EXHIBIT D-2
INCOME TAX ALLOCATION AGREEMENT
FORTY-THIRD AMENDMENT
Southern Energy Retail Trading and Marketing, Inc. was incorporated in 1997
and is wholly owned by Southern Energy Trading and Marketing, Inc. Southern
Energy Retail Trading and Marketing, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29TH day of
January, 1998.
ATTEST Southern Energy Retail Trading and Marketing, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-FOURTH AMENDMENT
Southern Company Capital Funding, Inc. was incorporated in 1997 and is
wholly owned by SEI Holdings, Inc. Southern Company Capital Funding, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Southern Company Capital Funding, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-FIFTH AMENDMENT
SEI Germany - BEWAG, Inc. was incorporated in 1997 and is wholly owned by
Southern Energy International, Inc. SEI Germany - BEWAG, 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 1997and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST SEI Germany - BEWAG, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-SIXTH AMENDMENT
Southern Energy Clairton, Inc. was incorporated in 1997 and is wholly owned
by Southern Energy Finance Company, Inc. Southern Energy Clairton, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Southern Energy Clairton, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-SEVENTH AMENDMENT
Southern Energy Clairton 2, Inc. was incorporated in 1997 and is wholly
owned by Southern Energy Finance Company, Inc. Southern Energy Clairton 2, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Southern Energy Clairton 2, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-EIGHTH AMENDMENT
Alabama Energy Providers, Inc. was incorporated in 1997 and is wholly owned
by Alabama Power Company. Alabama Energy Providers, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 16th day of
March, 1998.
ATTEST Alabama Energy Providers, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FORTY-NINTH AMENDMENT
SEI Worldwide Holdings, Inc. was incorporated in 1997 and is wholly owned
by Southern Energy International, Inc. SEI Worldwide 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST SEI Worldwide Holdings, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FIFTIETH AMENDMENT
SC Ashwood Holdings, Inc. was incorporated in 1997 and is wholly owned by
Southern Energy Trading and Marketing, Inc. SC Ashwood 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 1997and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST SC Ashwood Holdings, Inc.
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Assistant Secretary
INCOME TAX ALLOCATION AGREEMENT
FIFTY-FIRST AMENDMENT
State Line Holding Corporation was incorporated in 1997 and is wholly owned by
SEI State Line, Inc. State Line Holding Corporation 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 1997and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST State Line Holding Corporation
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INCOME TAX ALLOCATION AGREEMENT
FIFTY-SECOND AMENDMENT
Southern Electric International, Inc. was incorporated in 1997 and is
wholly owned by SEI Holdings, Inc. Southern Electric International, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Southern Electric International, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FIFTY-THIRD AMENDMENT
SC Energy Ventures, Inc. was incorporated in 1997 and is wholly owned by
Southern Energy Retail Trading and Marketing, Inc. SC 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST SC Energy Ventures, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FIFTY-FOURTH AMENDMENT
Southern Energy - Asia, Inc. was formed in 1996 and is wholly owned by
Southern Energy International, Inc. Southern Energy - Asia, 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 1997 and subsequent years.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Southern Energy - Asia, Inc.
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INCOME TAX ALLOCATION AGREEMENT
FIFTY-FIFTH AMENDMENT
Eskom Lease, Inc. was formed in 1997 and is wholly owned by Southern Energy
Finance Company, Inc. Eskom Lease, 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 1997.
IN WITNESS HEREOF, this Agreement has been executed, as of the 29th day of
January, 1998.
ATTEST Eskom Lease, Inc.
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