SUPPLEMENTAL INDENTURE
___________
Dated _____________, 199_
__________
WISCONSIN POWER AND LIGHT COMPANY
TO
FIRSTAR TRUST COMPANY
AND ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
AS TRUSTEES
__________
(SUPPLEMENTAL TO THE INDENTURE OF MORTGAGE OR DEED OF
TRUST DATED AUGUST 1, 1941, EXECUTED BY WISCONSIN
POWER AND LIGHT COMPANY TO FIRST WISCONSIN
TRUST COMPANY AND ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇,
AS TRUSTEES)
__________
(PROVIDING FOR FIRST MORTGAGE BONDS, SERIES __
DUE ____________, ____)
REAL ESTATE TRANSFER TAX DOES NOT APPLY [77.25(10)]
THIS SUPPLEMENTAL INDENTURE, dated ___________, 199_, [but
actually executed ___________, 199_,] made and entered into by and between
WISCONSIN POWER AND LIGHT COMPANY, a corporation organized and existing
under the laws of the State of Wisconsin (hereinafter referred to as the
"Company"), and FIRSTAR TRUST COMPANY (f/k/a First Wisconsin Trust
Company), also a corporation organized and existing under the laws of the
State of Wisconsin and having its principal office or place of business in
the City of Milwaukee, State of Wisconsin (hereinafter referred to as the
"Trustee"), and ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, of the City of Milwaukee, State of
Wisconsin (successor to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇.), as Trustees under the
Indenture of Mortgage or Deed of Trust dated August 1, 1941, as amended by
the Supplemental Indentures dated, respectively, January 1, 1948,
September 1, 1948, June 1, 1950, April 1, 1951, April 1, 1952, September
1, 1953, October 1, 1954, March 1, 1959, May 1, 1962, August 1, 1968, June
1, 1969, October 1, 1970, July 1, 1971, April 1, 1974, December 1, 1975,
May 1, 1976, May 15, 1978, August 1, 1980, January 15, 1981, August 1,
1984, January 15, 1986, June 1, 1986, August 1, 1988, December 1, 1990,
September 1, 1991, October 1, 1991, March 1, 1992, May 1, 1992, June 1,
1992 and July 1, 1992 (said Indenture, as so amended, being hereinafter
referred to as the "Indenture") heretofore executed and delivered by the
Company to the Trustees under the Indenture (hereinafter referred to as
the "Trustees" or the "Trustees under the Indenture"):
WITNESSETH :
WHEREAS, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇. has resigned as Co-Trustee under
the Indenture, and, in accordance with the provisions of Article XV of the
Indenture, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ has been appointed and is now the duly
constituted and acting Co-Trustee under the Indenture; and
WHEREAS, the Company, by resolutions of its Board of Directors
duly adopted, has determined forthwith to issue an additional series of
bonds to be secured by the Indenture, as hereby amended, to be known and
designated as First Mortgage Bonds, Series __ (hereinafter sometimes
referred to as the "bonds of Series __"), and to be authenticated and
issued only as registered bonds without coupons; and
WHEREAS, on or subsequent to _________ __, ____,the Company has
constructed or acquired certain additional properties which are subject in
any event to the lien and effect of the Indenture; and
WHEREAS, the Company desires, in accordance with the provisions
of Section 6(e) of Article II and Article XVI of the Indenture, to execute
this supplemental indenture for the purpose of (i) specifically conveying
to the Trustees upon the trusts and for the purposes of the Indenture, as
hereby amended, all such additional properties so constructed or acquired
by the Company and now owned by it, except property of the character of
that expressly excepted and excluded from the lien of the Indenture, and
(ii) creating the bonds of Series __; and
WHEREAS, the execution and delivery by the Company of this
supplemental indenture have been duly authorized by the Board of Directors
and the Pricing Committee of the Board of Directors of the Company; and
the Company has requested and hereby requests, the Trustees to enter into
and join with the Company in the execution and delivery of this
supplemental indenture; and
WHEREAS, the bonds of Series __ are to be authorized,
authenticated and issued only in the form of registered bonds without
coupons, and each of such bonds shall be substantially in the following
form, to wit:
(FORM OF FACE OF BOND OF SERIES __)
No. $
WISCONSIN POWER AND LIGHT COMPANY
FIRST MORTGAGE BOND, SERIES __
DUE ____________, ____
Wisconsin Power and Light Company, a Wisconsin corporation
(hereinafter called the "Company"), for value received, hereby promises to
pay to _______________________ or registered assigns, the principal sum of
_______________ Dollars on the _______ day of ________, ____, and to pay
to the registered owner interest on said sum from the date hereof, at the
rate of ____ per centum per annum, payable half-yearly on the _____ day of
______ and the ______ day of ________ in each year, until said principal
sum is paid. The interest so payable on any _________ or _________ shall
