Exhibit 4(a)(3)
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SUPPLEMENTAL INDENTURE
DATED AS OF [ ]
_____________________
PUBLIC SERVICE COMPANY OF COLORADO
TO
FIRST TRUST OF NEW YORK,
NATIONAL ASSOCIATION,
AS TRUSTEE
_____________________
Creating an Issue of First Mortgage Bonds,
Collateral Series [___]
_____________________
(Supplemental to Indenture dated as of December 1, 1939, as amended)
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SUPPLEMENTAL INDENTURE, dated as of [________________], between PUBLIC
SERVICE COMPANY OF COLORADO, a corporation organized and existing under the laws
of the State of Colorado (the "Company"), party of the first part, and FIRST
TRUST OF NEW YORK, NATIONAL ASSOCIATION, a national banking association, as
successor trustee (the "Trustee") to Xxxxxx Guaranty Trust Company of New York
(formerly Guaranty Trust Company of New York), party of the second part.
WHEREAS, the Company heretofore executed and delivered to the Trustee
its Indenture, dated as of December 1, 1939 (the "Principal Indenture"), to
secure its First Mortgage Bonds from time to time issued thereunder; and
WHEREAS, the Company has heretofore executed and delivered to the
Trustee the Supplemental Indentures referred to in Schedule A hereto for certain
purposes, including the creation of series of bonds, the subjection to the lien
of the Principal Indenture of property acquired after the execution and delivery
thereof, the amendment of certain provisions of the Principal Indenture and the
appointment of the successor Trustee; and
WHEREAS, the Principal Indenture as supplemented and amended by all
Supplemental Indentures heretofore executed by the Company and the Trustee is
hereinafter referred to as the "Indenture," and, unless the context requires
otherwise, references herein to Articles and Sections of the Indenture shall be
to Articles and Sections of the Principal Indenture as so amended; and
WHEREAS, the Company proposes to create a new series of First Mortgage
Bonds to be designated as First Mortgage Bonds, Collateral Series [____] (the
"Collateral Series [____] Bonds"), to be issued and delivered [from time to
time] to the trustee under the 1993 Mortgage (as hereinafter defined) as the
basis for the authentication and delivery under the 1993 Mortgage of a series of
securities [constituting medium-term notes], all as hereinafter provided, and to
vary in certain respects the covenants and provisions contained in Article V of
the Indenture, to the extent that such covenants and provisions apply to the
Collateral Series [____] Bonds; and
WHEREAS, the Company, pursuant to the provisions of the Indenture,
has, by appropriate corporate action, duly resolved and determined to execute
this Supplemental Indenture for the purpose of providing for the creation of the
Collateral Series [____] Bonds and of specifying the form, provisions and
particulars thereof, as in the Indenture provided or permitted and of giving to
the Collateral Series [____] Bonds the protection and security of the Indenture;
and
[WHEREAS, the Company has acquired the additional property hereinafter
described, and the Company desires that such additional property so acquired be
specifically subjected to the lien of the Indenture; and]
WHEREAS, the Company represents that all acts and proceedings required
by law and by the charter and by-laws of the Company, including all action
requisite on the part of its shareholders, directors and officers, necessary to
make the Collateral Series [____] Bonds, when
executed by the Company, authenticated and delivered by the Trustee and duly
issued, the valid, binding and legal obligations of the Company, and to
constitute the Principal Indenture and all indentures supplemental thereto,
including this Supplemental Indenture, valid, binding and legal instruments
for the security of the bonds of all series, including the Collateral Series
[____] Bonds, in accordance with the terms of such bonds and such instruments,
have been done, performed and fulfilled, and the execution and delivery hereof
have been in all respects duly authorized;
NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE WITNESSETH:
That Public Service Company of Colorado, the Company named in the
Indenture, in consideration of the premises and of One Dollar to it duly paid by
the Trustee at or before the ensealing and delivery of these presents, the
receipt whereof is hereby acknowledged, and in pursuance of the direction and
authority of the Board of Directors of the Company given at a meeting thereof
duly called and held, and in order to create the Collateral Series [____] Bonds
and to specify the form, terms and provisions thereof, [and to make definite and
