Series C Notes On December 15, 1994, EMCOR issued approximately $62.8 million principal amount of Series C Notes.   Interest on the Series C Notes was payable semiannually through June 15, 1996 by the issuance of additional Series C Notes and was thereafter payable quarterly in cash until redemption. The Series C Notes were un secured in debtedness of EMCOR and were subordinate to indebtedness under EMCOR’s 1996 credit facility. The Series C Notes were recorded at a discount to their face amount to yield an estimated effective interest rate of 14.0%.

On June 3, 1997, EMCOR purchased $1.0 million of Series C Notes and retired such notes. On June 27, 1997, EMCOR called for the partial redemption of approximately $10.9 million principal amount of Series C Notes. In accordance with the Indenture governing the Series C Notes, the redemption price of the Series C Notes was 105% of the principal amount redeemed. Accordingly, EMCOR recorded an extraordinary loss of approximately $1.0 million related to the early retirement of debt. The extraordinary loss consisted primarily of the write-off of the associated debt discount plus premiums and costs associated with the redemption, net of income tax benefits of approximately $0.7 million.

On March 18, 1998, EMCOR called for redemption approximately $61.9 million principal amount of Series C Notes and irrevocably funded such amounts, together with a redemption premium, with the trustee of the Series C Notes. In accordance with the Indenture governing the Series C Notes, the redemption price of the Series C Notes was 104% of the principal amount redeemed. Accordingly, EMCOR recorded an extraordinary loss of $4.8 million net of income taxes related to the early retirement of debt. The extraordinary loss consisted primarily of the write-off of the associated debt discount plus the redemption premium and costs associated with the redemption, net of income tax benefits.

Supplemental SellCo Note On December 15, 1994, EMCOR issued to its wholly-owned subsidiary SellCo Corporation (“SellCo”) its 8.0% promissory note in the principal amount of approximately $5.5 million (the “Supplemental SellCo Note”). The Supplemental SellCo Note provided that it matured on the earlier of (i) December 15, 2004 or (ii) one day prior to the date on which the SellCo Notes (hereafter defined) are deemed canceled. The Supplemental SellCo Note was recorded at a discount to its face amount to yield an estimated effective interest rate of 14.0%.

In June 1998, EMCOR prepaid in full, including accrued interest thereon, the Supplemental SellCo Note.

SellCo Notes On December 15, 1994, SellCo issued approximately $48.1 million principal amount of 12.0% Subordinated Contingent Payments Notes, due 2004, (the “SellCo Notes”). Interest was payable semiannually in additional SellCo Notes. Net Cash Proceeds (as defined in the Indenture pursuant to which the SellCo Notes were issued) from the sales of stock or assets of SellCo subsidiaries were to be used to redeem SellCo Notes. The SellCo Notes were not obligations of EMCOR and, accordingly, were not included in the accompanying Consolidated Balance Sheets as of December 31, 1999 and 1998. Since the date of issuance, approximately $20.0 million of the SellCo Notes have been redeemed with proceeds from the sale of stock and assets of SellCo subsidiaries and the prepayment by EMCOR of the Supplemental SellCo Note. The SellCo Notes mature on December 15, 2004 if not deemed canceled at an earlier date pursuant to the Indenture.

Notes Payable for Acquisitions In 1998, EMCOR issued notes in connection with the acquisition of two companies. A principal payment of $1.0 million was made in August 1999 in respect of one note issued in August 1998, and a principal payment of the balance of $1.15 million is to be made in respect of that note in August 2000. Interest on the note is payable together with payments of principal. The other note, issued in the principal amount of $6.2 million in December 1998, was paid in full in January 1999.

Capitalized Lease Obligations See Note K in the Notes to Consolidated Financial Statements.

Other Long-Term Debt Other long-term debt consists primarily of loans for real estate, office equipment, automobiles and building improvements. As of December 31, 1999 and 1998, respectively, other long-term debt, excluding current maturities, totaling $1.5 million and $1.1 million was owed by certain of EMCOR’s subsidiaries. The aggregate amount of other long-term debt maturing during the next five years is approximately: $0.6 million in 2000, $0.2 million in 2001, $0.1 million in each of 2002, 2003 and 2004, and $0.4 million thereafter.