Exhibit 4-K
[CONFORMED COPY]
This Instrument Prepared By
/s/ Xxxxxxx X. Xxxxxx
---------------------
Xxxxxxx X. Xxxxxx
Delmarva Power & Light Company
000 Xxxx Xxxxxx
Xxxxxxxxxx, XX 00000
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DELMARVA POWER & LIGHT COMPANY
TO
CHEMICAL BANK,
Trustee.
----------------
EIGHTY-NINTH SUPPLEMENTAL
INDENTURE
----------------
Dated as of January 1, 1995
(but executed on the dates shown on the execution page)
--------------------------------------------------------------------------------
This EIGHTY-NINTH SUPPLEMENTAL INDENTURE, dated as of the first day of
January, 1995 (but executed on the dates hereinafter shown), made and entered
into by and between DELMARVA POWER & LIGHT COMPANY, a corporation of the State
of Delaware and the Commonwealth of Virginia, hereinafter called the Company and
CHEMICAL BANK, a corporation of the State of New York, hereinafter called the
Trustee;
WITNESSETH:
WHEREAS, the Company heretofore executed and delivered its Indenture of
Mortgage and Deed of Trust (hereinafter in this Eighty-Ninth Supplemental
Indenture called the "Original Indenture"), dated as of October 1, 1943, to the
New York Trust Company, a corporation of the State of New York, as Trustee, to
which Chemical Bank is successor Trustee, to secure the First Mortgage Bonds of
the Company, unlimited in aggregate principal amount and issuable in series,
from time to time, in the manner and subject to the conditions set forth in the
Original Indenture granted and conveyed unto the Trustee, upon the trusts, uses
and purposes specifically therein set forth, certain real estate, franchises and
other property therein described, including property acquired after the date
thereof, except as therein otherwise provided; and
WHEREAS, by eighty-eight indentures supplemental to said Original
Indenture dated as of October 1, 1943, of which eighty-eight supplemental
indentures the Eighty-Eighth Supplemental Indenture is dated as of October 12,
1994, the said Original Indenture has been modified and supplemented
(hereinafter, as so supplemented and amended, called the "Indenture"); and
WHEREAS, the execution and delivery of this Eighty-Ninth Supplemental
Indenture has been duly authorized by the Board of Directors of the Company at a
meeting duly called and held according to law, and all conditions and
requirements necessary to make this Eighty-Ninth Supplemental Indenture a valid,
binding and legal instrument in accordance with its terms, for the purposes
herein expressed, and the execution and delivery hereof, have been in all
respects duly authorized; and
WHEREAS, it is provided in and by said Original Indenture, inter alia, as
follows:
"IT IS HEREBY AGREED by the Company that all the property, rights and
franchises acquired by the Company after the date hereof (except any
hereinbefore or hereinafter expressly excepted) shall (subject to the
provisions of Section 9.01 hereof and to the extent permitted by law) be as
fully embraced within the lien hereof as if such property, rights and
franchises were now owned by the Company and/or specifically described
herein and conveyed hereby;"
and
WHEREAS, the Company has acquired certain other property, real, personal
and mixed, which has not heretofore been specifically conveyed to the Trustee;
NOW, THEREFORE, this EIGHTY-NINTH SUPPLEMENTAL INDENTURE WITNESSETH that
for and in consideration of the premises and in pursuance of the provisions of
said Indenture, the Company has granted, bargained, sold, released, conveyed,
assigned, transferred, mortgaged, pledged, set over and confirmed, and by these
presents does grant, bargain, sell, release, convey, assign, transfer, mortgage,
pledge, set over and confirm unto
-2-
the Trustee and to its successors in the trust in the Indenture created, to its
and their assigns forever, all the following described properties of the
Company, and does confirm that the Company will not cause or consent to a
partition, either voluntary or through legal proceedings, of property, whether
herein described or heretofore or hereafter acquired, in which its ownership
shall be as tenant in common, except as permitted by, and in conformity with,
the provisions of the said Indenture and particularly of Article IX thereof:
No. 1 - An undivided 3.70% interest, as tenant in common with other owners
(the combined undivided common ownership of same constituting one hundred
percent ownership of the premises), in all properties situate in Plumcreek and
South Bend Townships, Xxxxxxxxx County, Pennsylvania, which American Trustee &
Transfer Corporation, Trustee, conveyed unto Atlantic City Electric Company,
Baltimore Gas and Electric Company, Delmarva Power & Light Company, Jersey
Central Power & Light Company, Pennsylvania Power & Light Company, PECO Energy
Company, and Public Service Electric and Gas Company by deed dated February 11,
1994 and recorded in Deed Book 1411, Page 114, which property is further
identified as follows:
(a) All that certain piece, parcel or tract of land situate in the
Township of Plumcreek, Xxxxxxxxx County, Pennsylvania, containing approximately
28.048 acres and described according to a survey of X. X. Xxxxxxx & Associates
of Kittanning, PA, dated May, 1976, and being more particularly described in and
as was conveyed to American Trustee & Transfer Corporation, Trustee, by deed of
Xxxxxxx X. Xxxx, et ux., dated February 18, 1977, of record in Xxxxxxxxx County
Deed Book 574, Page 958.