certain the lien of the Indenture upon the premises hereinafter described and to
subject said premises directly to the lien of the Indenture,] and to secure the
payment of the principal of and premium, if any, and interest, if any, on all
bonds from time to time outstanding under the Indenture, including the
Collateral Series [____] Bonds, according to the terms of said bonds, and to
secure the performance and observance of all of the covenants and conditions
contained in the Indenture, has executed and delivered this Supplemental
Indenture [and has granted, bargained, sold, warranted, aliened, remised,
released, conveyed, assigned, transferred, mortgaged, pledged, set over and
confirmed, and by these presents does grant, bargain, sell, warrant, alien,
remise, release, convey, assign, transfer, mortgage, pledge, set over and
confirm unto First Trust of New York, National Association, as Trustee, and its
successor or successors in the trust and its and their assigns forever, the
property described in Schedule B hereto (which is described in such manner as to
fall within and under the headings or parts or classifications set forth in the
Granting Clauses of the Principal Indenture)];
TO HAVE AND TO HOLD the same and all and singular the properties,
rights, privileges and franchises described in the Principal Indenture and in
the several Supplemental Indentures hereinabove referred to [and in this
Supplemental Indenture] and owned by the Company on the date of the execution
and delivery hereof (other than property of a character expressly excepted from
the lien of the Indenture as therein set forth) unto the Trustee and its
successor or successors and assigns forever;
SUBJECT, HOWEVER, to permitted encumbrances as defined in the
Indenture;
IN TRUST, NEVERTHELESS, upon the terms and trusts set forth in the
Indenture, for the equal and proportionate benefit and security of all present
and future holders of the bonds and coupons issued and to be issued under the
Indenture, including the Collateral Series [____] Bonds, without preference,
priority or distinction as to lien (except as any sinking, amortization,
improvement or other fund established in accordance with the provisions of the
Indenture or any indenture supplemental thereto may afford additional security
for the bonds of any particular series) of any of said bonds over any others
thereof by reason of series, priority in
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the time of the issue or negotiation thereof, or otherwise howsoever, except
as provided in Section 2 of Article IV of the Indenture.
ARTICLE ONE
CREATION AND DESCRIPTION OF THE COLLATERAL SERIES [____] BONDS
SECTION 1. A new series of bonds to be issued [from time to time]*
under and secured by the Indenture is hereby created, the bonds of such new
series to be designated First Mortgage Bonds, Collateral Series [ ].
The Collateral Series [ ] Bonds shall be limited to an aggregate
principal amount of [ ]dollars ($[ ]
), excluding any Collateral Series [____] Bonds which may be authenticated and
exchanged for or in lieu of or in substitution for or on transfer of other
Collateral Series [ ] Bonds pursuant to any provisions of the
Indenture. [The Collateral Series [ ] Bonds shall mature on
[ ].] The Collateral Series [ ] Bonds
shall not bear interest [and each Collateral Series [ ] Bond shall
(a) be issued in such principal amount, (b) mature on such date not less than
nine months nor more than thirty years from its Original Issue Date (as
hereinafter defined), and (c) have such other terms and conditions as shall
not be inconsistent with the provisions of the Indenture, all as shall be
specified by the Company in a certificate, executed by the President, any Vice
President, the Treasurer or any Assistant Treasurer of the Company, delivered
to the Trustee relating to such Collateral Series [ ] Bond and
referring to this Supplemental Indenture (each such certificate being deemed
to constitute a part of this Supplemental Indenture and being hereinafter
sometimes called an "Issuance Certificate"), such specification by such an
officer of the Company in an Issuance Certificate having been heretofore
authorized in a resolution of the Board of Directors of the Company].*
The principal of each Collateral Series [ ] Bond shall be
payable, upon presentation thereof, at the office or agency of the Company in
the city in which the principal corporate trust office of the 1993 Mortgage
Trustee (as hereinafter defined) is located, in any coin or currency of the
United States of America which at the time of payment shall be legal tender for
the payment of public and private debts.
