TWENTY-EIGHTH (formerly, HARRIS WESTERN The TRUST Dated Kansas SUPPLEMENTAL as RESOURCES, July AND Trustee Power TO 1, SAVINGS and 1992 Light INC. Company) INDENTURE BANK Exhibit 4.40

. . .

Sec. Sec. Sec. Sec. Sec. General Grant Exceptions Habendum Granting Recitals Parties 5. 4. 3. 2. 1. in such. Note: Covenant Trust Clause and It The is Execution Form Form Form Form Denominations General Reservations Twenty-Sixth of Series Twenty-Sixth included DESCRIPTION Table exchange of of of of of and Trustee’s Trustee’s Bonds Bonds description Only Contents and Twenty-Seventh Series for Series Form of of of AND purposes Twenty-Seventh OF Certificate is Certificate the Bonds not of and of TABLE and TWENTY-SEVENTH Twenty-Sixth BONDS Bonds Temporary part Twenty-Seventh Twenty-Seventh of of of the Series convenience. ARTICLE of this OF OF Twenty-Sixth —I— the Supplemental Series and Bonds CONTENTS THE Series privilege I. TWENTY-SIXTH Series of Series the SERIES. Indenture and SERIES should not be considered PAGE 15 13 11 9 7 7 6 5 6 5 as 5 3 1 I

Sec. Sec. Sec. Sec. Sec. Sec. Sec. Sec. 3. 2. 3. 1. 2. 2. 1. 1. To To Title Notice Bonds Bonds Execution Limitations the release the release on redeemable redeemable Twenty-Sixth retire retire or electric gas to ISSUE after of of of mortgaged of of properties certain certain the the Redemption and all all as properties July prior at Twenty-Seventh Twenty-Sixth OF or or Series to Delivery any AND portions substantially portions substantially 1, principal BONDS to ADDITIONAL property 2002 time and maturity ‘TWENTY-SEVENTh of or Twenty-Seventh of of OF REDEMPTION. amount Bonds Series ARTICLE from ARTICLE ARTICLE Bonds Bonds all all Series THE of of time of are COVENANTS. upon upon TWENTY-SIXTH the are not to IV. III. II. time Series SERIES. SERIES PAG 18 17 16 16 16 16 16 15 ‘F .

Sec. Sec. Sec. Sec. 4. 3. 2. I. Reservation Reservation Facsimile Amendment Net Amendment Indenture Amendment Indenture charge Monies interest, Amendment to Section Bonds So subject of subject excess of additions property and acquistion Section the long earnings Twenty-Seventh AMENDMENTS USE PROPERTY RATIOS. issuable for of Original to deposited to 1 as depreciation Signatures to of so 60% additions not an depreciation an 3(a) of Bonds of OF of of of test--definition add Article of as of unfunded unfunded Right Right subject OF Articles covenants of definition on to definition FACSIMILE of Indenture property a AMENDMENT net with of substitute RIGHT Article basis Section not ADDITIONS by XII by the and bondable Series to Trustee Company III, Company subject prior OF prior only of an Twenty-Sixth subject of in of property VIII may TO 9 IV the of unfunded RATIO Sections net remain net 60% ARTICLE of lien SIGNATURES. lien, and net AMEND -UI- Original of not to under value 60% bondable bondable to to to for the an AND earnings notwithstanding OF XII be retirement an outstanding: Amend Amend OF of 14 unfunded of 80% Section Original prior withdrawn Series NET of unfunded net Indenture V. and property OF BONDS ARTICLE the value value whenever bondable available lien Article EARNINGS Article CERTAIN 16 Original 5(a) and Indenture RESERVATION prior of of of prior in ISSUABLE additions Article with of property minimum provisions property XV XV an XV. it for lien value Article Indenture lien appears amount respect of OTHER of TEST. IV Original Original not of additions III and TO in PAGE 22 22 21 21 19 19 19 19 18 18

ACKNOWLEDGMENTS DESCRIPTION TESTIMONIUM SIGNATURES Sec. Sec. Sec. Sec. Sec. Sec. 6. 5. 4. 3. 2. 1. AND Titles Execution Benefits Acceptance Parties Responsibility OF Supplemental and PROPERTIES coupons SEALS of to restricted Articles include in of counterparts and Trust Indenture MISCELLANEOUS not successors to Duty part parties of of Trust APPENDIX ARTICLE the and and -iv- Twenty-Eighth assigns to holders PROVISIONS. VI. A of Bonds PAC) 27 25 25 24 24 24 23 23 23 .

