TENDER ANNOUNCEMENT

TENDER ANNOUNCEMENT FOR PRIVATIZATION OF

MERAM ELEKTRİK DAĞITIM A.Ş. AND ARAS ELEKTRİK DAĞITIM A.Ş.

Within the framework of Law No. 4046, the Republic of Turkey, Prime Ministry, Privatization Administration (the "PA"), announces the tender to privatize through a block sale by using the sale method of 100 % of shares in Meram Elektrik Dağıtım A.Ş. and Aras Elektrik Dağıtım A.Ş.

1.  The tender shall be realized by receiving bids in a sealed envelope and by bargaining method through negotiations. If deemed necessary by the Tender Commission, the tender may be finalised through a public auction attended by the bidders with whom negotiations are continuing.

2.   Separate bids have to be given for each company. Bids cannot include any conditions and cannot be related to each other.

3.   Only legal persons and Consortia can enter the tender. In order to participate in the tender, it is mandatory to sign a Confidentiality Undertaking, to obtain the Information Memorandum and the Tender Specifications and to meet the pre-qualification criteria. It is adequate that the Tender Specifications and Information Memorandum are obtained by only one member of the Consortium however, each and every member of the Consortium should sign a Confidentiality Undertaking.

Legal persons and Consortia are required to apply to the Administration for prequalification no later than 18/07/2008 at 16:00. Applications made after such date and time shall not be accepted. The Administration reserves its right to extend such term.

4.   The Information Memorandum and Tender Specifications prepared for each company separately can be obtained after execution of the respective Confidentiality Undertakings by an authorized person/persons of the Consortia and legal person, which may be obtained from the below address of the PA as of 05 May 2008. After the delivery of the executed Confidentiality Undertakings for companies of interest, Information Memorandum and the Tender Specifications for companies of interest may be obtained from the below address of the PA as of 05 May 2008 in return for a “Receipt Certificate” by providing the bank slip where the name of the legal person or the Consortium is clearly stated, including the specification of “..........A.Ş. Information Memorandum and the Tender Specifications Purchase Price” showing the deposit of US$ 15.000 (fifteenthousand) which is the purchase price of the Information Memorandum and the Tender Specifications. The purchase price can be deposited to US Dollar current account of Privatization Fund at T.Halk Bankası A.Ş. Ankara Corporate Branch Account Number 53000024 or to the current account at T. Halk Bankası A.Ş. Ankara Corporate Branch Account Number 4957756/83000006 in the New Turkish Lira equivalent. The New Turkish Lira equivalent shall be calculated according to the US Dollar foreign currency sell rate of the Turkish Central Bank as of the date of payment. The deposited price shall not be refunded under any circumstances.

5.  Separate bid bonds of US$ 10,000,000.- (tenmillion), for Meram Elektrik Dağıtım A.Ş., US$5,000,000.- (fivemillion), for Aras Elektrik Dağıtım A.Ş., will be received from the bidders in order to participate in the respective tenders.

6.   Bids for each company submitted by the applicants deemed qualified to participate in the tender shall be prepared in accordance with the instructions as set out in the Tender Specifications and shall be delivered by hand in a sealed envelope labelled “BID FOR ………..A.Ş. - CONFIDENTIAL” to the PA’s address indicated below not later than 16:00 on 15 September 2008. Bids delivered after the bidding deadline will not be taken into consideration.

7.   This tender is not subject to State Tender Law No. 2886 and, the PA is free to proceed or not to proceed with the tender, to award the contract to the one it wishes and to extend the bidding period. The sale of shares to parties domiciled abroad is subject to foreign capital legislation, Electricity Market Law no. 4628 and other relevant legislation. The mentioned legislation may be obtained from the Undersecretariat of Treasury, General Directorate of Foreign Investment and Energy Market Regulatory Authority.

8.   All other matters related to the tender are included in the Tender Specifications Document.

REPUBLIC OF TURKEY

PRIME MINISTRY

PRIVATIZATION ADMINISTRATION

Ziya Gökalp Caddesi No: 80 06600 Kurtuluş ANKARA /TURKEY

Phone: 90 312 430 45 60 or 435 47 90 Fax: 90 312 435 93 42

www.oib.gov.tr