The Collateral Series [ ] Bonds shall be issued and
delivered [from time to time]* by the Company to First Trust of New York,
National Association, as successor trustee under the Indenture, dated as of
October 1, 1993, as supplemented (the "1993 Mortgage"), of the Company to such
trustee (the "1993 Mortgage Trustee"), as the basis for the authentication and
delivery under the 1993 Mortgage of a series of securities. As provided in the
1993 Mortgage, the Collateral Series [ ] Bonds will be registered in
the name of the 1993 Mortgage Trustee or its nominee and will be owned and held
by the 1993 Mortgage Trustee, subject to the provisions of the 1993 Mortgage,
for the benefit of the holders of all securities from time to time outstanding
under the 1993 Mortgage, and the Company shall have no interest therein.
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* For medium-term notes.
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Any payment by the Company under the 1993 Mortgage of the principal of
any securities which shall have been authenticated and delivered under the 1993
Mortgage on the basis of the issuance and delivery to the 1993 Mortgage Trustee
of Collateral Series [ ] Bonds (other than by the application of the
proceeds of a payment in respect of such Collateral Series [____] Bonds) shall,
to the extent thereof, be deemed to satisfy and discharge the obligation of the
Company, if any, to make a payment of principal of such Collateral Series
[ ] Bonds which is then due.
The Trustee may conclusively presume that the obligation of the
Company to pay the principal of any Collateral Series [ ] Bonds as the
same shall become due and payable shall have been fully satisfied and discharged
unless and until it shall have received a written notice from the 1993 Mortgage
Trustee, signed by an authorized officer thereof, stating that the principal of
specified Collateral Series [ ] Bonds has become due and payable and
has not been fully paid, and specifying the amount of funds required to make
such payment.
Each Collateral Series [____] Bond shall be dated as of the date of
its authentication.
The Collateral Series [ ] Bonds shall be issued as fully
registered bonds only, in denominations of $1,000 and integral multiples
thereof.
The Collateral Series [ ] Bonds shall be registerable and
exchangeable at the office or agency of the Company in the city in which the
principal corporate trust office of the 1993 Mortgage Trustee is located, in the
manner and upon the terms set forth in Section 5 of Article II of the Indenture;
provided, however, that the Collateral Series [ ] Bonds shall not be
transferable except to a successor trustee under the 1993 Mortgage. No service
charge shall be made for any exchange or transfer of any Collateral Series
[ ] Bond.
[If and to the extent necessary to eliminate any apparent
inconsistency between any provision of this Supplemental Indenture and any
provision of the Indenture all Collateral Series [ ] Bonds having the
same Original Issue Date, Stated Maturity, interest rate, and other terms and
conditions shall be deemed to be a separate series of bonds, and such Original
Issue Date, Stated Maturity, interest rate, if any, and other terms and
conditions shall be deemed to be a part of the designation of such series.
As used herein, the term "Original Issue Date" shall mean, with
respect to any Collateral Series [ ] Bond, the date of authentication
and delivery hereunder of such Collateral Series [ ] Bond, or, in the
case of any particular Collateral Series [ ] Bond which has been
authenticated and delivered upon the registration of transfer or exchange of, or
in substitution for, another Collateral Series [ ] Bond, the date of
the original authentication and delivery hereunder of the first Collateral
Series [ ] Bond authenticated and delivered hereunder representing all
or a portion of the same obligation as that evidenced by such particular
Collateral Series [ ] Bond; the term "Stated Maturity" shall mean,
with respect to any Collateral Series [ ] Bond, the date on which the
principal of such Collateral Series [ ] Bond is stated to be due and
payable (without regard to any provision for acceleration, redemption or similar
provisions); and the term "Maturity" shall mean, with respect to any
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Collateral Series [ ] Bond, the date on which the principal of such
Collateral Series [ ] Bond becomes due and payable, whether at
Stated Maturity, by declaration of acceleration, upon call for redemption or
otherwise.]*
SECTION 2. The text of the Collateral Series [ ] Bonds
shall be substantially in the form attached hereto as Exhibit A.
