Exhibit 24.02

POWER OF ATTORNEY

WHEREAS, OKLAHOMA GAS AND ELECTRIC COMPANY, an Oklahoma corporation (herein referred to as the “Company”), is to file with the Securities and Exchange Commission, under the provisions of the Securities Act of 1933, as amended, one or more Registration Statements on Form   S-3 (or such other appropriate form) relating to the issuance and sale of an indeterminate amount of securities of the Company, which may include unsecured long-term debt securities.

WHEREAS, each of the undersigned holds the office or offices in the Company herein below set forth opposite his or her name, respectively.

NOW, THEREFORE, each of the undersigned hereby constitutes and appoints Peter B. Delaney, Sean Trauschke and H. Scott Forbes and each of them individually, his or her attorney, with full power to act for him or her and in his or her name, place and stead, to sign his or her name in the capacity or capacities set forth below to the Form S-3 Registration Statements (or such other appropriate form) relating to the issuance and sale of an indeterminate amount of securities of the Company, which may include unsecured long-term debt securities, and to any and all amendments (including post-effective amendments) to such Registration Statements, and hereby ratifies and confirms all that said attorney may or shall lawfully do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the undersigned have hereunto set their hands this 17th day of February, 2010.

Peter B. Delaney, Director and Principal           Executive Officer	/ s /  Peter B. Delaney
Wayne H. Brunetti, Director	/ s /  Wayne H. Brunetti
Luke R. Corbett, Director	/ s /  Luke R. Corbett
John D. Groendyke, Director	/ s /  John D. Groendyke
Kirk Humphreys, Director	/ s /  Kirk Humphreys
Robert Kelley, Director	/ s /  Robert Kelley
Linda Petree Lambert, Director	/ s /  Linda P. Lambert
Robert O. Lorenz, Director	/ s /  Robert O. Lorenz
Leroy C. Richie, Director	/ s /  Leroy C. Richie
J. D. Williams, Director	/ s /  J. D. Williams
Sean Trauschke, Principal Financial Officer	/ s /  Sean Trauschke
H. Scott Forbes, Principal Accounting Officer	/ s /  Scott Forbes

STATE OF OKLAHOMA        )

                                                  )  SS

COUNTY OF OKLAHOMA   )

On the date indicated above, before me, Sharon M. Whiting, Notary Public in and for said County and State, personally appeared the above named directors and officers of OKLAHOMA GAS AND ELECTRIC COMPANY, an Oklahoma corporation, and known to me to be the persons whose names are subscribed to the foregoing instrument, and they severally acknowledged to me that they executed the same as their own free act and deed.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the 17th day of February, 2010.

     /s/  Sharon M. Whiting             

           Sharon M. Whiting             

Notary Public in and for the County

  of Oklahoma, State of Oklahoma

My Commission Expires:

February 17, 2014