Conformed Copy - C2332 - Transport Sector Adjustment/Investment Credit - Amendment 1

Page 1 November 14, 1995 H. E. the Minister of Finance and Planning Ministry of Finance and Planning Ouagadougou Burkina Faso Re: Credit No. 2332 BUR (Transport Sector Adjustment/Investment Credit) Amendment to Development Credit Agreement Excellency: We refer to the above-mentioned Development Credit Agreement (the Agreement) between Burkina Faso (the Borrower) and the International Development Association (the Association), dated February 18, 1992, discussions held between representatives of your Ministry and the Association during the last supervision mission of this Project and your letter dated ___________, 1994, requesting a change of the disbursement conditions for the second and third tranche. We are pleased to confirm the Association's approval to this request and, therefore, agree to amend the Agreement as follows: 1. Section 1.02: subparagraph "(o)" becomes subparagraph "(q) and two new subparagraphs (o) and (p) are added to read as follows: "(o) "SITARAIL" means the consortium formed by, inter alia, Societe Internationale de Cafe et Cacao of Cote d'Ivoire; SAGA of France and SDV (SCAC Delmas-Vieljeux) of France to bid for the concession of rail services on the Abidjan/Ouagadougou/Kaya railway; (p) "Concessionary Company" means the company which will operate the railway for which SITARAIL submitted a bid; and " 2. Schedule 5, Part A, is modified to read as follows: (a) in paragraph (1) and (2), the year "1993" is replaced by the year "1994"; (b) in paragraph (3), the year "1992" is replaced by the year "1993"; and (c) paragraph (5) is deleted and replaced by the words: "5. The Borrower and the Government of Cote d'Ivoire have jointly signed a Memorandum of Understanding with SITARAIL, satisfactory to the Association, relating to the concession of rail services on the Abidjan/Ouagadougou/Kaya route. Such Memorandum of Understanding to specify, inter alia: (i) the general principles of concession; (ii) the equity structure and the composition of the Board of Directors of the concessionary company; (iii) the duration of the concession; (iv) the fee to be paid; and (v) the number of SCFB staff to be rehired by the Concessionary Company."; (d) paragraph (6) is deleted and replaced by the words: "6. The Borrower has launched an international call for bids in form and timing satisfactory to the Association, for the privatization of the urban transport activity that is presently being carried out by Regie X9"; (e) paragraph (7) is deleted and replaced by the words: "7. The Borrower and Air Burkina have presented to the Association an action plan, satisfactory to the Association for the restructuring of Air Burkina taking into account actual economic conditions, including the expiration of budgetary subsidies; Page 2 (f) paragraph (9) is deleted. 3. Schedule 5, Part B, is modified to read: (a) in paragraphs (1) and (2), the year "1994" is replaced by the year "1995"; (b) in paragraph (3), the year "1993" is replaced by the year "1994": and (c) paragraph (5) is deleted and replaced by the words: "5. The Borrower and the Government of Cote d'Ivoire have jointly: (a) signed by December 31, 1994, a concession agreement with a Concessionary Company of which SITARAIL is the majority shareholder, satisfactory to the Association, for the operation of the Abidjan/Ouagadougou/Kaya railway; and the Borrower has approved such agreement in the appropriate form; and (b) have transformed SFCB into a Societe de Patrimoine, established according to regulations and by-laws satisfactory to the Association."; (d) paragraph (6) is deleted; (e) new paragraphs (6) and (7) are added to read: "6. The Borrower has concluded an agreement, satisfactory to the Association, pursuant to the call for bids referred to in Part A. 6 of this Schedule, as amended." 7. (a) The action plan for Air Burkina, referred to in Part A. 7 of this Schedule, as amended, has been implemented, satisfactory to the Association; and (b) the Borrower has submitted an action plan, satisfactory to the Association, for the reorganization of management activity of the airports in the Borrower's territory, pursuant to the recommendations audit referred to in Section 3.06 (a) of this Agreement and the action plan referred to in paragraph (7) of Part B of this Schedule. All other provisions of the Development Credit Agreement as amended herein shall remain in force. Please indicate your agreement with the foregoing amendment by signing and dating the confirmation form on the attached copy of this letter and returning it to us, while keeping the original for your records. This amendment will become effective as of the date of confirmation of your agreement as indicated hereafter. Sincerely, By /s/ Olivier Lafourcade Director Western-Central African Region Africa Regional Directorate CONFIRMED: BURKINA FASO By /s/ Authorized Representative Page 3