SECTION 3. The Collateral Series [ ] Bonds may be executed
by the Company and delivered to the Trustee and, upon compliance with all
applicable provisions and requirements of the Indenture in respect thereof,
shall be authenticated by the Trustee and delivered (without awaiting the filing
or recording of this Supplemental Indenture)[, from time to time,]* in
accordance with the written order or orders of the Company.
ARTICLE TWO
REDEMPTION OF THE COLLATERAL SERIES [ ] BONDS
SECTION 1. Each Collateral Series [ ] Bond shall be
redeemable at the option of the Company in whole at any time, or in part from
time to time, prior to maturity, at a redemption price equal to 100% of the
principal amount thereof to be redeemed.
SECTION 2. The provisions of Sections 3, 4, 5, 6 and 7 of Article V
of the Indenture shall be applicable to the Collateral Series [ ]
Bonds, except that (a) no publication of notice of redemption of the Collateral
Series [ ] Bonds shall be required and (b) if less than all the
Collateral Series [ ] Bonds are to be redeemed, the Collateral Series
[ ] Bonds to be redeemed shall be selected from the maturities, and in
the principal amounts, designated to the Trustee by the Company, and except as
such provisions may otherwise be inconsistent with the provisions of this
Article Two.
SECTION 3. The holder of each and every Collateral Series
[ ] Bond issued hereunder hereby agrees to accept payment thereof
prior to maturity on the terms and conditions provided for in this Article Two.
ARTICLE THREE
ACKNOWLEDGMENT OF RIGHT TO VOTE
OR CONSENT WITH RESPECT TO
CERTAIN AMENDMENTS TO INDENTURE
The Company hereby acknowledges the right of the holders of the
Collateral Series [ ] Bonds to vote or consent with respect to any or
all of the modifications to the
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* For medium-term notes.
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Indenture referred to in Article Three of the Supplemental Indenture, dated as
of March 1, 1980, irrespective of the fact that the Bonds of the Second 1987
Series are no longer outstanding; PROVIDED, HOWEVER, that such acknowledgment
shall not impair (a) the right of the Company to make such modifications
without the consent or other action of the holders of the Bonds of the 2020
Series or the bonds of any other series subsequently created under the
Indenture with respect to which the Company has expressly reserved such right
or (b) the right of the Company to reserve the right to make such
modifications without the consent or other action of the holders of bonds of
one or more, or any or all, series created subsequent to the creation of the
Collateral Series [ ] Bonds.
ARTICLE FOUR
THE TRUSTEE
The Trustee accepts the trusts created by this Supplemental Indenture
upon the terms and conditions set forth in the Indenture and this Supplemental
Indenture. The recitals in this Supplemental Indenture are made by the Company
only and not by the Trustee. Each and every term and condition contained in
Article XII of the Indenture shall apply to this Supplemental Indenture with the
same force and effect as if the same were herein set forth in full, with such
omissions, variations and modifications thereof as may be appropriate to make
the same conform to this Supplemental Indenture.
ARTICLE FIVE
MISCELLANEOUS PROVISIONS
SECTION 1. Subject to the variations contained in Article Two of this
Supplemental Indenture, the Indenture is in all respects ratified and confirmed
and the Principal Indenture, this Supplemental Indenture and all other
indentures supplemental to the Principal Indenture shall be read, taken and
construed as one and the same instrument. Neither the execution of this
Supplemental Indenture nor anything herein contained shall be construed to
impair the lien of the Indenture on any of the properties subject thereto, and
such lien shall remain in full force and effect as security for all bonds now
outstanding or hereafter issued under the Indenture.
All covenants and provisions of the Indenture shall continue in full
force and effect and this Supplemental Indenture shall form part of the
Indenture.
SECTION 2. If the date for making any payment or the last date for
performance of any act or the exercising of any right, as provided in this
Supplemental Indenture, shall not be a Business Day (as defined in the 1993
Mortgage), such payment may be made or act performed or right exercised on the
next succeeding Business Day with the same force and effect as if done on the
nominal date provided in this Supplemental Indenture.