(b) All that certain piece, parcel or tract of land situate in the
Township of Plumcreek, Xxxxxxxxx County, Pennsylvania, containing approximately
21.076 acres and described according to a survey of X. X. Xxxxxxx & Associates
of Kittanning, PA, dated October, 1985, and being more particularly described in
and as was conveyed to American Trustee & Transfer Corporation, Trustee, by deed
of Xxxxxxx X. Xxxx, widower, dated November 4, 1985, of record in Xxxxxxxxx
County Deed Book 699, Page 241.
(c) All that certain piece, parcel or tract of land situate in the
Township of Plumcreek, Xxxxxxxxx County, Pennsylvania, containing approximately
130.70 acres and described according to a survey of X. X. Xxxxxxx & Associates
of Kittanning, PA, dated February, 1986, and being more particularly described
in and as was conveyed to American Trustee & Transfer Corporation, Trustee, by
deed of Xxxxx X. Xxxxxxx and Xxxxxxx X. Xxxxxx, dated June 17, 1986, of record
in Xxxxxxxxx County Deed Book 740, Page 012.
(d) All that certain piece, parcel or tract of land situate in the
Township of South Bend, Xxxxxxxxx County, Pennsylvania, containing approximately
1 acre, and being more particularly described in and as was conveyed to American
Trustee & Transfer Corporation, Trustee, by deed of Xxxxxx Xxxxx Xxxxx, widow,
dated October 12, 1988, of record in Xxxxxxxxx County Deed Book 906, Page 097.
The above properties and rights are designated "503" for the purposes of
the Original Indenture and all indentures supplemental thereto.
No. 2 An undivided 3.72% interest, as tenant in common with other owners
(the combined undivided common ownership of same constituting one hundred
percent ownership of the premises), in all properties situate in the Township of
West Wheatfield, Indiana County,
-3-
Pennsylvania, which American Trustee & Transfer Corporation, Trustee, conveyed
unto Atlantic City Electric Company, Baltimore Gas and Electric Company,
Delmarva Power & Light Company, Metropolitan Edison Company, Pennsylvania Power
& Light Company, PECO Energy Company, Potomac Electric Power Company, Public
Service Electric and Gas Company, and UGI Utilities, Inc. by deed dated February
11, 1994 and recorded in Deed Book 1048, Page 425, which property is further
identified as follows:
(a) First All that certain piece, parcel or tract of land situate in
the Township of West Wheatfield, Indiana County, Pennsylvania, containing
approximately 4.03 acres.
BEING the same premises title to the surface and a one-fourth interest in
the coal of which became vested in the grantor, Trustee, by deed of the
Conemaugh Station Owners dated February 13, 1967, of record in Deed Book 563,
Page 480 and/or Deed Book 536, Page 480. And being the same premises title to
the other three-fourths interest in the coal of which became vested in the
American Trustee & Transfer Corporation, Trustee, as part of parcel "Third" in
deed of The North American Coal Corporation dated September 29, 1967, of record
in Deed Book 571, Page 445.
Second All that certain piece, parcel or tract of land situate in
the Township of West Wheatfield, Indiana County, Pennsylvania, containing
approximately 27 acres and 41 perches.
