Conformed Copy - L3846 - Zhejiang Power Development Project - Amendment

Page 1 May 4, 2000 Mr. Chen Jimin, General Manager Zhejiang Provincial Electric Power Company 2 Jinzhu Road (South) Hangzhou, Zhejiang People's Republic of China Dear Sir: RE: Zhejiang Power Development Project (Ln. 3846\1eCHA) Amendment to Project Agreement 1. I refer to the Loan Agreement between the People's Republic of China (the Borrower) and the International Bank for Reconstruction and Development (the Bank), dated May 25, 1995 (the Loan Agreement) and to the Project Agreement of even date with the Loan Agreement between the Bank and the Zhejiang Provincial Electric Power Company (ZPEPC) (the Project Agreement). I also refer to the letter dated January 26, 2000 from Mr. Wu Gang, Deputy Director General, International Department, Ministry of Finance, on behalf of the Borrower, requesting an amendment to the Loan Agreement and the Project Agreement in order to permit the use of savings achieved under the project to finance additional activities within the original objectives of the project. 2. I am pleased to inform you that after due consideration the Bank concurs with the Borrower's proposal and hereby agrees to amend the Project Agreement as hereinafter provided. 3. Section 1.01(a) of the Project Agreement is amended by (a) deleting the word "and" at the end of sub\1eparagraph (vi) thereof; (b) changing the period at the end of subparagraph (vii) thereof to a semi\1ecolon followed by the word "and"; and (c) adding a new sub\1eparagraph (viii) thereto, as follows: "(viii) ZPEPC will carry out the environmental impact mitigation plan according to the Environmental Assessment Plan dated June 1998. 4. Section 1.01(b) of the Project Agreement is amended by (a) deleting the word "and" at the end of sub\1eparagraph (iv) thereof; (b) changing the period at the end of subparagraph (v) thereof to a semi-colon followed by the word "and"; and (c) adding a new sub\1eparagraph (vi) thereto, as follows: "(vi) ZPEPC will carry out the resettlement according to the Resettlement Action Plan dated September 1998. 5. Please confirm the agreement of ZPEPC to the amendment set forth in paragraphs 3 and 4 above by countersigning and dating the corresponding form of confirmation set forth below, and returning one fully signed original of this amendment letter to us. One fully signed original should be retained by ZPEPC. 6. Except as specifically amended hereby, all other provisions of the Project Agreement remain in full force and effect. Upon receipt by the Bank of the copy of this letter of amendment duly countersigned by the authorized representative of ZPEPC and of the letter of amendment of even date herewith from the Bank to the Borrower concerning amendments to the Loan Agreement (the Loan Agreement amendment), duly countersigned by the Borrower, the above amendment shall become effective as of the date of countersignature of this letter of amendment or the date of countersignature of the Loan Agreement amendment, whichever is later. Sincerely, By /s/ Yukon Huang Country Director, China Page 2 East Asia and Pacific Region CONFIRMED: ZHEJIANG PROVINCIAL ELECTRIC POWER COMPANY By /s/ Wu Gang Authorized Representative Date: May 16, 2000