Sineenth Fifteenth Fourteenth Thirteenth Twelfth Eleventh Tenth Ninth Eighth Seventh Fifth Second Fourth Supplemental Called Indenture Hereinafter Supplemental outstanding provided there five twenty-seven thereunder; issuable Mortgage Indenture”), called mailing hereinafter State Indenture Savings Nineteen Kansas Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Supplemental provided Supplemental Supplemental Supplemental Supplemental Supplemental Supplemental Supplemental of is Supplemental Supplemental Supplemental the WHEREAS, WHEREAS, Supplemental TWENTY-EIGHTH Supplemental Power Bank, address in Kansas set Hundred for Indenture series, and “Trustee”), mentioned, at and forth to Supplemental for the July a and Deed provide (hereinafter corporation is the and below 111 issuance the and the Light 1, issuance to 1992. of as West Ninety-Two Company party Company for June declare April May February September April September October May December December October July April Date Trust, information Trustee Company, Indentures and 1, 1, of organized 1, called 1, Monroe 1, 1, 1, thereunder SUPPLEMENTAL of 1976 1977 1939 1952 1977 1969 1949 1, 1, 1, Bonds, the dated the to 1, 1, 1, 1954 1, 1949 1975 under has 1951 1949 1970 the has 1961 secure made terms a second Street, corporation with supplemental heretofore “Company”), July and heretofore and the of by and an existing respect series part; and 1, P.O. Mortgage the issue conditions 8-1/8% 1939 5.90% 8-5/8% 8-5/8% 8-3/4% 4-3/4% 7-5/8% 3-1/8% 3-1/4% 3-1/4% 2-3/4% 2-3/4% Control Due 2-7/8% 3-112% ga’e Due Provided Series Due Due First Due Due Due Due Due Due Due Due Due between of Box principal INDENTURE, organized executed 2007 2006 2005 under Bonds 2000 of 1999 1991 to 1984 1982 Mort- 1981 1984 1979 1979 1969 party to executed Pollution the Series of (hereinafter Series Series Series Series Series Series Series Series Series Series Series Series Series First 755, said such For and Company’s upon Western of the Original Chicago, Mortgage Deed amount Supplemental the and and laws which and first existing delivered Resources, referred dated of of Indenture, delivered First part, the Illinois of the Trust 30,000,000 $26,500,000 32,000,000 Amount 45,000,000 Issued Principal 35,000,000 20,000,000 Bonds 19,000,000 13,000,000 32,500,000 10,000,000 8,000,000 4,750,000 5,250,000 6,500,000 Bonds Bonds the State Mortgage under and Indentures to dated to 60690 First Inc., of Harris as to of of the are the which the which Illinois the July formerly the day (hereinafter to Bonds, Trustee laws Company, Trust be “Original None 30,000,000 None 31,500,000 None None None None 45,000,000 35,000,000 None None as 20,000,000 Amount Principal $19.UXXJ Trustee 1, twenty- of remain _______ issued whose of 1939, have July, and The and the its