BEING the same premises described as "Second" in deed to grantor, by deed
of The North American Coal Corporation, dated September 29, 1967, of record Deed
Book 571, Page 445.
Third All the coal of whatever kind in and underlying all that
certain piece, parcel or tract of land situate in the Township of West
Wheatfield, Indiana County, Pennsylvania, containing approximately 3.47 acres.
BEING the same premises conveyed to the grantor, as "Third" in deed from
The North American Coal Corporation, dated September 29, 1967, of record Deed
Book 571, Page 445.
Fourth All the coal in, on and under the piece or parcel of land
located in the Township of West Wheatfield, Indiana County, Pennsylvania,
containing approximately 26.99 acres.
BEING Parcel #1 in Appendix A-11 in deed from the Conemaugh Station Owners
to the grantor, dated February 13, 1967, of record Deed Book 563, Page 480.
Fifth All the coal in, on and under the piece or parcel of land
located in the Township of West Wheatfield, Indiana County, Pennsylvania,
containing approximately 16.88 acres.
BEING Appendix A-10 in deed from the Conemaugh Station Owners to the
grantor, dated February 13, 1967, of record Deed Book 563 Page 480.
-4-
Sixth All the coal in, on or under the following described tracts
of land situate in the Township of West Wheatfield, Indiana County,
Pennsylvania, containing approximately 6.40 acres.
BEING the same coal conveyed as Parcel "Second" in deed to grantor, by deed
of The North American Coal Corporation, dated September 29, 1967, of record Deed
Book 571, Page 445.
Seventh All the coal in, on and under the piece or parcel of land
located in the Township of West Wheatfield, Indiana County, Pennsylvania,
containing approximately 8.64 acres.
BEING Parcel #1 of Appendix A-9 in deed from the Conemaugh Station Owners
to the grantor, dated February 13, 1967, of record Deed Book 563 Page 480.
Eighth All the coal in, on and under the piece or parcel of land
located in the Township of West Wheatfield, Indiana County, Pennsylvania,
containing approximately 5.51 acres.
BEING Parcel #2 of Appendix A-9 in deed from the Conemaugh Station Owners
to the grantor, dated February 13, 1967, of record Deed Book 563 Page 480.
BEING the same tracts of land conveyed from The Xxxxxxxx Mining Company to
American Trustee & Transfer Corporation by deed dated February 17, 1993, of
record in Indiana County Deed Book 1018, Page 277.
(b) All those two (2) certain pieces, parcels or lots of land situate
in the Township of West Wheatfield, Indiana County, Pennsylvania, containing
approximately
(Tract No. 1) 148.18 acres and described according to a survey of Xxxxxxx
Xxxxx, Jr., Inc., Consulting Engineers, and
(Tract No. 2) 0.33 acres and described according to a survey of Xxxxxxx
Xxxxx, Jr., Inc., Consulting Engineers, and being more particularly described in
and as was conveyed to American Trustee & Transfer Corporation, Trustee, by deed
of Xxxxxx X. Xxxx dated November 26, 1982, of record in Indiana County Deed Book
824, Page 692.
The above properties and rights are designated "504" for the purposes of
the Original Indenture and all indentures supplemental thereto.
No. 3 All that parcel of land situate in Queen Anne's County, Maryland,
containing approximately 2.64 acres and described according to a survey of
XxXxxxx, Inc. Engineers and Surveyors of Easton, Maryland, dated July 11, 1994,
and being more particularity described in and was conveyed to Delmarva Power &
Light Company by deed of Xxxxx X. Xxxxx, Xxxxxxx X. Xxxxx, Xxxxxxxx X. Xxxxxxx,
Xxxx X. Xxxxx, and Xxxxxx X. Xxxxx, III, trading as Xxxxxx X. Xxxxx Family
Partnership dated July 21, 1994 and recorded August 24, 1994 in the Land Records
of Queen Anne's County, Maryland, in Deed Book 473, Page 043.
The above properties and rights are designated "M1144" for the purposes of
the Original indenture and all indentures supplemental thereto.
-5-
Together with all other property, real, personal and mixed, tangible and
intangible (except such property as in said Indenture expressly excepted from
the lien and operation thereof), acquired by the Company on or prior to December
31, 1994, and not heretofore specifically subjected to the lien of the said
Indenture.