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SECTION 3. The terms defined in the Indenture shall, for all purposes
of this Supplemental Indenture, have the meaning specified in the Indenture
except as set forth in Section 4 of this Article or otherwise set forth in this
Supplemental Indenture or unless the context clearly indicates some other
meaning to be intended.
SECTION 4. Any term defined in Section 303 of the Trust Indenture Act
of 1939, as amended, and not otherwise defined in the Indenture shall, with
respect to this Supplemental Indenture and the Collateral Series [ ]
Bonds, have the meaning assigned to such term in Section 303 as in force on the
date of the execution of this Supplemental Indenture.
SECTION 5. This Supplemental Indenture may be executed in any number
of counterparts, and all of said counterparts executed and delivered, each as an
original, shall constitute but one and the same instrument.
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IN WITNESS WHEREOF, Public Service Company of Colorado, party hereto
of the first part, has caused its corporate name to be hereunto affixed, and
this instrument to be signed by its President or any Vice President, and its
corporate seal to be hereunto affixed and attested by its Secretary or an
Assistant Secretary for and in its behalf; and First Trust of New York, National
Association, the party hereto of the second part, in evidence of its acceptance
of the trust hereby created, has caused its corporate name to be hereunto
affixed, and this instrument to be signed and its corporate seal to be affixed
by one of its Vice Presidents and attested by one of its Assistant Secretaries,
for and in its behalf, all as of the day and year first above written.
PUBLIC SERVICE COMPANY OF
COLORADO
By:______________________________________
[Name]
{Vice} President
ATTEST:_______________________
[Name]
{Assistant} Secretary
FIRST TRUST OF NEW YORK,
NATIONAL ASSOCIATION,
AS TRUSTEE
By:______________________________________
[Name]
{Vice} President
ATTEST:_______________________
[Name]
{Assistant} Secretary
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STATE OF COLORADO )
) ss.:
CITY AND COUNTY OF DENVER )
On this ____ day of ______________, before me, _____________________,
a duly authorized Notary Public in and for said City and County in the State
aforesaid, personally appeared ___________________ and ________________, to me
known to be a ______________ and a ______________, respectively, of PUBLIC
SERVICE COMPANY OF COLORADO, a corporation organized and existing under the laws
of the State of Colorado, one of the corporations that executed the within and
foregoing instrument; and the said _______________ and _______________,
severally, acknowledged the said instrument to be the free and voluntary act and
deed of said corporation, for the uses and purposes therein mentioned, and on
oath stated that they were authorized to execute said instrument and that the
seal affixed thereto is the corporate seal of said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year first above written.
_____________________________________
Notary Public
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STATE OF NEW YORK )
) ss.:
CITY AND COUNTY OF NEW YORK )
On this _______ day of ___, before me, _____________, a duly
authorized Notary Public in and for said City and County in the State aforesaid,
personally appeared _______________ and ______________, to me known to be a Vice
President and an Assistant Secretary, respectively, of FIRST TRUST OF NEW YORK,
National Association, a national banking association, one of the corporations
that executed the within and foregoing instrument; and the said
___________________ and ___________________, severally, acknowledged the said
instrument to be the free and voluntary act and deed of said corporation, for
the uses and purposes therein mentioned, and on oath stated that they were
authorized to execute said instrument and that the seal affixed thereto is the
corporate seal of said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year first above written.
_____________________________________
Notary Public
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EXHIBIT A
FORM OF COLLATERAL SERIES [ ] BOND
This bond is not transferable except to a successor trustee under
the Indenture, dated as of October 1, 1993, as supplemented, between Public
Service Company of Colorado and First Trust of New York, National
Association, as successor trustee thereunder.
PUBLIC SERVICE COMPANY OF COLORADO
FIRST MORTGAGE BOND,
COLLATERAL SERIES [ ]
[DUE { }]
REGISTERED REGISTERED
No.................... $.....................