Supplemental fulfilled, hereof thereto, determined Company, Sixth under Article Twenty-Seventh Twenty-Siith reserved supplement Twenty-Fifth Twenty-Fourth execution provides and Twenty-First Twenty-Third Twenty-Second additional Twentieth Nineteenth Eighteenth Seventeenth Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture Indenture and “First Series” the for WHEREAS, WHEREAS, WHEREAS, III WHEREAS, Supplemental and and Supplemental Supplemental that to Supplemental Supplemental Supplemental of Supplemental Original Supplemental Mortgage bonds the of of Supplemental Supplemental to the Supplemental pursuant it and an the the Indenture certain the purposes make, under appropriate Original “Bonds execution in Original the Bonds the all the Indenture substitution Bonds, execute to the Company terms conditions Company Company of herein appropriate a Indenture March July February October April January March of February November May February provisions valid, Indenture, the and supplemental and 8Y 2 % any 1, 1, and to 1, Twenty-Seventh 1986 12, 1, provided; 1980 delivery 1982 in 1, 15, for binding be 15, 1987 1, 1, provisions, particular is 1992 1, 1979 and desires deliver the Series 1983 1978 1988 1990 and 1981 designated entitled refundable resolutions of as exercise requirements to hereof the amended; and and Due to by indenture; provide series the at Original as legal this -2- 2022” Series,” of “First have this Bonds, of determined 8-7/8% 9.35% 7.46% 8-1/4% 8-5/8% 9-5/8% 8-1/4% 8-3/4% 15% 6-3/4% Trustee 16.95% Series Due Due Due Due Due Control Due Due Due Due Control Due Control Due the its Twenty-Eighth instrument may and for Series time 2000 2017 2013 1998 2009 2008 2007 1996 1983 1992 1988 been (hereinafter Demand Series powers and Board Mortgage necessary Series Series Series Indenture Pollution Pollution Series Pollution Series respectively); the Series Series Series upon be a to in supplemental creation expressed of by have all compliance and have Directors, the Bonds, respects to and authority called authenticated Supplemental been of make Board and indentures in two 370,000,000 75,000,000 75,000,000 60,000,000 50,000,000 60,000,000 58,500,000 25,000,000 45,000,0(X) 45,000,000 7¼% 35,000,000 “Bonds the indenture duly with done, has and this new conferred of Original duly Series authorized; the Directors provided performed series Twenty-Eighth of and supplemental Indenture provisions resolved the in Due Indenture upon delivered the of Twenty- 370JXX)JXXJ 75,000,000 50,000,000 60,000,000 75,000,000 58,500,000 35,000,000 None 45,000,000 by None None of bonds 1999” form and and and the the to of

waters, or, acquire. or licenses, for boxes, electric, tubes, Company, Company purpose of of by Appendix of Company specifically thereof), Trust conveys, all which Supplemental their supplemental valuable time Trustee secure and others electricity, the any subject reference the and of tenor, issued and Company, drains, water type water Also distribution Bonds Also singular All the the Now, all steam, whatever, to assigns, of considerations, that may A Savings to may or rights and the payment mutual located subjected all purport light, all hereto and rights pumping the and steam, THEREFORE, which, furnaces, is Indenture, thereto hereafter are franchises water singular transmission Company the hereafter to to or made transfers, provisions heat, outstanding Bank, to whether and say: covenants and construct, following which, thereon. under and water, of subject and be to (hereinafter stations, a fiowage the the transmission cold switchboards, acquire, effect, the part the as and issued and at gas acquire, THIS subject the rents, mortgages, gas principal Trustee, underground or of and or lien described to receipt all maintain by hereof herein fixtures caption before Article under and and rights INDENTURE power the permits, regulator distribution these and including real of to including, sometimes to other provisions the the whereof of and contained as of secured, estate, and and the the presents transformers, declare “First,” and or pledges, XII properties if electricity, and provisions Indenture ordinances, to fully SECOND. or any agencies time all apparatus. stations, all THIRD. Original operate WimissEm: of FIRST. its chattels interest systems grants overhead poles, is among certain which other the -3- collectively set the successors grants, of and of sets hereby (in the forth Original Article gas, overhead, of Company for and town of posts, and over Indenture purpose real, insulators, description and used easements, addition Article terms other execution bargains, the light, or water herein, acknowledged, consents, not That, and premium, easements, border in wires, for called on XII sum Indenture, and things, heretofore trust heat, XII surface whatsoever, the ratifies has or the to of in as together of meters, of sells, conditions privileges cables, all is steam the of transmission metering consideration under now the executed surface One cold amended these hereby other if the the and servitudes, “Indenture”) and warrants, any, Original owned which and Dollar or Original for conduits, released property lamps, with the presents, underground properties confirms all or power, and incorporated on upon the stations in and Indenture by rights-of-way, all otherwise it by all duly and order immunities supply aliens, Indenture, of fuses, may and Indenture, improvements the all delivered and from mains, Bonds or described the according and distribution unto paid and heretofore indentures Company leaseholds hereafter any further subject junction premises releases, to systems of the forever, of herein Harris pipes, at by other other itself other and lien the the this any the all the in to to to