be paid (subject to certain exceptions provided in the Indenture
hereinafter referred to) to the person in whose name this bond is
registered at the close of business on the immediately preceding ________
or _________ as the case may be. Both the principal of and interest on
this bond shall be payable, in any coin or currency of the United States
of America which at the time of payment is legal tender for public and
private debts, at the office or agency of the Company in the City of
Milwaukee, State of Wisconsin, or, at the option of the registered owner,
at the office or agency of the Company in the Borough of Manhattan, The
City of New York, State of New York. At the option of the Company, the
interest on this bond shall be payable by check mailed to the registered
owner.
The provisions of this bond are continued on the reverse hereof
and such continued provisions shall for all purposes have the same effect
as though fully set forth at this place.
This bond shall not be valid or become obligatory for any
purpose unless and until it shall have been authenticated by the execution
by or on behalf of the Trustee or its successor in trust under the
Indenture of the Trustee's Certificate in either form endorsed hereon.
IN WITNESS WHEREOF, Wisconsin Power and Light Company has caused
this bond to be executed in its name by the manual or facsimile signature
of its President or one of its Vice Presidents, and its corporate seal or
a facsimile thereof to be hereto affixed or imprinted hereon and attested
by the manual or facsimile signature of its Secretary or one of its
Assistant Secretaries.
Dated as of __________________.
WISCONSIN POWER AND LIGHT COMPANY
By: _________________________________
President
ATTEST:
_____________________
Secretary
(FORM OF REVERSE OF BOND OF SERIES __)
This bond is one of the bonds issued and to be issued from time
to time under and in accordance with and all secured by the indenture of
mortgage or deed of trust dated August 1, 1941 between the Company and
Firstar Trust Company (f/k/a First Wisconsin Trust Company) (hereinafter
referred to as the "Trustee") and ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, as Trustees, as
heretofore amended and supplemented, including by an indenture
supplemental thereto dated ___________, 199_ creating the series in which
this bond is issued (said indenture of mortgage as so amended and
supplemented being hereinafter referred to as the "Indenture"). Reference
to the Indenture and to all supplemental indentures, if any, hereafter
executed pursuant to the Indenture is hereby made for a description of the
property mortgaged and pledged, the nature and extent of the security, the
rights of the holders and registered owners of said bonds and of the
Trustees and of the Company in respect of such security and the terms and
conditions upon which the Indenture may be amended, modified or altered
with and without the consent of the holders and registered owners of said
bonds. By the terms of the Indenture the bonds to be secured thereby are
issuable in series which may vary as to date, amount, date of maturity,
rate of interest, redemption provisions, medium of payment and in other
respects as in the Indenture provided. [At the option of the Company and
upon the notice and in the manner and with the effect provided in the
Indenture, bonds of Series __, of which this is one, may be redeemed as a
whole at any time, or in part from time to time, at the redemption price,
expressed as a percentage of the principal amount of the bonds hereinafter
stated under "General Redemption Prices," in effect at the date fixed for
redemption, together with accrued interest to such date on the bonds to be
redeemed:
If Redeemed If Redeemed
During the General During the General
12 Months Redemption 12 Months Redemption
Beginning Prices Beginning Prices
(The redemption prices and redemption periods set forth in Article I
of this supplemental indenture are incorporated in and made a part of
this form of bond by reference thereto, and shall be inserted at this
point in each bond of Series __)
provided, that none of the bonds of Series __ may be redeemed prior to
____________, ____ if such redemption is for the purpose of refunding or
is in anticipation of the refunding of such bonds by or in anticipation of
the incurring by the Company of any debt having an interest cost to the
Company of less than _____% per annum, the term "interest cost" meaning
the annual percentage yield to stated maturity of such debt at the net
price to the Company therefor, determined by reference to a standard table
of bond yields, using straight-line interpolation if necessary, such net
price to the Company to be determined after allowing for all underwriting
or other discounts, commissions, commitment charges and other compensation
received or receivable directly from the Company on account of the
incurring of such debt.]
