Exhibit D-2
INCOME TAX ALLOCATION AGREEMENT
FIFTY-SIXTH AMENDMENT
Mississippi Power Services, Inc. was incorporated in 1998 and is wholly owned by
Mississippi Power Company. Mississippi Power Services, Inc. does hereby declare
and agree to the terms and conditions provided in the Income Tax Allocation
Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Mississippi Power Services, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
FIFTY-SEVENTH AMENDMENT
Southern Energy Carbontronics, Inc. was incorporated in 1998 and is wholly owned
by Southern Energy Finance Company, Inc. Southern Energy Carbontronics, Inc.
does hereby declare and agree to the terms and conditions provided in the Income
Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Carbontronics, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
FIFTY-EIGHTH AMENDMENT
Southern Energy Caribe, Ltd. was incorporated in 1998 and is wholly owned by
Southern Energy International, Inc. Southern Energy Caribe, Ltd. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Caribe, Ltd.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
FIFTY-NINTH AMENDMENT
Southern Energy Europe, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy International Inc. Southern Energy Europe, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Europe, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTIETH AMENDMENT
SEI Wisconsin Holdings, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy North America, Inc. SEI Wisconsin Holdings, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SEI Wisconsin Holdings, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-FIRST AMENDMENT
SEI New England, Inc. was incorporated in 1998 and is wholly owned by Southern
Energy North America, Inc. SEI New England, Inc. does hereby declare and agree
to the terms and conditions provided in the Income Tax Allocation Agreement
dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SEI New England, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-SECOND AMENDMENT
SEI New England Holding Corp. was incorporated in 1998 and is wholly owned by
Southern Energy North America, Inc. SEI New England Holding Corp. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SEI New England Holding Corp.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTH-THIRD AMENDMENT
SE China Investments, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy International, Inc. SE China Investments, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SE China Investments, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-FOURTH AMENDMENT
Southern Energy Ventures, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy North America, Inc. Southern Energy Ventures, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Ventures, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-FIFTH AMENDMENT
Southern Energy Asia Ventures, Inc. was incorporated in 1998 and is wholly owned
by Southern Energy - Asia, Inc. Southern Energy Asia Ventures, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Asia Ventures, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-SIXTH AMENDMENT
SEI Brazil Holdings, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy International, Inc. SEI Brazil Holdings, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SEI Brazil Holdings, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-SEVENTH AMENDMENT
SEI South America, Inc. was incorporated in 1998 and is wholly owned by Southern
Energy International, Inc. SEI South America, Inc. does hereby declare and agree
to the terms and conditions provided in the Income Tax Allocation Agreement
dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST SEI South America, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-EIGHTH AMENDMENT
Mobile Development Company was incorporated in 1998 and is wholly owned by
Southern Energy North America, Inc. Mobile Development Company does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Mobile Development Company
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SIXTY-NINTH AMENDMENT
Southern Energy Europe Investments, Inc. was incorporated in 1998 and is wholly
owned by Southern Energy Europe Inc. Southern Energy Europe Investments, Inc.
does hereby declare and agree to the terms and conditions provided in the Income
Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Europe Investments, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTIETH AMENDMENT
Southern Energy Bay Area Investments, Inc. was incorporated in 1998 and is
wholly owned by Southern Energy North America, Inc. Southern Energy Bay Area
Investments, Inc. does hereby declare and agree to the terms and conditions
provided in the Income Tax Allocation Agreement dated December 29, 1981, as
amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Bay Area Investments, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-FIRST AMENDMENT
Southern Energy California, Inc. was incorporated in 1998 and is wholly owned by
Southern Energy North America, Inc. Southern Energy California, Inc. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy California, Inc.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-SECOND AMENDMENT
Southern Energy Netherlands, Ltd. was incorporated in 1998 and is wholly owned
by Southern Energy Europe, Inc. Southern Energy Netherlands, Ltd. does hereby
declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Netherlands, Ltd.
___________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-THIRD AMENDMENT
Southern Energy Southwest Investments, Inc. was incorporated in 1998 and is
wholly owned by Southern Energy North America, Inc. Southern Energy Southwest
Investments, Inc. does hereby declare and agree to the terms and conditions
provided in the Income Tax Allocation Agreement dated December 29, 1981, as
amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Southwest Investments, Inc.
__________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-FOURTH AMENDMENT
Southern Energy Texas (G.P.), Inc. was incorporated in 1998 and is wholly owned
by Southern Energy North America, Inc. Southern Energy Texas (G.P.), Inc. does
hereby declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy Texas (G.P.), Inc.
__________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-FIFTH AMENDMENT
Southern Energy New York G.P., Inc. was incorporated in 1998 and is wholly owned
by Southern Energy North America, Inc. Southern Energy New York G.P., Inc. does
hereby declare and agree to the terms and conditions provided in the Income Tax
Allocation Agreement dated December 29, 1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy New York G.P., Inc.
__________________________________ BY: _________________________________
INCOME TAX ALLOCATION AGREEMENT
SEVENTY-SIXTH AMENDMENT
Southern Energy ▇▇▇▇▇▇ Valley Investments, Ltd. was incorporated in 1998 and is
wholly owned by Southern Energy North America, Inc. Southern Energy ▇▇▇▇▇▇
Valley Investments, Ltd. does hereby declare and agree to the terms and
conditions provided in the Income Tax Allocation Agreement dated December 29,
1981, as amended on April 19, 1988.
Effective Date
This Agreement is effective for the Consolidated Tax reflected on the
Consolidated Tax Return for 1998.
IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of
February, 1999.
ATTEST Southern Energy ▇▇▇▇▇▇ Valley Investments, Inc.
__________________________________ BY: _________________________________