thereto. and purpose October and Indentures GSC the domain; Mortgage or and property 1949 Properties thereof; property such Appendix “GSC”) deemed for replacements, or now personal kind nature Company, property, or, acquire. in the City use July subject (c) condition, in Indenture and Mortgage property equity. any release expressly and Also, Also, or Also on of of (ii) 1, to 1, and (including or acquired wheresoever to B real, New used describing released 1967, or 1985 dated July matter include to mixed kind all to maintain all subject (iii) to subject the substitutions or (the the of property of or personal York inventions, upon supplemental 1, which August subject June and in Mortgage all (except property entitled to or provisions 1985 Twenty-Third (i) rights, from “GSC pursuance to be and and property wheresoever constructed or and to 1, located all it the immediately kept 1, to in made 1951, the is and Commerce the identifying betterments, as franchises, preserve Properties”) 1969, at the provisions connection now, patent from and and therein lien law or of mixed thereto provisions July now prior the acquired of July performed Article or Deed alterations of or Supplemental the with some rights basis situated 1, possessed and may this in lien or the (except Trust 1, prior licenses, 1954, (collectively of lien equity, of with herein 1971, the extensions, being keep Indenture other Article XII GSC at and of in and of Trust FOURTH. of Company July any SIXTH. to proceeds the pursuance by now FIFTH. or Article July to, of rights as licenses the by Properties, owned the (a) expressly the easements, covenant the -4- appertaining time authentication between Indenture the XII therein 1, upon, or or GSC 1, identified merger the GSC 1958, Company or created improvements, belonging 1975, Original hereafter of hereafter XII of as by taken of “GSC the Properties of for excepted Trustees July any or The Mortgage or every GSC December fully of the leases of and Original and and agreement herein by Mortgage”) insurance to and Gas 1, the heretofore Indenture, GSC covenants possessed and incorporated to kind of be, exercise in 1961, the established of and and the or Appendix bonds, Service Original referenced, in in The with expressly the additions, (as GSC Indenture, now limited) good contracts) 1, May any Company, the therein on 1977, Chase GSC defined of and all or owned contained which the by Properties thirteen manner Company repair, the 1, any of Indenture, by hereafter B herein or of withdrawal 1963, into September excepted) Properties which power and repairs, National hereto, the all part contained every belonging held it by below), or working the property, Supplemental entitled may September June the described, by to in of (hereinafter are, or or of nature occurring, Company, which reference if renewals Company the the hereafter acquired all any eminent Bank of any, 1, of and 1, and for in to order at 1965, other every GSC 1982 GSC cash real, part the it and the law (b). the all all of 1, in is .