In case of certain events of default specified in the Indenture,
the principal of this bond may be declared or may become due and payable
in the manner and with the effect provided in the Indenture. No recourse
shall be had for the payment of the principal of or interest on this bond,
or for any claim based hereon, or otherwise in respect hereof or of the
Indenture or any indenture supplemental thereto, to or against any
incorporator, stockholder, officer or director, past, present or future,
of the Company, or of any predecessor or successor corporation, either
directly or through the Company, or such predecessor or successor
corporation, under any constitution or statute or rule of law, or by the
enforcement of any assessment or penalty, or otherwise, all such liability
of incorporators, stockholders, directors and officers being waived and
released by the registered owner hereof by the acceptance of this bond and
being likewise waived and released by the terms of the Indenture. This
bond is transferable by the registered owner hereof, in person or by
attorney duly authorized, at the principal office or place of business of
the Trustee under the Indenture, or, at the option of the registered
owner, at the office or agency of the Company in the Borough of Manhattan,
The City of New York, State of New York, upon the surrender and
cancellation of this bond and the payment of any stamp tax or other
governmental charge, and upon any such transfer a new registered bond or
bonds of the same series and maturity date and for the same aggregate
principal amount will be issued to the transferee in exchange herefor;
provided, that (a) in the event of the redemption of all of the bonds of
Series __, the Company shall not be required to register the exchange or
transfer of any bonds of said series after the opening of business ten
(10) days next preceding the day of the giving of the relevant notice of
redemption as provided in the Indenture and (b) in the event of the
redemption of less than all of the bonds of Series __, the Company shall
not be required to register the exchange or transfer of any bonds of said
series during the period beginning at the opening of business ten (10)
days next preceding any date for selection of bonds of said series to be
called for redemption and ending at the close of business on the day of
the giving of the relevant notice of redemption as provided in the
Indenture, and, as to bonds of said series selected for redemption, from
and after the date of such selection.
AND WHEREAS, on each of the bonds of Series __ (whether in
temporary or definitive form) there is to be endorsed a certificate of the
Trustee substantially in the following form, to wit:
TRUSTEE'S CERTIFICATE
This bond is one of the bonds of the series designated therein,
issued under the within mentioned Indenture.
FIRSTAR TRUST COMPANY,
as Trustee
By: __________________________________
Authorized Officer
or
TRUSTEE'S CERTIFICATE
This bond is one of the bonds of the series designated therein,
issued under the within mentioned Indenture.