Also without limitation of the generality of the foregoing, the easements
and rights-of-way and other rights in or not used in connection with the
Company's operations, which are conveyed to the Company and recorded in the
following Real Property Deed Records to which reference is made for a more
particular description, to wit:
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State and County
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DELAWARE
Kent
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
07/05/94 MTS X-054 231 08/01/94 MTS A-055 269
07/05/94 MTS X-054 233 08/01/94 MTS A-055 271
08/01/94 MTS A-055 267 08/01/94 MTS A-055 273
State and County
------------------
DELAWARE
New Castle
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
03/18/92 1302 0318 08/24/94 1796 0277
01/25/93 1464 0050 08/24/94 1796 0279
05/13/93 1520 0169 08/24/94 1796 0281
06/02/94 1747 0068 08/24/94 1796 0283
07/26/94 1777 0189 08/24/94 1796 0285
08/03/94 1784 0343 08/24/94 1796 0287
08/09/94 1788 0108 09/15/94 1808 0313
08/09/94 1788 0110 09/15/94 1808 0331
08/09/94 1788 0112 09/15/94 1808 0334
08/09/94 1788 0115 10/07/94 1821 0037
08/09/94 1788 0118 10/07/94 1821 0041
08/09/94 1788 0120 10/07/94 1821 0045
08/09/94 1788 0122 10/07/94 1821 0047
08/09/94 1788 0124 10/07/94 1821 0049
08/09/94 1788 0126 10/07/94 1821 0051
08/09/94 1788 0128 10/07/94 1821 0053
08/09/94 1788 0130 10/12/94 1822 0346
08/09/94 1788 0132 10/27/94 1829 0231
08/09/94 1788 0134 10/27/94 1829 0234
08/09/94 1788 0136 10/27/94 1829 0236
08/09/94 1788 0138 10/27/94 1829 0238
08/24/94 1796 0256 10/27/94 1829 0240
08/24/94 1796 0259 10/27/94 1829 0242
08/24/94 1796 0262 11/07/94 1836 0016
08/24/94 1796 0266 12/05/94 1848 0263
08/24/94 1796 0267 12/05/94 1848 0278
08/24/94 1796 0269 12/05/94 1848 0280
08/24/94 1796 0271 12/05/94 1848 0282
08/24/94 1796 0273 12/05/94 1848 0284
08/24/94 1796 0275 12/05/94 1848 0286
-7-
(continued)
State and County
------------------
DELAWARE
New Castle
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
01/06/95 1866 0030 01/06/95 1866 0042
01/06/95 1866 0034 01/06/95 1866 0046
01/06/95 1866 0036 01/30/95 1874 0338
01/06/95 1866 0038 01/30/95 1874 0346
01/06/95 1866 0040 01/30/95 1874 0348
State and County
------------------
DELAWARE
Sussex
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
07/28/94DDG 1994 239 11/01/94 DDG2015 144
07/28/94DDG 1994 241 12/02/94 DDG2020 299
07/28/94DDG 1994 243 12/02/94 DDG2020 301
07/28/94DDG 1994 245 12/02/94 DDG2020 303
07/28/94DDG 1994 247 12/02/94 DDG2020 305
07/28/94DDG 1994 249 12/02/94 DDG2020 307
08/24/94DDG 2000 042 12/02/94 DDG2020 309
08/24/94DDG 2000 044 12/02/94 DDG2020 311
08/24/94DDG 2000 046 01/04/95 FXR2027 001
11/01/94DDG 2015 134 01/04/95 FXR2027 003
11/01/94DDG 2015 136 01/27/95 FXR2031 119
11/01/94DDG 2015 138 01/27/95 FXR2031 121
11/01/94DDG 2015 140 02/27/95 FXR2035 063
11/01/94DDG 2015 142 02/27/95 FXR2035 065
State and County
------------------
MARYLAND
Xxxxxxxx
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
09/06/94 FDM 271 632 09/06/94 FDM 271 636
09/06/94 FDM 271 634
-8-
State and County
