made to the Agency Agreement dated July 28, 1998
among the undersigned Tampa Electric Company, a Florida corporation, Citicorp
Securities, Inc. and Morgan Stanley & Co. Incorporated (the "Agency Agreement").
Terms defined in the Agency Agreement are used herein with the meanings so
defined.
Pursuant to Section 11 of the Agency Agreement, the undersigned hereby
amends and supplements the Agency Agreement to add Chase Securities Inc.
("Chase") as a party to the Agency Agreement as an "Agent" thereunder on the
same terms and conditions as the other Agents that are parties thereto,
effective as of the date first written above. By executing this letter
agreement, Chase hereby agrees to join in and become a party to the Agency
Agreement as an "Agent" thereunder on the same terms and conditions as the other
Agents that are parties thereto, effective as of the date first written above.
Section 9 of the Agency Agreement is hereby amended to include the following
notice address for Chase:
Chase Securities Inc.
270 Park Avenue
New York, NY 10017
Attention: Peter Madonia
Telephone: (212) 834-3808
Telecopier: (212) 834-6170
Except to the extent specifically amended or supplemented hereby, the
provisions of the Agency Agreement shall remain unmodified. The Agency Agreement
as amended and supplemented hereby is confirmed as being in full force and
effect. This letter agreement may be signed in two or more counterparts, each of
which shall be an original, with the same effect as if the signatures thereto
and hereto were upon the same instrument. This letter agreement shall be
governed by and construed in accordance with the internal laws of the State of
New York except with respect to its conflicts of laws principles.
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If the foregoing is in accordance with your understanding of our
agreement, please sign and return to us the enclosed duplicate hereof, whereupon
this letter and your acceptance shall represent a binding agreement among the
signatories hereto.
Very truly yours,
TAMPA ELECTRIC COMPANY
By: /s/ ROBERT D. FAGAN
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Name: Robert D. Fagan
Title: Chairman of the Board and
Chief Executive Officer
The foregoing is hereby confirmed and accepted as of the date first above
written.
CHASE SECURITIES INC.
By: /s/ PETER MADONIA
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Name: Peter Madonia
Title: Managing Director
The undersigned hereby consents and agrees to the foregoing. The undersigned
hereby waives any rights under Section 11 of the Agency Agreement to seven days
prior written notice of the addition of Chase Securities Inc. as an Agent under
the Agency Agreement.
MORGAN STANLEY & CO. INCORPORATED
By: /s/ MICHAEL FUSCO
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Name: Michael Fusco
Title: Vice President
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The undersigned hereby consents and agrees to the foregoing. The undersigned
hereby waives any rights under Section 11 of the Agency Agreement to seven days
prior written notice of the addition of Chase Securities Inc. as an Agent under
the Agency Agreement.
CITICORP SECRITIES, INC.
By: /s/ HOWARD HILLER
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Name: Howard Hiller
Title: Managing Director