FIRSTAR TRUST COMPANY,
as Trustee
By: BANKERS TRUST COMPANY,
Authenticating Agent
By:___________________________
Authorized Officer
NOW, THEREFORE, in consideration of the premises and of the sum
of One Dollar ($1.00) duly paid by the Trustees to the Company, and of
other good and valuable considerations, the receipt whereof is hereby
acknowledged, and for the purpose of further assuring to the Trustees
under the Indenture their title to, or lien upon, the property hereinafter
described, under and pursuant to the terms of the Indenture, as hereby
amended, and for the purpose of further securing the due and punctual
payment of the principal of and interest and the premium, if any, on all
bonds which have been heretofore or shall be hereafter issued under the
Indenture and indentures supplemental thereto and which shall be at any
time outstanding thereunder and secured thereby, and for the purpose of
securing the faithful performance and observance of all the covenants and
conditions set forth in the Indenture and/or in any indenture supplemental
thereto, the Company has given, granted, bargained, sold, transferred,
assigned, pledged, mortgaged, warranted the title to and conveyed, and by
these presents does hereby give, grant, bargain, sell, transfer, assign,
pledge, mortgage, warrant the title to and convey unto FIRSTAR TRUST
COMPANY and ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, as Trustees under the Indenture as therein
provided, and their successors in trusts thereby created, and to their
assigns, all the right, title and interest of the Company in and to any
and all lines, plants, premises, property, leases and leaseholds,
franchises, permits, rights and powers of every kind and description, real
and personal, which, in most instances, have been constructed or acquired
by the Company on or subsequent to _________ __, ____, and which at the
date hereof are owned by the Company, together with the rents, issues,
products and profits therefrom, excepting, however, and there is hereby
expressly reserved from the lien and effect of the Indenture and of this
supplemental indenture, all the right, title and interest of the Company,
now owned or hereafter acquired, in and to (a) all cash, bonds, shares of
stock, obligations and other securities not deposited with the Trustee or
Trustees under the Indenture, (b) all accounts and bills receivable,
judgments (other than for the recovery of real property or establishing a
lien or charge thereon or right therein) and choses in action not
specifically assigned to and pledged with the Trustee or Trustees under
the Indenture, (c) all tangible personal property held by the Company for
sale, lease, rental or consumption in the ordinary course of business, (d)
the last day of each of the demised terms created by any lease of property
now or hereafter leased to the Company and under each and every renewal of
any such lease, the last day of each and every such demised term being
hereby expressly reserved to and by the Company, and (e) all gas, oil and
other minerals existing upon, within or under any real estate of the
Company hereby conveyed and which is subject to the lien of the Indenture,
as hereby amended.
Without in any way limiting or restricting the generality of the
foregoing description, or the foregoing exceptions and reservations, the
Company hereby expressly gives, grants, bargains, sells, transfers,
assigns, pledges, mortgages, warrants the title to and conveys unto the
Trustees, upon the trusts and for the purposes of the Indenture, as hereby
amended, the properties described in SCHEDULE A to this supplemental
indenture, which SCHEDULE A is incorporated herein by reference with the
same force and effect as if set forth herein at length, and which
properties, in most instances, have been constructed or acquired by the
Company on or subsequent to _________ __, ____, and which at the date
hereof are owned by the Company, together with the tenements,
hereditaments and appurtenances thereunto belonging or appertaining.
TO HAVE AND TO HOLD all said lines, plants, property, premises,
rights and interests described in said SCHEDULE A and conveyed, assigned,
pledged or mortgaged, or intended to be conveyed, assigned, pledged or
mortgaged, together with the rents, issues, products and profits
therefrom, unto said FIRSTAR TRUST COMPANY and ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, as
Trustees under the Indenture, as hereby amended, and unto their successor
or successors in trust, and their assigns forever, BUT IN TRUST,
NEVERTHELESS, upon the trusts and for the purposes and subject to all the
terms, conditions, provisions and restrictions of the Indenture, as hereby
amended.
