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member, except for applications for letters patent, trademarks, copyrights,
service marks, and similar matters, which are addressed in paragraph (b) below.

          (b)  Any TWO of the officers of the Bank listed below:

          the Secretary
          any Assistant Secretary,
          any member of the Legal Department holding the title of Counsel, or a
          title senior thereto;

     are authorized:  (1) to sign applications for letters patent, trademarks,
     copyrights, service marks, and similar matters for submission to or filing
     with any U.S. or foreign regulatory authorities and any amendments,
     withdrawals, or terminations thereof, as are deemed appropriate by the
     officers or members; and (2) to execute and deliver any powers of attorney
     to any person granting powers to make applications for letters patent,
     trademarks, copyrights, service marks, and similar matters on behalf of the
     Bank.  Each such power of attorney may be written in any language required
     for the conduct of the Bank's business, and shall be approved as to form by
     any of the Bank's attorneys with the title of Counsel or above.  This
     approval need not appear on the power of attorney.

3.   Not Necessary to Affix Seal; Validity Not
     Affected by Officer No Longer Holding Office.
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          (a)  In the execution for the Bank in any capacity of any contract,
     instrument, document, agreement or other writing, it shall not be necessary
     to affix the seal of the Bank and such execution shall have the same force
     and effect as if such seal had been affixed.

          (b)  The validity of any contract, instrument, document, or other
     writing executed by an officer of the Bank and delivered by or on behalf of
     an officer of the Bank in accordance with this resolution shall not be
     affected by the failure, at the time of delivery, of the officer who
     executed the document to hold the office held at the time of execution.

4.   Officer Group Designations.
     -------------------------- 

     As used herein the officer designations "Group I," "Group II," and "Group
     III" consist of the officers listed below:

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