Honeywell 2004 Annual Report Download - page 228

EXHIBIT B-2 - FORM OF NOTICE OF
COMPETITIVE BID BORROWING
Citicorp USA, Inc., as Agent
for the Lenders parties
to the Credit Agreement
referred to below
Two Penns Way
New Castle, Delaware 19720 [Date]
Attention: Bank Loan Syndication
Ladies and Gentlemen:
The undersigned, [Name of Borrower], refers to the Five Year Credit
Agreement, dated as of October 22, 2004 (as amended or modified from time to
time, the "Credit Agreement", the terms defined therein being used herein as
therein defined), among Honeywell International Inc., certain Lenders parties
thereto and Citicorp USA, Inc., as Agent for said Lenders, and hereby gives you
notice, irrevocably, pursuant to Section 2.03 of the Credit Agreement that the
undersigned hereby requests a Competitive Bid Borrowing under the Credit
Agreement, and in that connection sets forth the terms on which such Competitive
Bid Borrowing (the "Proposed Competitive Bid Borrowing") is requested to be
made:
(A) Date of Competitive Bid Borrowing __________________
(B) Aggregate Amount of Competitive Bid Borrowing __________________
(C) [Maturity Date] [Interest Period] __________________
(D) Interest Rate Basis __________________
(E) Day Count Convention __________________
(F) Interest Payment Date(s) __________________
(G) [Currency] __________________
(H) Borrower's Account Location __________________
(I) ___________________ __________________
The undersigned hereby certifies that the conditions precedent to
this Competitive Bid Borrowing set forth in Section 3.05 of the Credit Agreement
have been satisfied and the applicable statements contained therein are true on
the date hereof, and will be true on the date of the Proposed Competitive Bid
Borrowing.