issued hereto IV series purpose any Bonds indentures for Indenture or prior instruments certain hereinabove easements agreements, defined Indenture, existing successors and from property products belonging and reversion other of the of conveyed in the the by lien said under and for AND IN FURTHER equal SUBJECT, To equity, of EXPRESSLY Together in of leases existing reason and and Original lien TRUST, to Article the supplemental and the for and Bonds or coupons and HAVE to issue IT covenants, respectively described the the profits and existing in franchises of streets, Description benefit property by Is which assigns reversions, rights other of Indenture or any the contrary permitted SUBJECT, AND HOWEVER, and NEVERTHELESS, HEREBY I the with proportionate Indenture. EXCEFflNG priority of otherwise issued Original thereof, wise To alleys, the coupons liens the of created than Company and forevei; exceptions all thereto, hereinbefore and under Hou those Original Company notwithstanding. appertaining HOWEVER, COVENANTED, of and in to upon as remainder liens and leases highways, eveiy to and Bonds Indenture. the ANT) undetermined howsoever, follows: of and to all who and the including as as singular, rights-of-way benefit any time all upon be EXCLUDING, said Indenture; and which part defined established aforesaid, now shall of by the exceptions issued particular insofar described rights-of-way of properties, and reservations the the to virtue and estate, ARTICLE and has DECLARED issue, hold this by except the the Twenty-Sixth terms remainders, in thereunder, parcel liens or as and their security Twenty-Eighth HOWEVER, of aforesaid for -5- Article or the right, tenements, sale series by the and may and as which and and any intended transmission real, Bonds thereof. the I. expressed terms and GSC otherwise or AND reservations hereafter title, subject over extensions charges, trusts of I personal negotiation of GSC railroad the or property tolls, Series all AGREED, all Properties and are interest the the any so hereditaments properties in Company present Supplemental also or Mortgage, rents, provided Original Bonds to coupons, if subordinate the or acquire of and and purposes provided thereof, any, be, or distribution to hereinabove them, and by Original thereof, mixed, only Twenty-Seventh and any revenues, all incidental and unto and of claim acquired in Indenture; in or the without the and part are any future over, coupons in and between Section Indenture, the mortgaged, and any or Indenture, to character the terms, whatsoever, concerned, subject provision thereof, line by to upon the Trustee issues, of referred to holders deeds the appurtenances preference reason the construction of them, purposes, 2 lien the conditions, and properties to of any Series. aforesaid set excepted or with and pledged income, existing parties Article and of of of of across to forth, to to, other at other the the the the the the law the be of its as to

holder debts, shall United day preceding to payment interest in date the be registered interest Twenty-Seventh thereof, Twenty-Seventh date paid dated in of be for authenticated Original authentication semiannually July Every (734%) of of provisions and Bonds, Twenty-Sixth Series authenticated any the entitled default authentication dated next cancellation this the any and be in of Twenty-Seventh 1, at payment semiannual thereof as States The shall Original full payable Bond 2022, Supplemental initial shall interest from Bonds preceding of unless 8Y 2 % per SECTION the prior as of Indenture, such at to on such or of, person of the be agency annum the receive be July of respectively, to made on at any authentication the Series at of and interest and of and of such designated except of payment day as defaulted Indenture, America Series Series close the paid the any 1. the of the interest the day 14, the Bonds such such Twenty-Seventh to in shall delivered available of day following the any and Bond agency time Due first if whose interest principal, 1992. Series Indenture. following to of Twenty-Sixth Twenty-Sixth or, that, the shall payment The Bond tenth any interest following in Bond business the date eight of which payment 2022,” days subsequent interest. if as shall and Company all as of bear no name the twenty-sixth notwithstanding shall Bond and “First under person day. upon for due but the respects amended, of the of and shall interest such premium, be payable at date, Twenty-Sixth respectively, payment interest the delivery on such January on be prior interest any The the Company Mortgage date the dated of Series. The and one-half and bear interest or in any Twenty-Sixth such executed, in to or, the Bond time interest transfer be Bonds to whose has secured shall thereon the term the Twenty-Seventh Twenty-Seventh and record and if from interest prior of in subject if the interest payment and Twenty-Sixth The been such of City record any, payment full of such percent in mean Bonds, subject the “record of day twenty-seventh of and July payment payment name the -6- or the authenticated to the Bonds date by on on the tenth the paid of and provisions to, Bond. at exchange January following payment Twenty-Seventh January and Twenty-Sixth the such date the outstanding in Borough date Chicago, Company. 734% the Twenty-Sixth with to such all (8Y 2 %) date” date, interest, or each day of Original close Twenty-Seventh date, all is interest (as of rate made to and Every the Series Series regard Series legal Bond provided, 1, is the the as 1 year, which date, hereinafter thereof such of of of or per of not unless Twenty-Sixth Illinois, 1993, and Twenty-Seventh used series in terms, available terms, business Bonds Indenture Section Manhattan, The tender July Bond payment seven shall and Due interest is to commencing in shall a any annum, interest delivered and in business Series, in registered subsequent which any the however, Bonds of 1 Twenty-Seventh 1999” conditions coin this or conditions of mature which and next of Twenty-Seventh for be in Company Series interest Bonds on 6 for the at date payment the this respectively, Section case shall of has or one-quarter such public and dated and the preceding of the payment, The in day, Twenty-Sixth case Twenty-Sixth that Article currency notwithstanding July Section the January on interest previously accordance such Series tenth Twenty-Seventh to be to “First option payment Bond and City and the shall and if it with the such Twenty-Sixth the date, be Bonds 1, at shall defaulted business day covenants covenants II Mortgage Series as of 1999 the executed, defined) the date private shall shall default shall date regard of 1, payable of record Series percent it of of New next shall of been’ bear 1993. date the time shall the and and with the and the of be, be, the be is of

