0000950134-02-015076 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 27th, 2002 • Northern States Power Co • Electric & other services combined • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of August 29, 2002 by and among Northern States Power Company, a Minnesota corporation (the “Company”), and the Initial Purchasers (as hereinafter defined).

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FORM OF EXCHANGE AGENCY AGREEMENT
Exchange Agency Agreement • November 27th, 2002 • Northern States Power Co • Electric & other services combined • Minnesota

Northern States Power Company, a Minnesota corporation (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange any and all of its outstanding 8.00% First Mortgage Bonds, Series A due August 28, 2012 (the “Original First Mortgage Bonds”) for its 8.00% First Mortgage Bonds, Series B due August 28, 2012 (the “Exchange First Mortgage Bonds”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus, dated , 200 (as the same may be amended or supplemented from time to time, the “Prospectus”), to be distributed to all record holders of the Original First Mortgage Bonds. A copy of the Prospectus is attached hereto as Exhibit A. The Original First Mortgage Bonds and the Exchange First Mortgage Bonds are collectively referred to herein as the “Securities.” Capitalized terms used but not defined herein shall have the same meaning given them in the Prospectus.

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