Great Plains Gasification Associates, A Partnership, Transco Coal Gas Company, A Partner Other Than The Tax Matters Partner - Page 8

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               Each partner was obligated to make cash contributions upon             
          notice from the management committee, as necessary to purchase              
          the preexisting project assets from other partners, to pay                  
          project costs, and to pay costs incurred by the partnership.  The           
          partners were prohibited from making voluntary contributions to             
          the partnership.                                                            
          Funding for the Project                                                     
               The partnership funded the Great Plains project from two               
          sources:  (1) About $550 million of equity contributions from the           
          partners; and (2) a loan of about $1.5 billion provided under a             
          credit agreement with FFB (the credit agreement) and guaranteed             
          by DOE.                                                                     
               Partners’ Equity Contributions                                         
               The partners were required to contribute to the partnership            
          $1 of equity for every $3 borrowed under the credit agreement.6             
          Upon the occurrence of various specified events, the partners               
          could terminate their participation in the project after giving             
          the DOE Secretary at least 14 days’ advance notice and a chance             
          to discuss the matter with the partners’ representatives.7  After           

               6 Pursuant to an equity funding agreement, each partner’s              
          parent agreed to provide funds to its respective subsidiary as              
          necessary for the partner to make the required equity                       
               7 In general, partners were entitled to terminate                      
          participation in the project at any time prior to the in-service            
          date if projected gross revenues from the project fell below                

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