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SUPPLEMENTAL INFORMATION MEMORANDUM XENON ...

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PROVISIONS RELATING TO SECURITY<br />

be construed accordingly) will apply to such<br />

Deliverable Obligations comprising both Bonds<br />

and Loans.<br />

On the Alternative Cash Settlement Date, the<br />

Issuer will pay the Alternative Cash Settlement<br />

Amount, to be apportioned pro rata among all<br />

Securityholders, in full satisfaction of its payment<br />

obligations in respect of the Securities.<br />

Alternative Cash Settlement is more fully<br />

described in Condition CL7 (Physical Settlement)<br />

of the Credit-Linked Conditions Module, June<br />

2007 Edition as modified by this paragraph (l).<br />

8. Initial Charged Assets: Subject to paragraph 9 below, EUR15,000,000 in<br />

aggregate principal amount of the<br />

EUR1,500,000,000 Floating Rate Notes due<br />

September, 2010 of Merrill Lynch S.A. (ISIN and<br />

Common Code XS0231029868 and 023102986,<br />

respectively).<br />

9. Substitution of Initial Charged<br />

Assets:<br />

(a)<br />

(b)<br />

At the direction of the<br />

Counterparty pursuant to<br />

Condition 4(b)(i)<br />

(Substitution at direction of<br />

Counterparty):<br />

At the direction of the<br />

Securityholders pursuant to<br />

Condition 4(b)(ii)<br />

(Substitution at the request<br />

of Securityholders):<br />

Not Applicable.<br />

Not Applicable.<br />

10. Charged Agreements:<br />

(a) Counterparty: Merrill Lynch International of Merrill Lynch<br />

Financial Centre, 2 King Edward Street, London<br />

EC1A 1HQ.<br />

(b) Swap Agreement: A 1992 ISDA Master Agreement (Multicurrency –<br />

Cross Border) and Schedule thereto (in the form of<br />

the Swap Schedule Terms Module, June 2007<br />

Edition) dated as of 11th September, 2007 as<br />

supplemented by a confirmation (comprising both<br />

20

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