Page 1 December 22, 1997 Ing. Placido Aguirre General Manager SEDAPAL Autopista Ramiro Priale s/n Distrito El Agustino Lima, Peru Dear Mr. Aguirre: Re: Loan No. 3811-PE (Lima Water Rehabilitation and Management Project) - Amendment to the Project Agreement Please refer to the Project Agreement dated February 2, 1995 between the International Bank for Reconstruction and Development (the Bank) and Servicio de Agua Potable y Alcantarillado de Lima (Sedapal). In this letter all terms defined in the Loan Agreement have the same meaning as therein set forth. Pursuant to the request from Sedapal and further discussions between representatives of the Borrower, Sedapal and the Bank, the Bank hereby agrees to amend the Project Agreement as follows: 1. Section 2.10 (a) (ii) is amended to read as follows: (ii) not later than June 30, 1998 or when the aggregate of the proceeds of the Loan Account and the total amount of commitments made to pay amounts to or on the order of the Borrower in respect of expenditures to be financed out of the proceeds of the Loan shall have reached the equivalent of $60,000,000, whichever comes first, in the event that the Concession Contract has not previously been awarded�. 2. Section 4.06 is hereby amended by deleting “December 31, 1997� in its paragraphs (a) and (b) and substituting therefor “June 30, 1998�. Please confirm your agreement with the above by signing this letter in the space provided and returning it to us. The amendments set forth in this letter shall enter into effect upon receipt by the Bank of a duly countersigned original of this letter. In view of their interest on this matter, we are sending copy of this amendment letter to the Minister of Economy and Finance. Very truly yours, INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Ernesto May Acting Director Country Management Unit Bolivia, Paraguay and Perú Latin America and the Caribbean Region AGREED: SEDAPAL /s/ Plácido Aguirre Page 2 Authorized Representative Date: December 31, 1997 cc: Ing. Jorge Camet, Minister of Economy and Finance