------------------
MARYLAND
Xxxxx County
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/26/94 NDS 508 072
State and County
------------------
MARYLAND
Dorchester
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/25/94 PLC 309 790 12/02/94 MLB 313 585
08/25/94 PLC 309 792 12/02/94 MLB 313 588
08/25/94 PLC 309 795 01/05/95 MLB 315 214
08/25/94 PLC 309 797 01/05/95 MLB 315 217
08/25/94 PLC 309 799 01/05/95 MLB 315 220
08/25/94 PLC 309 801 01/05/95 MLB 315 223
08/25/94 PLC 309 803 01/05/95 MLB 315 226
08/25/94 PLC 309 805 01/13/95 MLB 315 534
10/31/94 PLC 312 376 01/27/95 MLB 316 136
10/31/94 PLC 312 379 01/27/95 MLB 316 139
12/02/94 MLB 313 579 03/03/95 MLB 317 326
12/02/94 MLB 313 582
State and County
------------------
MARYLAND
Kent
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/01/94 MLM 063 150 10/28/94 MLM 067 101
08/05/94 MLM 063 269 10/28/94 MLM 067 104
08/15/94 MLM 063 482 11/04/94 MLM 067 329
08/25/94 MLM 064 130 12/02/94 MLM 069 084
08/25/94 MLM 064 132 12/02/94 MLM 069 087
08/25/94 MLM 064 134 01/05/95 MLM 070 441
08/25/94 MLM 064 136 01/05/95 MLM 070 444
08/25/94 MLM 064 138 01/05/95 MLM 070 447
10/07/94 MLM 066 187 01/05/95 MLM 070 450
10/07/94 MLM 066 189 01/05/95 MLM 070 453
10/07/94 MLM 066 191 02/24/95 MLM 073 075
10/28/94 MLM 067 099
-9-
State and County
------------------
MARYLAND
Queen Annes
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
04/04/94 MWM 459 908 10/28/94 MWM 478 737
04/04/94 MWM 459 910 10/28/94 MWM 478 740
08/05/94 MWM 471 649 10/28/94 MWM 478 743
08/24/94 MWM 473 059 10/28/94 MWM 478 746
08/24/94 MWM 473 061 12/02/94 SM 481 775
08/24/94 MWM 473 064 12/02/94 SM 481 778
10/06/94 MWM 476 760 12/02/94 SM 481 781
10/06/94 MWM 476 762 01/05/95 SM 484 560
10/06/94 MWM 476 764 01/05/95 SM 484 563
10/06/94 MWM 476 766 01/05/95 SM 484 566
10/06/94 MWM 476 768 01/05/95 SM 484 569
10/06/94 MWM 476 770 01/05/95 SM 484 572
10/06/94 MWM 476 772 01/31/95 SM 486 279
10/06/94 MWM 476 774 02/15/95 MWM 488 091
10/06/94 MWM 476 776
State and County
------------------
MARYLAND
Somerset
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
10/06/94 ITP 423 224
State and County
------------------
MARYLAND
Talbot
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
01/26/94 MAS 770 986 08/25/94 MAS 785 557
03/25/94 MAS 774 118 08/25/94 MAS 785 559
06/10/94 MAS 780 583 08/25/94 MAS 785 561
06/10/94 MAS 780 593 08/25/94 MAS 785 563
06/10/94 MAS 780 596 08/25/94 MAS 785 565
06/27/94 MAS 781 605 08/25/94 MAS 785 567
08/25/94 MAS 785 542 08/25/94 MAS 785 569
08/25/94 MAS 785 555 08/25/94 MAS 785 571
-10-
(continued)
State and County
----------------
MARYLAND
Talbot
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/25/94 MAS 785 573 10/28/94 MAS 789 462
09/09/94 MAS 784 966 12/05/94 MAS 792 176
09/19/94 MAS 784 983 12/05/94 MAS 792 179
09/22/94 MAS 785 074 12/05/94 MAS 792 182
09/22/94 MAS 785 081 12/05/94 MAS 792 185
10/06/94 MAS 788 234 12/05/94 MAS 792 188
10/06/94 MAS 788 252 12/05/94 MAS 792 192
10/06/94 MAS 788 255 12/05/94 MAS 792 195
10/06/94 MAS 788 258 01/05/95 MAS 794 478
10/06/94 MAS 788 261 01/05/95 MAS 794 481