[Original Issue Date:
Stated Maturity:]*
FOR VALUE RECEIVED, PUBLIC SERVICE COMPANY OF COLORADO, a
corporation organized and existing under the laws of the State of Colorado
(hereinafter sometimes called the "Company"), promises to pay to First Trust
of New York, National Association, as successor trustee (the "1993 Mortgage
Trustee") under the Indenture, dated as of October 1, 1993 (the "1993
Mortgage"), of the Company, or registered assigns,
Dollars on [ ] [the Stated Maturity specified above]* (unless this
bond shall then be deemed to have been paid in accordance with the provisions
of the Indenture referred to below) at the office or agency of the Company in
the city in which the principal corporate trust office of the 1993 Mortgage
Trustee is located. This bond shall not bear interest. The principal of
this bond shall be payable in any coin or currency of the United States of
America which at the time of payment shall be legal tender for the payment of
public and private debts.
Any payment by the Company under the 1993 Mortgage of the principal
of securities which shall have been authenticated and delivered under the
1993 Mortgage on the basis of the issuance and delivery to the 1993 Mortgage
Trustee of this bond (the "1993 Mortgage Securities") (other than by the
application of the proceeds of a payment in respect of
-------------------------------
* For medium-term notes only.
A-1
this bond) shall, to the extent thereof, be deemed to satisfy and discharge
the obligation of the Company, if any, to make a payment of principal of this
bond which is then due.
This bond is one of an issue of bonds of the Company, issued and to
be issued in one or more series under and equally and ratably secured (except
as any sinking, amortization, improvement or other fund, established in
accordance with the provisions of the indenture hereinafter mentioned, may
afford additional security for the bonds of any particular series) by a
certain indenture, dated as of December 1, 1939, made by the Company to First
Trust of New York, National Association as successor trustee (hereinafter
called the "Trustee") to Xxxxxx Guaranty Trust Company of New York (formerly
Guaranty Trust Company of New York), as amended and supplemented by several
indentures supplemental thereto, including the Supplemental Indenture dated
as of [ ] (said Indenture as amended and supplemented by
said indentures supplemental thereto being hereinafter called the
"Indenture"), to which Indenture reference is hereby made for a description
of the property mortgaged, the nature and extent of the security, the rights
and limitations of rights of the Company, the Trustee, and the holders of
said bonds, under the Indenture, and the terms and conditions upon which said
bonds are secured, to all of the provisions of which Indenture and of all
indentures supplemental thereto in respect of such security, including the
provisions of the Indenture permitting the issue of bonds of any series for
property which, under the restrictions and limitations therein specified, may
be subject to liens prior to the lien of the Indenture, the holder, by
accepting this bond, assents. To the extent permitted by and as provided in
the Indenture, the rights and obligations of the Company and of the holders
of said bonds (including those pertaining to any sinking or other fund) may
be changed and modified, with the consent of the Company, by the holders of
at least 75% in aggregate principal amount of the bonds then outstanding
(excluding bonds disqualified from voting by reason of the Company's interest
therein as provided in the Indenture); PROVIDED, HOWEVER, that without the
consent of the holder hereof no such modification or alteration shall be made
which will extend the time of payment of the principal of this bond or reduce
the principal amount hereof or effect any other modification of the terms of
payment of such principal or will reduce the percentage of bonds required for
the aforesaid actions under the Indenture. The Company has reserved the
right to amend the Indenture without any consent or other action by holders
of any series of bonds created after October 31, 1975 (including this series)
so as to change 75% in the foregoing sentence to 60% and to change certain
procedures relating to bondholders' meetings. This bond is one of a series
of bonds designated as the First Mortgage Bonds, Collateral Series
[ ], of the Company.
This bond shall be redeemable at the option of the Company in whole
at any time, or in part from time to time, prior to [maturity]
[the Stated Maturity specified above], at a redemption price equal to 100%
of the principal amount thereof to be redeemed.
