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RE$OLUTION NO. 2004-20 <br />RESOLUTION OF THE BOARD OF DIRECTORS OF THE <br />SOUTHERN CALIFORNIA PUBLIC POWER AUTHORITY <br />AUTHORIZING THE EXECUTIVE DIRECTOR TO <br />EXECUTE AN AGREEMENT FOR THE NATURAL GAS <br />PROJECT WITH THE MANATT, PHELPS, AND PHILLIPS <br />LLP; AND AUTHORIZING THE OFFICERS OF THE <br />AUTHORITY TO DO ALL OTHER THINGS DEEMED <br />NECESSARY OR PROPER. <br />WHEREAS, the Natural Gas Project ("Project") was established pursuant to Resolution <br />2004-1 8 for the purpose of acquiring natural gas rights and related facilities to be used as fuel for <br />power generation and as a means of stabilizing power generation fuel costs; and <br />WHEREAS, the Prqject Coordinating Committee has recommended that Manatt, Phelps, <br />and Phillips LLP be retained as outside counsel to assist SCPPA on an as-needed basis in matters <br />relating to the procurement of natural gas rights and related facilities. <br />NOW, THEREFORE, the Board of Directors of the Southern California Public Power <br />Authority does hereby resolve, determine and order: <br />1. The Executive Director is authorized and directed to enter into a professional services <br />agreement with Manatt, Phelps, and Phillips LLC, the form of which is on file with <br />the Authority. <br />2. The President, Vice President, Secretary, any Assistant Secretary, Executive Director <br />and any other officer of the Authority are each hereby authorized to execute and <br />deliver any and all documents and instruments and to do and cause to be done any <br />and all acts and things necessary or proper for carrying out the transactions <br />contemplated by this Resolution. <br />3. This Resolution shall become effective immediately. <br />THE FOREGOING RESOLUTION is approved and adopted by the Authority this 20th <br />day of May, 2004. <br />/ ~ou~hern California Public <br />Power Authority <br />ATTEST: <br />Southern ~alifornia?F%blic <br />Power Authority