10/06/94 MAS 788 264 01/31/95 MAS 796 186
10/07/94 MAS 788 345 01/31/95 MAS 796 189
10/07/94 MAS 788 348 02/24/95 MAS 797 695
10/28/94 MAS 789 446 02/24/95 MAS 797 698
10/28/94 MAS 789 449 02/24/95 MAS 797 701
10/28/94 MAS 789 452 02/24/95 MAS 797 704
10/28/94 MAS 789 456 02/24/95 MAS 797 707
10/28/94 MAS 789 459 02/24/95 MAS 797 710
State and County
----------------
MARYLAND
Wicomico
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
07/26/94 MSB 1401 491 10/06/94 MSB 1411 819
07/29/94 MSB 1402 213 10/06/94 MSB 1411 821
07/29/94 MSB 1402 216 10/06/94 MSB 1411 823
07/29/94 MSB 1402 218 10/06/94 MSB 1411 825
09/07/94 MSB 1407 140 10/28/94 MSB 1414 754
09/07/94 MSB 1407 142 10/28/94 MSB 1414 763
09/07/94 MSB 1407 144 10/28/94 MSB 1414 765
09/07/94 MSB 1407 146 10/28/94 MSB 1414 772
09/07/94 MSB 1407 148 10/28/94 MSB 1414 774
09/07/94 MSB 1407 150 10/28/94 MSB 1414 776
09/07/94 MSB 1407 152 10/28/94 MSB 1414 778
09/07/94 MSB 1407 154 10/28/94 MSB 1414 780
09/07/94 MSB 1407 156 12/05/94 MSB 1419 147
10/06/94 MSB 1411 817 12/05/94 MSB 1419 149
-11-
(continued)
State and County
------------------
MARYLAND
Wicomico
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
12/05/94 MSB 1419 151 01/05/95 MSB 1424 524
12/05/94 MSB 1419 153 01/05/95 MSB 1424 527
12/05/94 MSB 1419 155 01/05/95 MSB 1424 530
12/05/94 MSB 1419 157 01/05/95 MSB 1424 533
12/05/94 MSB 1419 159 01/05/95 MSB 1424 536
01/05/95 MSB 1424 514 01/27/95 MSB 1427 333
01/05/95 MSB 1424 517 02/24/95 MSB 1430 122
01/05/95 MSB 1424 521 02/24/95 MSB 1430 124
State and County
------------------
MARYLAND
Worcester
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/25/94 RHO 2089 037 10/28/94 RHO 2105 080
10/07/94 RHO 2099 562 10/28/94 RHO 2105 088
10/07/94 RHO 2099 565 12/02/94 RHO 2115 126
10/07/94 RHO 2099 568 12/02/94 RHO 2115 129
10/28/94 RHO 2105 062 12/02/94 RHO 2115 132
10/28/94 RHO 2105 064 12/02/94 RHO 2115 135
10/28/94 RHO 2105 067 12/02/94 RHO 2115 138
10/28/94 RHO 2105 069 01/05/95 RHO 2124 596
10/28/94 RHO 2105 071 01/05/95 RHO 2124 599
10/28/94 RHO 2105 074 01/27/95 RHO 2130 139
10/28/94 RHO 2105 077 02/24/95 RHO 2138 086
02/24/95 RHO 2138 089
-12-
State and County
------------------
VIRGINIA
Accomack
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
10/06/94 SHC 676 176 02/20/95 SHC 685 566
10/28/94 SHC 677 599 02/20/95 SHC 685 569
12/06/94 SHC 680 448 02/20/95 SHC 685 581
12/06/94 SHC 680 452 02/20/95 SHC 685 584
01/05/95 SHC 682 559 02/20/95 SHC 685 587
01/05/94 SHC 682 562 02/20/95 SHC 685 590
01/05/95 SHC 682 565 02/20/95 SHC 685 593
01/30/95 SHC 684 003 02/20/95 SHC 685 596
02/20/95 SHC 685 563 02/20/95 SHC 685 599
State and County
------------------
VIRGINIA
Northampton
Deed Records Deed Records
Received ------------ Received ------------
for Record Book Page for Record Book Page
---------- ---- ---- ---------- ---- ----
08/29/94 KFA 270 085
-13-
The following is a schedule of bonds issued under the Eighty Eighth
Supplemental Indenture that can be designated as First Mortgage Bonds, Series I,
which may also be designated as Secured Medium Term Notes, Series I; and First
Mortgage bonds, Pledged Series I.
