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[Project Vote] <br />RESOLUTION NO. 2009-2 <br />RESOLUTION AS TO THE PROVISION OF CERTAIN <br />CONTINUING DISCLOSURE INFORMATION WITH <br />RESPECT TO TRANSMISSION PROJECT REVENUE <br />BONDS, 2009 SUBORDINATE REFUNDING SERIES A <br />(SOUTHERN TRANSMISSION PROJECT) <br />WHEREAS the Board of Directors of the Southern California Public Power Authority, a <br />political subdivision of the State of California ("SCPPA"), has authorized the issuance of <br />SCPPA's Transmission Project Revenue Bonds, 2009 Subordinate Refunding Series A (Southern <br />Transmission Project) (the "2009 Series A Subordinate Bonds") and has authorized the execution <br />by SCPPA of the Indenture of Trust, dated as of January 1, 2009, from SCPPA to U.S. Bank <br />National Association, as trustee (the "Indenture"), relating to the 2009 Series A Subordinate <br />Bonds; and <br />WHEREAS, the Board of Directors of SCPPA hereby finds and determines that it is <br />necessary, in connection with the authorization and sale of the 2009 Series A Subordinate Bonds, <br />that SCPPA adopt this resolution in order to assist the Participating Underwriter (such term, and <br />all other capitalized terms used herein without definition, having the respective meanings <br />assigned thereto in Section 1 hereof) in complying with the Rule; <br />BE IT RESOLVED by the Board of Directors of SCPPA as follows: <br />1. Definitions. In addition to the definitions set forth in the Indenture, which apply <br />to any capitalized term used in this Disclosure Resolution unless otherwise defined in this <br />Disclosure Resolution, the following capitalized terms shall have the following meanings: <br />"Annual Report" shall mean any Annual Report provided by SCPPA pursuant to, and as <br />described in, Sections 3 and 4 of this Disclosure Resolution. <br />"Audited Financial Statements" shall mean: <br />(a) with respect to SCPPA, SCPPA's audited financial statements for its most <br />recent fiscal year, prepared in accordance with generally accepted accounting principles <br />as promulgated to apply to governmental entities from time to time (or such other <br />accounting principles as may be applicable to SCPPA in the future pursuant to applicable <br />law); <br />(b) with respect to LADWP (as defined in Section 2(b) hereof), the audited <br />financial statements of LADWP's Power System for its most recent fiscal year, prepared <br />in accordance with generally accepted accounting principles as promulgated to apply to <br />governmental entities and public utilities, as appropriate, from time to time (or such other <br />accounting principles as may be applicable to LADWP in the future pursuant to <br />applicable law); <br />