And upon the considerations and for the purposes aforesaid and
in order, pursuant to the terms of the Indenture, to provide for the
issuance under the Indenture, as hereby amended, of the bonds of Series __
and to fix the terms, provisions and characteristics of the bonds of said
Series and the aggregate principal amount of bonds of said Series that may
be outstanding at any one time under and secured by the Indenture, as
hereby amended, and in order to modify and amend the Indenture in the
particulars and to the extent hereinafter in this supplemental indenture
specifically provided, the Company hereby covenants and agrees with the
Trustees, as follows:
ARTICLE I
A series of bonds issuable under the Indenture, as hereby
amended, and to be known and designated as "First Mortgage Bonds, Series
__", is hereby created and authorized. The aggregate principal amount of
bonds of Series __ that may be at any one time outstanding under and
secured by the Indenture, as hereby amended (excluding the principal
amount of any substitute bond or bonds issued pursuant to Section 13 of
Article I of the Indenture on account of any lost or destroyed bond or
bonds not surrendered to the Trustee for cancellation), shall not exceed
____________ Million Dollars ($_______________). The bonds of Series __
shall be substantially in the form hereinbefore recited. Each bond of
said Series shall be due and payable ___________, ____; shall be dated in
accordance with the provisions of Section 1 of Article I of the Indenture,
and, subject to the exception set forth in said Section 1 of Article I of
the Indenture, if issued prior to the occurrence of the first interest
payment day thereof to which interest was paid, shall be dated
____________, 199_; subject to the exceptions set forth in Section 1 of
Article I of the Indenture, shall bear interest from the date thereof at
the rate of _____ per centum (__%) per annum, payable half-yearly on the
_______ day of ______ and the _____ day of __________ in each year to the
respective persons in whose names such bonds are registered on the
applicable record date provided in this Article I; shall be payable as to
principal and interest, in any coin or currency of the United States of
America which at the time of payment is legal tender for public and
private debts, at the office or agency of the Company in the City of
Milwaukee, State of Wisconsin, or, at the option of the registered owner,
at the office or agency of the Company in the Borough of Manhattan, The
City of New York, State of New York; and, at the option of the Company,
shall be payable as to interest by check.
The record date with respect to any interest payment day (other
than an interest payment day for the payment of defaulted interest)
applicable to the bonds of Series __ shall be the _______ or __________,
as the case may be, next preceding such interest payment day.
[At the option of the Company and upon the notice and in the
manner and with the effect provided in the Indenture, as hereby amended,
bonds of Series __ may be redeemed as a whole at any time, or in part from
time to time, at the redemption price, expressed as a percentage of the
principal amount of the bonds hereinafter stated under "General Redemption
Prices," in effect at the date fixed for redemption, together with accrued
interest to such date on the bonds to be redeemed:
If Redeemed If Redeemed
During the General During the General
12 Months Redemption 12 Months Redemption
Beginning Prices Beginning Prices
[1997 % %
1998
1999
2000
Etc.]
provided, that none of the bonds of Series __ may be redeemed prior to
_________, ____ if such redemption is for the purpose of refunding or is
in anticipation of the refunding of such bonds by or in anticipation of
the incurring by the Company of any debt having an interest cost to the
Company of less than ____% per annum, the term "interest cost" meaning the
annual percentage yield to stated maturity of such debt at the net price
to the Company therefor, determined by reference to a standard table of
bond yields, using straight-line interpolation if necessary, such net
price to the Company to be determined after allowing for all underwriting
or other discounts, commissions, commitment charges and other compensation
received or receivable directly from the Company on account of the
incurring of such debt.]
[The foregoing redemption prices and redemption periods shall be
set forth in each bond of Series __ prior to the execution and
authentication thereof.]
[Notice of redemption of any bonds of Series __ shall be given
as provided in Article V of the Indenture, except that notice need be
given only by mail and not by publication. If given only by mail, the
mailing of such notice shall be a condition precedent to redemption,
provided that any notice which is mailed in accordance with said Article
shall be conclusively presumed to have been duly given whether or not the
holders received such notice, and failure to give notice by mail, or any
defect in such notice, to the holder of any such bond designated for
redemption in whole or in part shall not affect the validity of the
redemption of any other such bond.]
