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                                                            April 9, 1993
Indian Renewable Energy Development
 Agency Limited
3 Ring Road
New Delhi 110014
INDIA
Dear Sirs:
      INDIA:(CR 2449-IN) Renewable Resources Development Project
            Amendment of the protect Agreement
      We refer to the Project Agreement (Renewable Resources Development
Project) dated March 5, 1993 between the Association and IREDA. Pursuant
to your request, the Association has agreed that solar PV consumer
durables to be procured under the Sub-loans for carrying out SPV
component under Part B (ii) of the Project, may be procured on the basis
of established commercial practices. Accordingly, we propose to amend
Schedule 1 to the Project Agreement by addition of a new paragraph 4 in
Part C, as follows:
      "4. Solar PV consumer durables for carrying out SPV component under
      Part B (ii) of the Project estimated to cost individually the
      equivalent of $10,000 each or less up to an aggregate amount not
      exceeding the equivalent of $30,000,000 may be procured on the
      basis of established commercial practices for such items."
      Please confirm your agreement to the foregoing by signing the form
of confirmation on the enclosed copy of this letter and returning it to
us.
                               Yours truly,
                               Heinz Vergin
                                 Director
                             India Department
CONFIRMED:
INDIAN RENEWABLE ENERGY DEVELOPMENT
 AGENCY LIMITED
By
      Authorized Representative