0000004904-07-000158 Sample Contracts

SOUTHWESTERN ELECTRIC POWER COMPANY Underwriting Agreement Dated ____________________
Underwriting Agreement • August 24th, 2007 • Southwestern Electric Power Co • Electric services • New York

WHEREAS, the Company proposes to issue and sell $__________ principal amount of its [Unsecured Notes] to be issued pursuant to the Indenture dated as of February 25, 2000, between the Company and The Bank of New York, as trustee (the "Trustee"), as heretofore supplemented and amended and as to be further supplemented and amended (said Indenture as so supplemented being hereafter referred to as the Indenture); and

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SWEPCO CAPITAL TRUST I AMENDED AND RESTATED TRUST AGREEMENT among SOUTHWESTERN ELECTRIC POWER COMPANY, as Depositor, THE BANK OF NEW YORK, as Property Trustee, THE BANK OF NEW YORK (DELAWARE), as Delaware Trustee, and WENDY G. HARGUS and JEFFREY D....
Trust Agreement • August 24th, 2007 • Southwestern Electric Power Co • Electric services • Delaware

THIS AMENDED AND RESTATED TRUST AGREEMENT is made as of September 1, 2003, by and among (i) Southwestern Electric Power Company, a Delaware corporation (the “Depositor” or the “Company”); (ii) The Bank of New York, a banking corporation duly organized and existing under the laws of New York, as trustee (the “Property Trustee” and, in its separate corporate capacity and not in its capacity as Trustee, the “Bank”); (iii) The Bank of New York (Delaware), a banking corporation duly organized and existing under the laws of the State of Delaware, as Delaware trustee (the “Delaware Trustee” and, in its separate corporate capacity and not in its capacity as Delaware Trustee, the “Delaware Bank”); (iv) Wendy G. Hargus, an individual, and Jeffrey D. Cross, an individual, as administrative trustees (each an “Administrative Trustee” and together the “Administrative Trustees”) (the Property Trustee, the Delaware Trustee and the Administrative Trustees referred to collectively as the “Trustees”); an

GUARANTEE AGREEMENT Between Southwestern Electric Power Company (as Guarantor) and The Bank of New York (as Trustee) dated as of September 1, 2003 (SWEPCo Capital Trust I)
Guarantee Agreement • August 24th, 2007 • Southwestern Electric Power Co • Electric services • New York

This GUARANTEE AGREEMENT (“Guarantee Agreement”), dated as of September 1, 2003, between SOUTHWESTERN ELECTRIC POWER COMPANY, a Delaware corporation (the “Guarantor”), and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Preferred Securities (as defined herein) of SWEPCO CAPITAL TRUST I, a Delaware statutory trust (the Trust”).

AGREEMENT AS TO EXPENSES AND LIABILITIES
Expenses and Liabilities • August 24th, 2007 • Southwestern Electric Power Co • Electric services • New York

THIS AGREEMENT AS TO EXPENSES AND LIABILITIES (this “Agreement”) is made as of September 1, 2003, between Southwestern Electric Power Company, a Delaware corporation (the “Company”), and SWEPCo Capital Trust I, a Delaware statutory trust (the “Trust”).

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