The bonds of Series __ shall, from time to time, be executed on
behalf of the Company, and sealed with the corporate seal of the Company,
in the manner provided in Section 6 of Article I of the Indenture, as
follows: (a) bonds of said Series executed on behalf of the Company by its
President, a Vice President, its Secretary or an Assistant Secretary may
be so executed by the facsimile signature of such President, Vice
President, Secretary or Assistant Secretary, as the case may be, of the
Company or of any person or persons who shall have been such officer or
officers, as the case may be, of the Company on or subsequent to the date
of this supplemental indenture, notwithstanding that he or they may have
ceased to be such officer or officers of the Company at the time of the
actual execution, authentication, issue or delivery of any of such bonds
of said Series, and any such facsimile signature or signatures of any such
officer or officers on any of such bonds shall constitute execution of
such bonds on behalf of the Company by such officer or officers of the
Company for the purposes of the Indenture, as hereby amended, and shall be
valid and effective for all purposes, provided, that all bonds of said
Series shall always be executed on behalf of the Company by the signature,
manual or facsimile, of its President or a Vice President and of its
Secretary or an Assistant Secretary, and (b) such corporate seal of the
Company may be facsimile, and any bonds of Series __ on which such
facsimile seal shall be affixed, impressed, imprinted or reproduced shall
be deemed to be sealed with the corporate seal of the Company for the
purposes of the Indenture, as hereby amended, and such facsimile shall be
valid and effective for all purposes.
Bonds of Series __ are exchangeable and transferable in the
manner and upon the conditions prescribed in the Indenture, as hereby
modified, and without charge therefor, except for any stamp tax or other
governmental charge[; provided, that (a) in the event of the redemption of
all of the bonds of Series __, the Company shall not be required to
register the exchange or transfer of any bonds of said series after the
opening of business ten (10) days next preceding the day of the giving of
the relevant notice of redemption as provided in the Indenture, as hereby
amended, and (b) in the event of the redemption of less than all of the
bonds of Series __, the Company shall not be required to register the
exchange or transfer of any bonds of said series during the period
beginning at the opening of business ten (10) days next preceding any date
for selection of bonds of said series to be called for redemption and
ending at the close of business on the day of the giving of the relevant
notice of redemption as provided in the Indenture, as hereby amended, and,
as to bonds of said series selected for redemption from and after the date
of such selection].
ARTICLE II
SECTION 1. The provisions of this supplemental indenture
shall become and be effective from and after the execution hereof; and the
Indenture, as hereby amended, shall remain in full force and effect.
SECTION 2. Each reference in the Indenture or in this
supplemental indenture to any article, section, term or provision of the
Indenture shall mean and be deemed to refer to such article, section, term
or provision of the Indenture, as amended by this supplemental indenture,
except where the context otherwise indicates.
SECTION 3. All the covenants, provisions, stipulations and
agreements in this supplemental indenture contained are and shall be for
the sole and exclusive benefit of the parties hereto, their successors and
assigns, and of the holders and registered owners from time to time of the
bonds and of the coupons issued and outstanding from time to time under
and secured by the Indenture, as hereby amended.
This supplemental indenture may be simultaneously executed in
any number of counterparts and all said counterparts executed and
delivered, each as an original, shall constitute but one and the same
instrument.
At the time of the execution of this supplemental indenture, the
aggregate principal amount of all indebtedness of the Company outstanding,
or to be presently outstanding, under and secured by the Indenture, as
hereby amended, is $_____________________ consisting of and represented by
First Mortgage Bonds of the Company as follows:
Interest Principal
Series Rate Maturity Date Amount
L 6-1/4% August 1, 1998 8,899,000
1984 A * August 1, 2014 8,500,000
1988 A * August 1, 2015 14,600,000
V 9-3/10% December 1, 2025 27,000,000
1991 A * September 1, 2015 16,000,000
1991 B * September 1, 2005 16,000,000
1991 C * October 1, 2000 1,000,000
1991 D * October 1, 2000 875,000
W 8-6/10% March 15, 2027 90,000,000
X 7-3/4% June 1, 2004 62,000,000
Y 7-6/10% July 1, 2005 72,000,000
Z 6-1/8% July 15, 1997 55,000,000
__ ____% ___________, ____ ____________**
__________
* If variable, not greater than 13%, and, if fixed, not greater than
15%.
