0000004904-08-000041 Sample Contracts

REPLACEMENT CAPITAL COVENANT
Replacement Capital Covenant • March 20th, 2008 • American Electric Power Co Inc • Electric services

Replacement Capital Covenant, dated as of March 1, 2008 (this “Replacement Capital Covenant”), by American Electric Power Company, Inc., a New York corporation (together with its successors and assigns, the “Corporation”), in favor of and for the benefit of each Covered Debtholder (as defined below).

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AMERICAN ELECTRIC POWER COMPANY, INC. Underwriting Agreement Dated March 13, 2008
Underwriting Agreement • March 20th, 2008 • American Electric Power Co Inc • Electric services • New York

WHEREAS, the Company proposes to issue and sell $275,000,000 aggregate principal amount of 8.75% Junior Subordinated Debentures (the Underwritten Debentures) of the Company to be issued pursuant to the Junior Subordinated Indenture dated as of March 1, 2008, between the Company and The Bank of New York, as trustee (the Trustee), as to be supplemented and amended (said Indenture as so supplemented being hereafter referred to as the Indenture); and

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