FORM OF SERIES Clause Samples

FORM OF SERIES. 2002-1 NOTES Section 6.1 Initial Issuance of Series 2002-1 Investor Notes. The Series 2002-1 Investor Notes are being offered and sold by the Issuer in a registered public offering pursuant to an Underwriting Agreement, dated _________, 2002, among the Issuer, VMS, PHH and J.P. Morgan Securities Inc. and First Union Securities, Inc., as the ▇▇▇▇▇▇▇▇▇▇▇ives of the underwriters.

FORM OF SERIES. 2021-1 SENIOR NOTES

FORM OF SERIES. A SECURITY The Series A Securities are to be in substantially the following form: [FORM OF FACE OF SERIES A SECURITY] SOUTHWESTERN PUBLIC SERVICE COMPANY % Deferrable Interest Subordinated Debenture, Series A, due 2036 No. A-___________ $ ---------------- SOUTHWESTERN PUBLIC SERVICE COMPANY, a corporation duly organized and existing under the laws of the State of New Mexico (herein called the "Company," which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to ________________, or registered assigns, the principal sum of ________ DOLLARS ($________) on September 1, 2036 and to pay interest on said principal sum from October 21, 1996 or from the most recent interest payment date (each such date, an "Interest Payment Date") to which interest has been paid or duly provided for, quarterly (subject to deferral as set forth herein) in arrears on March 1, June 1, September 1 and December 1 of each year, commencing December 1, 1996, at the rate of 7.85% per annum plus Additional Interest, if any, until the principal hereof shall have become due and payable, and on any overdue principal. The amount of interest payable for any period will be computed on the basis of twelve 30-day months and a 360-day year and, for any period shorter than a full monthly period, shall be computed on the basis of the actual

FORM OF SERIES. 2002-1 NOTES --------------------------- Section 7.1 Class A Notes.

FORM OF SERIES. A-1 NOTE 5.1 Form of Series A-1 Note. The Series A-1 Notes and the Series Trustee’s Certificate of Authentication to be endorsed thereon are to be substantially in the form attached hereto as Exhibit A. Following a Successful Remarketing pursuant to ARTICLE IX, the Series A-1 Notes and the Series Trustee’s Certificate of Authentication to be endorsed thereon shall be amended and restated substantially in the form attached hereto as Exhibit B.

FORM OF SERIES. 2021-1 NOTES Section 4.1 [RESERVED]. Section 4.2 Issuance of Series 2021-1 Class A-2 Notes. (a) The Series 2021-1 Class A-2-I Notes, Series 2021-1 Class A-2-II Notes and the Series 2021-1 Class A-2-III Notes may be offered and sold in the Series 2021-1 Class A-2 Initial Principal Amount on the Series 2021-1 Closing Date by the Issuer pursuant to the Series 2021-1 Class A-2 Note Purchase Agreement. The Series 2021-1 Class A-2 Notes will be resold initially only to the Issuer or its Affiliates or (A) in each case, to Persons who are not Competitors, (B) in the United States, to Persons who are QIBs, purchasing for their own account or the account of one or more other Persons, each of which is a QIB, in reliance on Rule 144A and (C) outside the United States, to Persons who are not a U.S. person (as defined in Regulation S) (a “U.S. Person”), purchasing for their own account or the account of one or more other Persons, each of which is not a U.S. Person, in reliance on Regulation S. The Series 2021-1 Class A-2 Notes may thereafter be transferred in reliance on Rule 144A and/or Regulation S and in accordance with the procedure described herein. The Series 2021-1 Class A-2 Notes will be Book-Entry Notes and DTC will be the Depository for the Series 2021-1 Class A-2 Notes. The Applicable Procedures shall be applicable to transfers of beneficial interests in the Series 2021-1 Class A-2 Notes. The Series 2021-1 Class A-2 Notes shall be issued in an authorized minimum denominations of $25,000 and in any whole number denomination in excess thereof.

FORM OF SERIES. 1996-2 NOTE Section 7.1. The Series 1996-2 Note will be issued in fully registered form without interest coupons (the "Variable Funding Note"), substantially in the form set forth in Exhibit A hereto, with such legend as may be applicable thereto as set forth in the Base Indenture, and will be issued initially to NFC and shall be duly executed by NFLP and authenticated by the Trustee in the manner set forth in Section 2.4 of the Base Indenture. The Variable Funding Note is not permitted to be transferred, assigned, exchanged or otherwise pledged or conveyed except to the NFC Collateral Agent pursuant to the NFC Collateral Agreement or otherwise in compliance with the terms of the Base Indenture. The Variable Funding Note shall bear a face amount equal to the Series 1996-2 Maximum Invested Amount. The Trustee shall, or shall cause the Registrar to, record any Increases or Decreases from time to time and all payments from time to time to the Series 1996-2 Noteholder in respect of the principal amount of the Series 1996-2 Note such that the Note Register accurately reflects the Series 1996-2 Invested Amount (and the outstanding principal amount of the Series 1996-2 Note) from time to time.

FORM OF SERIES. 8.08% DEBENTURES ------------------------------- SECTION 5.01. The Series 8.08% Debentures and the Trustee's Certificate of Authentication to be endorsed thereon are to be substantially in the following forms: (FORM OF FACE OF DEBENTURE) [IF THE DEBENTURE IS A GLOBAL DEBENTURE, INSERT: This Debenture is a Global Debenture within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of a Depositary. This Debenture is exchangeable for Debentures registered in the name of a Person other than the Depositary or its nominee only in the limited circumstances described in the Indenture, and no transfer of this Debenture (other than a transfer of this Debenture as a whole by the Depositary to a nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary) may be registered except in such limited circumstances. UNLESS THIS GLOBAL DEBENTURE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY DEBENTURE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITARY, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY A PERSON IS WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.] No.: $ CUSIP No.: 69366F 20 8 PAIN▇ ▇▇▇B▇▇ ▇▇▇UP INC.

FORM OF SERIES. 2008-1 Notes. The Series 2008-1 Notes shall be issued in fully registered form without interest coupons, substantially in the form set forth in Exhibit A.