** To be presently issued by the Company.
IN WITNESS WHEREOF, said Wisconsin Power and Light Company has
caused this instrument to be executed in its corporate name by its
President, a Senior Vice President or a Vice President and its corporate
seal to be hereunto affixed and to be attested and countersigned by its
Corporate Secretary or an Assistant Corporate Secretary, and said Firstar
Trust Company, for the purpose of entering into and joining with the
Company in the execution of this supplemental indenture, has caused this
instrument to be executed in its corporate name by its President, a Vice
President or an Assistant Vice President and its corporate seal to be
hereunto affixed and to be attested and countersigned by its Secretary or
an Assistant Secretary, and said ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, for the purpose of
entering into and joining with the Company in the execution of this
supplemental indenture, has signed and sealed this instrument, in several
counterparts, all as of the day and year first above written.
WISCONSIN POWER AND LIGHT COMPANY
By:______________________________________
[Name]
[Vice President]
ATTEST AND COUNTERSIGNED:
By: ______________________ (CORPORATE SEAL)
[Name]
[Assistant] Corporate Secretary
FIRSTAR TRUST COMPANY
By: _______________________________________
[Name]
Vice President
ATTEST AND COUNTERSIGNED:
By: __________________ (CORPORATE SEAL)
[Name]
Assistant Secretary
________________________________(SEAL)
▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Executed in the presence of:
____________________________
____________________________
Witnesses
STATE OF WISCONSIN )
) SS.
COUNTY OF DANE )
Personally came before me, this _____ day of _________, 199_,
________________ and _________________, a [Vice President] and [a] [an
Assistant] Corporate Secretary, respectively, of the within-named
Wisconsin Power and Light Company, a corporation organized under the laws
of the State of Wisconsin, to me known to be the persons who executed the
foregoing instrument as such [Vice President] and [Assistant] Corporate
Secretary and to me known to be such [Vice President] and [Assistant]
Corporate Secretary of said corporation, and acknowledged that they
executed the foregoing instrument as such officers as the deed of such
corporation by its authority.
____________________________________
Notary Public, Dane County,
Wisconsin
My commission expires: _____________
(NOTARIAL SEAL)
STATE OF WISCONSIN )
) SS.
COUNTY OF MILWAUKEE )
Personally came before me, this _____ day of __________, 199_:
(a) ________________ and _________________, a Vice President
and an Assistant Secretary, respectively, of the within-named Firstar
Trust Company, a corporation organized under the laws of the State of
Wisconsin, to me known to be the persons who executed the foregoing
instrument as such Vice President and Assistant Secretary and to me known
to be such Vice President and Assistant Secretary of said corporation, and
acknowledged that they executed the foregoing instrument as such officers
as the deed of such corporation by its authority; and
(b) the within-named ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, to me known to be the
person who executed the foregoing instrument, and acknowledging the same.
______________________________________
Notary Public, Milwaukee County,
Wisconsin
My commission expires: _______________
(NOTARIAL SEAL)
This instrument was drafted by ▇▇▇▇▇▇▇ ▇. ▇▇▇▇ of the firm ▇▇▇▇▇
& ▇▇▇▇▇▇▇, attorneys-at-law, Milwaukee, Wisconsin.
SCHEDULE A
TO THE SUPPLEMENTAL INDENTURE DATED ___________, 199_
FROM WISCONSIN POWER AND LIGHT COMPANY
TO FIRSTAR TRUST COMPANY
AND ▇▇▇▇ ▇. ▇▇▇▇▇▇▇,
AS TRUSTEES
The properties of the Company which, in most instances, have been
constructed or acquired by the Company on or subsequent to _________ __,
____, referred to in the following Items First through __________ of the
foregoing Supplemental Indenture located in the counties of ▇▇▇▇▇,
Calumet, Columbia, ▇▇▇▇▇▇▇▇, ▇▇▇▇, Dodge, Fond du Lac, Grant, Green, Green
Lake, Iowa, Jackson, Jefferson, Juneau, Kenosha, Kewaunee, LaFayette,
Langlade, Manitowoc, Marathon, Marquette, Menominee, Monroe, Portage,
Richland, Rock, Sauk, Shawano, Sheboygan, ▇▇▇▇▇▇, Walworth, Waupaca,
Waushara, Winnebago and Wood, in the State of Wisconsin, are described as
follows:
First: