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[Roll Call Vote] <br />RESOLUTION NO. 2000-25 <br />RESOLUTION OF THE BOARD OF DIRECTORS OF SOUTHERN <br />CALIFORNIA PUBLIC POWER AUTHORITY AUTHORIZING (I) THE <br />EXECUTION AND DELIVERY OF AN AGmEMENT WITH (A)THE <br />AUTHORITY'S FINANCIAL ADVISOR FOR SERVICES RELATTNG TO <br />THE FREE UP OF MONEYS ON DEPOSIT IN THE DEBT SERVICE <br />RESERVE ACCOUNT OF THE SENIOR LIEN INDENTURE OF TRUST <br />RELATING TO THE SOUTHERN TRANSMISSION SYSTEM PROJECT <br />AND (B) BONDHOLDER COMMUNICATIONS GROUP FOR SERVICES <br />RELATING TO OBTMNTNG BONDOWNER CONSENT IN ORDER TO <br />EFFECT SUCH FREE UP OF MONEYS, (1I)THE OBTAINING OF <br />MUNICIPAL BOND INSURANCE AND (111) THE OFFICERS OF THE <br />AUTHORITY TO DO ALL THINGS DEEMED NECESSARY OR <br />DESIRABLE <br />WHEREAS, on July 20, 2000, the Board of Directors of the Southern California <br />Public Power Authority (the "Authority") authorized, among other things, the preparation of <br />certain instruments and documents and the taking of certain actions necessary or desirable for <br />(i) freeing up moneys on deposit in the Debt Service Reserve Account of the senior lien <br />Indenture of Trust, dated as of May 1, 1983, relating to the Southern Transmission System <br />Project (as amended and supplemented, the "Senior STS Indenture") and (ii) obtaining the <br />consent of the applicable portion of bondowners whose bonds are secured by the Senior STS <br />Indenture (the "STS Senior Bondowners"), in order to amend the Senior STS Indenture to effect <br />the free up of such moneys in the Debt Service Reserve Account; and <br />WHEREAS, the Board of Directors of the Authority desires to enter into certain <br />service agreements and to authorize the taking of certain other actions relating to the foregoing; <br />and <br />WHEREAS, the Authority intends to pay (or reimburse itself for) all fees, costs <br />and expenses incurred in connection with the free up of moneys in the Debt Service Reserve <br />Account of the Senior STS Indenture from moneys so freed up. <br />NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the <br />Authority as follows: <br />1. Public Financial Management, Inc. ("PFM) is hereby authorized to <br />perform the services relating to the free up of moneys in the Debt Service Reserve Account of <br />the Senior STS Indenture as are described in the letter agreement between the Authority and <br />PFM in substantially the form attached hereto as Attachment A, and each of the President, the <br />Vice President and the Executive Director of the Authority is hereby authorized to execute and <br />deliver such letter agreement.