Conformed Copy - L4231 - Second Municipal Finance Project - Supplemental Letter 4

Page 1 KINGDOM OF MOROCCO October 7, 1997 International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America Re: Loan No. 4231-MOR (Second Municipal Finance Project) Section 5.01 (d) of the Loan Agreement Dear Sirs and Mesdames: In connection with the Loan Agreement of even date herewith between the International Bank for Reconstruction and Development (the Bank) and the Communal Infrastructure Fund (the Borrower) for the above captioned Project, and the related Guarantee Agreement of same date between the kingdom of Morocco (the Member Country) and the bank, I am writing on behalf of the Member Country to set forth the following: We understand that the member Country is requested to take all necessary measures in accordance with its national legislation, for the transformation of the Borrower into a Joint Stock Company by June 30, 1998. It is our understanding that in making the Loan, the Bank may rely on the statement set forth or referred to in this letter. Very truly yours, KINGDOM OF MOROCCO By /s/ _____________________ Authorized Representative