Page 1 December 27, 1999 Mr. Moncef Berbiche Director General Régie Autonome de Distribution d’Eau et d’Electricité de Kénitra Kénitra Kingdom of Morocco Re: Loan No. 3664-MOR (Fifth Water Supply Project) Amendment to the Project Agreement Sir: We refer to the Project Agreement between the International Bank for Reconstruction and Development (the Bank) and the Régie Autonome de Distribution d’Eau et d’Electricité de Kénitra (RAK) for the above-captioned Project, dated December 3, 1993 (the Project Agreement), and the request of the Kingdom of Morocco dated March 24, 1999 to amend the loan documentation following the privatization of the operations of one of the Participating Utilities: the Régie Autonome Intercommunale de Distribution d’Eau de Rabat Salé (RED). We are pleased to inform you that the Bank has acceded to the above request and, therefore, proposes the following amendments: In the Preamble to the Project Agreement, paragraph (A) will read as follows: “by the Loan Agreement of even date herewith between the Kingdom of Morocco (the Borrower) and the Bank, (the Bank) has agreed to make available to the Borrower an amount in various currencies equivalent to thirty million seven hundred thousand seven hundred and eight Dollars and forty six cents (US$30,700,708.46); and one hundred fifty one million seven hundred seventy three thousand and two hundred seventy French Francs and ninety one centimes (FFR151,773,270.91), on the terms and conditions set forth in the Loan Agreement, but only on condition that the Participating Utility agrees to undertake such obligation toward the Bank as are set forth in this Agreement”. Section 2.01 (a) of the Project Agreement will read as follows: “The Participating Utility declares its commitment to the objectives of the Project as set forth in Schedule 2 to the Loan Agreement, and, to this end, shall carry out its Part of the Project (Parts B.1 (d) and B.2 (d)) with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering and public utility practices, and shall provide, or cause to be provided, promptly as needed, the funds, facilities, services and other resources required for its Part of the Project”. Section 4.03 (a) of the Project Agreement, will read as follows: “Except as the Bank shall otherwise agree, the Participating Utility shall reach on its water activities a ratio of total operating expenses (excluding depreciation) to total operating revenues not higher than 80% for Fiscal Year 2000 and thereafter every following Fiscal Year during Project implementation”. Section 4.05 (a) of the Project Agreement will read as follows: “The Participating Utility shall for each Fiscal Year, commencing with Fiscal Year 1999, maintain its water supply receivables at a level which shall not exceed its average eight months' billings”. All the terms and conditions of the Project Agreement, as amended hereby, shall remain in full force and effect. Page 2 Please confirm your official agreement to the foregoing, by duly signing and dating the corresponding form of confirmation below and returning this amendment letter to us at your earliest convenience. A signed duplicate original of this amendment letter is enclosed herewith for RAK’s official records. Very Truly Yours, INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By /s/ Christian Delvoie Director Maghreb Department Middle East and North Africa Region CONFIRMED AND AGREED REGIE AUTONOME INTERCOMMUNALE DE DISTRIBUTION D’EAU ET D’ELECTRICITE DE KENITRA By /s/ Moncef Berbiche   Authorized representative Date: April 4, 2000