The principal of this bond may be declared or may become due before
the [maturity] [the Stated Maturity specified above]*, on the conditions, in
the manner and at the times set forth in the Indenture, upon the happening of
an event of default as therein provided.
-------------------------------
* For medium-term notes only.
A-2
This bond is not transferable except to a successor trustee under
the 1993 Mortgage, any such transfer to be made at the office or agency of
the Company in the city in which the principal corporate trust office of the
1993 Mortgage Trustee is located, upon surrender and cancellation of this
bond, and thereupon a new bond of this series of a like principal amount
[and having the same Original Issue Date, Stated Maturity and other terms
and conditions,]* will be issued to the transferee in exchange therefor, as
provided in the Indenture. The Company, the Trustee, any paying agent and any
registrar may deem and treat the person in whose name this bond is registered
as the absolute owner hereof for the purpose of receiving payment and for all
other purposes. This bond, alone or with other bonds of this series, may in
like manner be exchanged at such office or agency for one or more new bonds
of this series of the same aggregate principal amount, [and having the same
Original Issue Date, Stated Maturity, and other terms and conditions,]* all
as provided in the Indenture. No service charge shall be made to any holder
of any bond of this series for any exchange or transfer of bonds.
No recourse under or upon any covenant or obligation of the
Indenture, or of any bonds thereby secured, or for any claim based thereon,
or otherwise in any manner in respect thereof, shall be had against any
incorporator, subscriber to the capital stock, shareholder, officer or
director, as such, of the Company, whether former, present or future, either
directly, or indirectly through the Company or the Trustee, by the
enforcement of any subscription to capital stock, assessment or otherwise, or
by any legal or equitable proceeding by virtue of any statute or otherwise
(including, without limiting the generality of the foregoing, any proceeding
to enforce any claimed liability of shareholders of the Company based upon
any theory of disregarding the corporate entity of the Company or upon any
theory that the Company was acting as the agent or instrumentality of the
shareholders), any and all such liability of incorporators, shareholders,
subscribers, officers and directors, as such, being released by the holder
hereof, by the acceptance of this bond, and being likewise waived and
released by the terms of the Indenture under which this bond is issued.
This bond shall not be valid or become obligatory for any purpose
until the certificate of authentication endorsed hereon shall have been
signed by First Trust of New York, National Association, or its successor, as
Trustee under the Indenture.
IN WITNESS WHEREOF, Public Service Company of Colorado has caused
this bond to be signed in its name by the facsimile signature of an Executive
Vice President and its corporate seal to be imprinted hereon and attested by
the facsimile signature of its Secretary.
Dated: PUBLIC SERVICE COMPANY OF
COLORADO
By:
--------------------------
Executive Vice President
ATTEST:
-----------------------
Secretary
A-3
CERTIFICATE OF AUTHENTICATION
This is one of the securities of the series designated therein
referred to in the within mentioned Supplemental Indenture.
Dated: FIRST TRUST OF NEW YORK, NATIONAL
ASSOCIATION,
AS TRUSTEE
By:
----------------------------
Authorized Officer
A-4
SCHEDULE A
SUPPLEMENTAL INDENTURES
Date of Principal Principal
Supplemental Amount Amount
Indenture Series of Bonds Issued Outstanding
----------------- ---------------- ---------- -----------
Xxxxx 00, 0000 Xxxx -- --
May 14, 1941 None -- --
