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[Project Vote] <br />RESOLUTION NO. 2007-63 <br />RESOLUTION RELATING TO THE NATURAL GAS ACQUISITION <br />PROJECT AUTHORIZING THE EXECUTION AND DELIVERY OF A <br />SUPPLEMENTAL INDENTURE OF TRUST AND AUTHORIZING THE <br />OFFICERS OF THE AUTHORITY TO DO ALL OTHER THINGS <br />DEEMED NECESSARY OR ADVISABLE <br />WHEREAS, the Southern California Public Power Authority (the "Authority") and <br />certain of its members have acquired natural gas resources, reserves, fields, wells and related <br />facilities as part of a natural gas acquisition project (the "Project') in order to provide a long- <br />term supply of natural gas to such members for the purpose of fueling electrical generation needs <br />of such members; <br />WHEREAS, on July 1, 2005, the Authority issued its Natural Gas Project Revenue Bond, <br />Draw Down Series 2005A (Taxable) (the "Bond") to fund the capital costs of the Project for the <br />benefit of the Cities of Anaheim, Burbank and Colton (the "Project A Participants") pursuant to <br />the Indenture of Trust, dated as of July 1, 2005, between the Authority and U.S. Bank National <br />Association, as trustee (the "Trustee") (as amended, the "Indenture"); <br />WHEREAS, although the Bond matures on January 1, 2008, the Authority and the <br />Project A Participants desire to extend the maturity of the Bond to March 1, 2008 in order to <br />have sufficient time to prepare a long-term financing to redeem the Bond and to provide <br />additional moneys to the Authority for future capital costs relating to the Project; and <br />WHEREAS, in order to extend the maturity of the Bond to March 1, 2008, a Second <br />Supplemental Indenture of Trust, dated as of December 1, 2007, between the Authority and the <br />Trustee (the "Supplemental Indenture"), has been prepared in accordance with the Indenture, <br />which includes a revised form of the Bond with the March 1, 2008 maturity date; <br />BE IT RESOLVED by the Board of Directors of the Southern California Public Power <br />Authority as follows: <br />1. Each of the President and Vice President and each of the Secretary and any <br />Assistant Secretary of the Authority are hereby authorized to execute and deliver the <br />Supplemental Indenture, in substantially the form on file with the Authority, with such changes, <br />insertions and omissions as shall be approved by said President or Vice President (such approval <br />to be conclusively evidenced by his execution and delivery thereof), and each of the Secretary <br />and any Assistant Secretary is hereby authorized to affix the seal of the Authority thereto. The <br />form of the Supplemental Indenture is hereby made a part of this Resolution as though set forth <br />in full herein and the same hereby is approved. <br />2. Each of the President, Vice President, Secretary and any Assistant Secretary, the <br />Executive Director and any other officer of the Authority is hereby authorized to execute and <br />70086282.4 <br />