0000105839-03-000010 Sample Contracts

AYE CREDIT AGREEMENT
Credit Agreement • August 1st, 2003 • West Penn Power Co • Electric services • New York

CREDIT AGREEMENT dated as of February 21, 2003 among ALLEGHENY ENERGY, INC., a Maryland corporation (the "Parent"), MONONGAHELA POWER COMPANY, an Ohio corporation ("MPC") and WEST PENN POWER COMPANY, a Pennsylvania corporation ("WPPC", and together with the Parent and MPC, collectively, the "Borrowers"), the banks, financial institutions and other institutional lenders listed on the signature pages hereof as the Initial AYE Lenders (the "Initial AYE Lenders"), JPMORGAN CHASE BANK ("JPMC"), as the issuing bank for the letter of credit pursuant to this Agreement (in such capacity, the "Initial AYE Issuing Bank" and, together with the Initial AYE Lenders, the "Initial AYE Lender Parties"), and CITIBANK, N.A. ("Citibank"), as AYE Lender Agent (together with any successor AYE Lender Agent appointed pursuant to Article VII, the "AYE Lender Agent") for the AYE Lender Parties (as hereinafter defined).

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