April 28, 1942 None -- --
April 14, 1943 None -- --
April 27, 1944 None -- --
April 18, 1945 None -- --
April 23, 1946 None -- --
Xxxxx 0, 0000 Xxxx -- --
June 1, 1947* 2-7/8% Series due 1977 $40,000,000 None
April 1, 1948 None -- --
May 20, 1948 None -- --
October 1, 1948 3-1/8% Series due 1978 10,000,000 None
April 20, 1949 None -- --
April 24, 1950 None -- --
April 18, 1951 None -- --
October 1, 1951 3-1/4% Series due 1981 15,000,000 None
April 21, 1952 None -- --
December 1, 1952 None -- --
April 15, 1953 None -- --
April 19, 1954 None -- --
October 1, 1954* 3-1/8% Series due 1984 20,000,000 None
April 18, 1955 None -- --
I-1
Date of Principal Principal
Supplemental Amount Amount
Indenture Series of Bonds Issued Outstanding
----------------- ---------------- ---------- -----------
April 24, 1956 None -- --
May 1, 1957* 4-3/8% Series due 1987 30,000,000 None
April 10, 1958 None -- --
May 1, 1959 4-5/8% Series due 1989 20,000,000 None
April 18, 1960 None -- --
April 19, 1961 None -- --
October 1, 1961 4-1/2% Series due 1991 30,000,000 None
March 1, 1962 4-5/8% Series due 1992 8,800,000 None
June 1, 1964 4-1/2% Series due 1994 35,000,000 None
May 1, 1966 5-3/8% Series due 1996 35,000,000 None
July 1, 1967* 5-7/8% Series due 1997 35,000,000 None
July 1, 1968* 6-3/4% Series due 1998 25,000,000 25,000,000
April 25, 1969 None -- --
Xxxxx 00, 0000 Xxxx -- --
September 1, 1970 8-3/4% Series due 2000 35,000,000 None
February 1, 1971 7-1/4% Series due 2001 40,000,000 None
August 1, 1972 7-1/2% Series due 2002 50,000,000 None
June 1, 1973 7-5/8% Series due 2003 50,000,000 None
March 1, 1974 Pollution Control Series A 24,000,000 22,000,000
December 1, 1974 Pollution Control Series B 50,000,000 None
October 1, 1975 9-3/8% Series due 2005 50,000,000 None
April 28, 1976 None -- --
April 28, 1977 None -- --
November 1, 1977* 8-1/4% Series due 2007 50,000,000 None
April 28, 1978 None -- --
October 1, 1978 9-1/4% Series due 2008 50,000,000 None
I-2
Date of Principal Principal
Supplemental Amount Amount
Indenture Series of Bonds Issued Outstanding
----------------- ---------------- ---------- -----------
October 1, 1979* Pollution Control Series C 50,000,000 None
March 1, 1980* 15% Series due 1987 50,000,000 None
April 28, 1981 None -- --
November 1, 1981* Pollution Control Series D 27,380,000 None
December 1, 1981* 16-1/4% Series due 2011 50,000,000 None
April 29, 1982 None -- --
May 1, 1983* Pollution Control Series E 42,000,000 None
April 30, 1984 None -- --
March 1, 1985* 13% Series due 2015 50,000,000 None
November 1, 1986* Pollution Control Series F 27,250,000 27,250,000
May 1, 1987* 8.95% Series due 1992 75,000,000 None
July 1, 1990* 9-7/8% Series due 2020 75,000,000 75,000,000
December 1, 1990* Secured Medium-Term Notes, 191,500,000** 73,500,000
Series A
March 1, 1992* 8-1/8% Series due 2004 and 100,000,000 100,000,000
8-3/4% Series due 2022 150,000,000 150,000,000
April 1, 1993* Pollution Control Series G 79,500,000 79,500,000
June 1, 1993* Pollution Control Series H 50,000,000 50,000,000
November 1, 1993* Collateral Series A 134,500,000 134,500,000
January 1, 1994* Collateral Series B due 2001 102,667,000 102,667,000
Collateral Series B due 2024 110,000,000 110,000,000
September 2, 1994 (appointment of successor None None
trustee)
May 1, 1996* Collateral Series C due 2006 125,000,000 125,000,000
November 1, 1996* Collateral Series D due 250,000,000 250,000,000
from 9 months to 30 years
from date of issue
I-3
Date of Principal Principal
Supplemental Amount Amount
Indenture Series of Bonds Issued Outstanding
----------------- ---------------- ---------- -----------
February 1, 1997* Collateral Series E due 150,000,000 100,000,000
from 9 months to 30 years
from date of issue
-------------------------------
* Contains amendatory provisions
** $200,000,000 authorized
I-4
SCHEDULE B
PROPERTY DESCRIPTION
II-1
