Exhibit 4(b)
PPL ELECTRIC UTILITIES
CORPORATION
TO
THE BANK OF NEW YORK
MELLON,
Trustee
_____________________________
Supplemental Indenture No.
10
Dated as of May 1,
2009
_____________________________
Supplemental to the
Indenture
dated as of August 1,
2001
_____________________________
Establishing Terms
of
First Mortgage Bonds, 6.25%
Series due 2039
Supplemental
Indenture No. 10
SUPPLEMENTAL INDENTURE No. 10, dated as of the
1st day of May, 2009, made and entered into by and between PPL
ELECTRIC UTILITIES CORPORATION, a corporation of the Commonwealth
of Pennsylvania, having its principal corporate offices at Two
North Ninth Street, Allentown, Pennsylvania 18101 (hereinafter
sometimes called the “Company”), and THE BANK OF NEW
YORK MELLON, a New York banking corporation, having its corporate
trust office at 101 Barclay Street, 4th Floor, New York, New York
10286 (hereinafter sometimes called the “Trustee”), as
Trustee under the Indenture, dated as of August 1, 2001
(hereinafter called the “Original Indenture”), this
Supplemental Indenture No. 10 being supplemental
thereto. The Original Indenture and any and all
indentures and instruments supplemental thereto are hereinafter
sometimes collectively called the
“Indenture.”
RECITALS OF THE
COMPANY
The Original Indenture was authorized, executed
and delivered by the Company to provide for the issuance from time
to time of its Securities (such term and all other capitalized
terms used herein without definition having the meanings assigned
to them in the Original Indenture), to be issued in one or more
series as contemplated therein, and to provide security for the
payment of the principal of and premium, if any, and interest, if
any, on such Securities.
The Company has heretofore executed and
delivered to the Trustee Supplemental Indentures for the purposes
recited therein and for the purpose of creating series of
securities as set forth in Schedule A hereto.
Pursuant to Article Three of the Original
Indenture, the Company wishes to establish a twelfth series of
Securities, such series of Securities to be hereinafter sometimes
called “Securities of the Twelfth Series.”
As contemplated in Section 301 of the Original
Indenture, the Company further wishes to establish the designation
and certain terms of the Securities of the Twelfth
Series. The Company has duly authorized the execution
and delivery of this Supplemental Indenture No. 10 to establish the
designation and certain terms of the Securities of the Twelfth
Series and has duly authorized the issuance of such Securities; and
all acts necessary to make this Supplemental Indenture No. 10 a
valid agreement of the Company, and to make the Securities of the
Twelfth Series valid obligations of the Company, have been
performed.
In addition, the Issuer has identified defective
cross-references in Sections 104(b)(ii)(3) and 1603(b)(ii)(10) of
the Original Indenture and wishes to make corrections pursuant to
Section 1301(l) of the Original Indenture.
NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE NO.
10 WITNESSETH, that, for and in consideration of the premises and
of the purchase of the Securities by the Holders thereof, it is
mutually covenanted and agreed, for the equal and proportionate
benefit of the Holders of the Securities of the Twelfth Series, as
follows:
ARTICLE ONE.
Twelfth Series Of
Securities
SECTION 101.
There is hereby created a series of
Securities designated “First Mortgage Bonds, 6.25% Series due
2039,” and the Securities of such series shall have the terms
provided therefor in this Article One of this Supplemental
Indenture No. 10, shall be limited in aggregate principal amount
(except as contemplated in Section 301(b) of the Original
Indenture) to $300,000,000, and shall have such terms as are hereby
established for such Securities of the Twelfth Series as
contemplated in Section 301 of the Original
Indenture. The form or forms and additional terms of the
Securities of the Twelfth Series shall be established in an
Officer’s Certificate of the Company, as contemplated by
Section 201 of the Original Indenture.
SECTION 102.
Covenants.
So long as any
Securities of the Twelfth Series shall remain Outstanding, the
following shall be an additional covenant of the Company under the
Indenture: So long as any Securities of the Twelfth
Series shall remain Outstanding, the Company shall not cause or
permit the Release Date to be established, as contemplated in
Section 1811 of the Original Indenture.
SECTION 103.
Satisfaction and
Discharge. The Company hereby agrees that, if
the Company shall make any deposit of money and/or Eligible
Obligations with respect to any Securities of the Twelfth Series,
or any portion of the principal amount thereof, as contemplated by
Section 801 of the Indenture, the Company shall not deliver an
Officer’s Certificate described in clause (z) in the first
paragraph of said Section 801 unless the Company shall also deliver
to the Trustee, together with such Officer’s Certificate,
either:
