Exhibit 4(c)
PPL ELECTRIC UTILITIES CORPORATION
TO
THE BANK OF NEW YORK MELLON
(as successor to JPMorgan Chase
Bank, N.A.
(formerly known as The Chase
Manhattan Bank)),
Trustee
_____________________________
Supplemental Indenture No. 9
Dated as of October 1,
2008
_____________________________
Supplemental to the
Indenture
dated as of August 1,
2001
_____________________________
Establishing Terms
of
Senior Secured Bonds, Variable
Rate Pollution Control Series 2008
Supplemental Indenture No.
9
SUPPLEMENTAL INDENTURE No. 9, dated as of the
1st day of October, 2008 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 (as successor to JPMorgan Chase Bank, N.A.), 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. 9 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 an eleventh series of
Securities, such series of Securities to be hereinafter sometimes
called “Securities of the Eleventh 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 Eleventh
Series. The Company has duly authorized the execution
and delivery of this Supplemental Indenture No. 9 to establish the
designation and certain terms of the Securities of the Eleventh
Series and has duly authorized the issuance of such Securities; and
all acts necessary to make this Supplemental Indenture No. 9 a
valid agreement of the Company, and to make the Securities of the
Eleventh Series valid obligations of the Company, have been
performed.
NOW, THEREFORE, THIS SUPPLEMENTAL INDENTURE NO.
9 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 Eleventh Series, as
follows:
ARTICLE ONE.
Eleventh Series Of
Securities
SECTION 101.
There is hereby created a series of
Securities designated “Senior Secured Bonds, Variable Rate
Pollution Control Series 2008” and the Securities of such
series shall have the terms provided therefor in this Article One
of this Supplemental Indenture No. 9, shall be limited in aggregate
principal amount (except as contemplated in Section 301(b) of the
Original Indenture) to $90,000,000, and shall have such terms as
are hereby established for such Securities of the Eleventh Series
as contemplated in Section 301 of the Original
Indenture. The form or forms and additional terms of the
Securities of the Eleventh Series shall be established in an
Officer’s Certificate of the Company, as contemplated by
Section 201 of the Original Indenture.
So long as any Securities of the Eleventh Series
shall remain Outstanding, each of the following shall be an
additional covenant of the Company under the Indenture:
(a) After the date of
the first authentication of Securities of the Eleventh Series, the
Company shall not issue additional Class A Bonds under the PPL 1945
Mortgage except for Class A Bonds (i) to replace mutilated,
destroyed, lost or stolen Class A Bonds of the same series or to
effect transfers, exchanges, or partial redemptions, payments or
retirements of Class A Bonds; (ii) to be delivered to the Trustee
under the Indenture; or (iii) to refund or refinance outstanding
Class A Bonds.
(b) The Securities of
the Eleventh Series shall have the benefit of the covenant of the
Company contained in Section 707 of the Indenture.
(c) The Company shall
notify the Holders of the Securities of the Eleventh Series of the
discharge of the Lien of the Indenture