First Mortgage Bonds, Series I/Secured Medium Term Notes, Series I
------------------------------------------------------------------
Issuance Date Tranche Maturity Principal
------------- ------- -------- -----------
-- -- -- --
First Mortgage Bonds, Pledged Series I
----------------------------------------
Issuance Date Tranche Maturity Principal
------------- ------- -------- -----------
10/12/94 1994 10/1/29 $33,750,000
---- -----------
Total Bonds Issued: $33,750,000
------------------- ===========
As supplemented and amended by this Eighty-Ninth Supplemental Indenture, the
Original Indenture and all indentures supplemental thereto are in all respects
ratified and confirmed and the Original Indenture and the aforesaid supplemental
indentures and this Eighty-Ninth Supplemental Indenture shall be read, taken and
construed as one and the same instrument.
This Eighty-Ninth Supplemental Indenture shall be simultaneously executed in
several counterparts, and all such counterparts executed and delivered, each as
an original, shall constitute but one and the same instrument.
The recitals of fact contained herein shall be taken as the statements of
the Company, and the Trustee assumes no responsibility for the correctness of
the same.
The debtor and its mailing address are Delmarva Power & Light Company, 000
Xxxx Xxxxxx, X. X. Xxx 000, Xxxxxxxxxx, Xxxxxxxx 00000. The secured party and
its address, from which information concerning the security interest hereunder
may be obtained, are Chemical Bank, 000 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx
00000, Attn: Corporate Trustee Administration Department.
The Company acknowledges that it received a true and correct copy of this
Eighty-Ninth Supplemental Indenture.
This Eighty-Ninth Supplemental Indenture is executed and delivered pursuant
to the provisions of Section 5.11 and paragraph (a) of Section 17.01 of the
Indenture for the purpose of conveying, transferring and assigning to the
Trustee and of subjecting to the lien of the Indenture with the same force and
effect as though included in the granting clause thereof the above described
property so acquired by the Company on or prior to the date of execution, and
not heretofore specifically subject to the lien of the Indenture; but nothing
contained in this Eighty-Ninth Supplemental Indenture shall be deemed in any
manner to affect (except for such purposes) or to impair the provisions, terms
and conditions of the Original Indenture, or of any indenture supplemental
thereto and the provisions, terms and conditions thereof are hereby expressly
confirmed.
The recitals hereinabove set forth are made solely by the Company and the
Trustee shall have no responsibility therefor.
-14-
IN WITNESS WHEREOF, the Company has caused this instrument to be signed in
its name and behalf by its Senior Vice President and its corporate seal to be
hereunto affixed and attested by its Secretary and the Trustee has caused this
instrument to be signed in its name and behalf by a Vice President and its
corporate seal to be hereunto affixed and attested by a Trust Officer, effective
as of the 1st day of January, 1995.
DELMARVA POWER & LIGHT COMPANY
Date of Execution By /s/ X. X. Xxxxxx
April 3, 1995 -----------------
X. X. XXXXXX
SENIOR VICE PRESIDENT, TREASURER, AND
CHIEF FINANCIAL OFFICER
[Seal]
Attest:
/s/ X. X. Xxxxxxxx
-------------------
X. X. XXXXXXXX
SECRETARY
CHEMICAL BANK
Date of Execution By /s/ Xxxx Generale
April 5, 1995 ------------------
XXXX GENERALE
VICE PRESIDENT
[Seal]
Attest:
/s/ Xxxxxx X. Xxxx
------------------
XXXXXX X. XXXX
XXXXX XXXXXXX
-00-
XXXXX XX XXXXXXXX )
) SS.
NEW CASTLE COUNTY )
BE IT REMEMBERED that on this 3rd day of April, 1995, personally came
before me, a notary public for the State of Delaware, X. X. XXXXXX, Senior Vice
President, Treasurer and Chief Financial Officer of DELMARVA POWER & LIGHT
COMPANY, a corporation of the State of Delaware and the Commonwealth of Virginia
(the "Company"), party to the foregoing instrument, known to me personally to be
such, and acknowledged the instrument to be her own act and deed and the act and
deed of the Company; that her signature is in her own proper handwriting; that
the seal affixed is the common or corporate seal of the Company; and that her
act of signing, sealing, executing and delivering such instrument was duly
authorized by resolution of the Board of Directors of the Company.
GIVEN under my hand and official seal the day and year aforesaid.
/s/ Xxxxxx X. Xxxxxxxxxx
-------------------------
Notary Public, State of Delaware
My commission expires March 27, 1999
[Seal]
Certification
-------------
This document was prepared under the supervision of an attorney
admitted to practice before the Court of Appeals of Maryland, or by or on behalf
of one of the parties named in the within instrument.
/s/ Xxxxxxx X. Xxxxxx
----------------------
Xxxxxxx X. Xxxxxx
-16-
STATE OF NEW YORK )
) SS.
COUNTY OF NEW YORK )
BE IT REMEMBERED that on this 5th day of April, 1995, personally came
before me, a Notary Public for the State of New York, JOHN GENERALE, a Vice
President of CHEMICAL BANK, a corporation of the State of New York (the
"Trustee"), party to the foregoing instrument, known to me personally to be
such, and acknowledged the instrument to be his own act and deed and the act and
deed of the Trustee; that his signature is his own proper handwriting; that the
seal affixed is the common or corporate seal of the Trustee; and that his act of
signing, sealing, executing and delivering said instrument was duly authorized
by resolution of the Board of Directors of the Trustee.
GIVEN under my hand and official seal the day and year aforesaid.
/s/ Xxxxxxxxx XxXxxx
---------------------
Notary Public, State of New York
[Seal]
-17-
CERTIFICATE OF RESIDENCE
CHEMICAL BANK, successor Trustee to the Trustee within named, by
merger, hereby certifies that its precise residence is 000 Xxxx 00xx Xxxxxx, in
the Borough of Manhattan, in The City of New York, in the State of New York.
CHEMICAL BANK
By /s/ Xxxx Generale
------------------
XXXX GENERALE
VICE PRESIDENT
-18-
RECORDATION DATA
Executed Counterparts of the Eighty-Ninth Supplemental Indenture were
recorded in Real Property Mortgage Records as follows:
Received Mortgage Records
State and County for Record Book Page
------------------ ---------- ---- ----
DELAWARE:
Kent 04/20/95 146 15
New Castle 04/19/95 3741 1
Sussex 04/13/95 2077 316
PENNSYLVANIA:
Xxxxx 04/17/95 1017 149
Xxxxxxxxx 04/20/95 1474 155
Bedford 04/17/95 584 359
Xxxxx 04/18/95 1135 271
Cambria 04/19/95 1352 982
Cumberland 04/18/95 1259 59
Delaware 04/19/95 1354 258
Franklin 04/19/95 999 61
Huntingdon 04/17/95 377 658
Indiana 04/18/95 506 106
Lancaster 04/17/95 4611 187
Xxxxxxxxxx 04/25/95 7571 865
Xxxxxxxxxxxx 04/17/95 3557 235
York 04/17/95 1085 50
NEW JERSEY:
Burlington 04/18/95 5934 190
Camden 04/18/95 4350 706
Gloucester 04/18/95 2873 230
Xxxxxx 04/18/95 3340 214
Middlesex 04/18/95 4885 521
Salem 04/18/95 828 299
Somerset 04/18/95 2527 719
Xxxxxx 04/18/95 1598 103
MARYLAND:
Xxxxxxxx 04/14/95 280 759
Xxxxx 04/25/95 537 883
Dorchester 04/13/95 319 104
Kent 04/24/95 76 48
Queen Anne's 04/20/95 492 632
Somerset 04/11/95 428 59
Talbot 04/21/95 801 492
Wicomico 04/11/95 1435 459
Worcester 04/12/95 2151 335
VIRGINIA:
Accomack 04/20/95 689 000
Xxxxxxxxxxx 04/20/95 273 891
