0001108426-04-000137 Sample Contracts

AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 4th, 2004 • PNM Resources Inc • Electric services • New York

THIS AMENDMENT NO. 1 TO RECEIVABLES PURCHASE AGREEMENT (this "Amendment") dated as of June 19, 2003, is entered into among PNM RECEIVABLES CORP. ("Seller"), PUBLIC SERVICE COMPANY OF NEW MEXICO ("Servicer"), EAGLEFUNDING CAPITAL CORPORATION ("EagleFunding"), FLEET SECURITIES, INC., as a "Managing Agent" (the "Managing Agent") and FLEET NATIONAL BANK ("Fleet"), as an Alternate Investor and as Deal Agent (in such capacity, the "Deal Agent"). Capitalized terms used herein without definition shall have the meanings ascribed thereto in the "Receivables Purchase Agreement" referred to below.

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AMENDMENT TWO TO UNDERGROUND COAL SALES AGREEMENT
Underground Coal Sales Agreement • November 4th, 2004 • PNM Resources Inc • Electric services

THIS AMENDMENT TWO TO UNDERGROUND COAL SALES AGREEMENT ("Amendment Two"), by and between SAN JUAN COAL COMPANY, a Delaware corporation (referred to herein as "SJCC") and PUBLIC SERVICE COMPANY OF NEW MEXICO, a New Mexico corporation, and TUCSON ELECTRIC POWER COMPANY, an Arizona corporation (collectively referred to herein as the "Utilities") (with SJCC and Utilities herein sometimes collectively referred to as "Parties"), amends that certain Underground Coal Sales Agreement dated August 31, 2001 as amended (the "UG-CSA") between SJCC and the Utilities.

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