name interest such interest name of interest the interest the Bond sum corporation in at promises No. State or respect denominations Series numbered registered York, holder such the like governmental payment first of tenth this at this of time coin provided principal Wismiu payment payment at from SECTiON payable SECflON the thereto, may days Kansas to Bond Bond such day, bonds of consecutively rate or pay of as July of be payment the currency is defined unless holder’s and on to of date, that date, January 3. shall is shall 2. (hereinafter RESOURCES, without registered charge 14, interchanged principal seven registered any in (Incorporated at 1992 be or in (FORM be the the The The is FIRST the in Dollars January registered which from if imposed discharged substantially and and coupons legal from same Company such the will Bonds option on hereof, Bonds OF one-quarter MORTGAGE July INc., at the called case WESTERN tender Indenture the be FACE RI tenth in aggregate 1 for the in of first of payable), any of in or date address. a upwards. such under until of as OF connection the shall the “the close corporation each the each day July for in DUE coin the day provided or BOND of denominations defaulted Twenty-Sixth the the Company BOND, is public percent hereinafter the Company,” payment default principal registered 1 year, of RESOURCES, Twenty-Sixth of JULY or other not until Company’s following as OF laws business Bonds January currency .7- a aforesaid ThE with 7¼% and commencing in 1, business maturity, organized (7Y4%) in interest within of the of interest 1999 amounts, TWENTY-SIXTH private the such assigns, of the referred such which SERIES Series, forms, or Indenture on of of obligation the payment per State and will July $1,000 day, interchange. the a shall the defaulted INC. or, may and debts, Twenty-Sixth term without respective annum, on respectively: DUE and January be United Twenty-Seventh the next if to), tenth of be be existing the the and paid hereinafter the Kansas) of SERIES] business with shall paid 1999 and paid for preceding first interest. Company the of day payable charge, Trustee’s States to 1, value to to respect any by include Series under interest the day 1993 next pay the and $__________ check day multiples of except person mentioned. semiannually, of received, person Principal interest the preceding (on Twenty-Seventh to shall America next Certificate the Series July, any in due mailed the date which laws preceding authorized for default in successor in of payment 1999 on thereon shall of hereby whose of whose any $1,000, of which to such such date The and with this the the on the tax in be

mentioned 1992. Attest: Dated: affixed its President, provisions supplemental Savings Indenture, of premium, Borough interest Chicago, name This and The IN This may Bank, of by if Wrn’ss manually Mortgage shall shall attested Bond Illinois, any, provisions Secretary Manhattan, Bond be its thereto, the for paid have and Chairman is shall WHEREOF, all Trustee one or or, by interest and by signed purposes or by of its at check of not The Deed become this facsimile, the Secretary the of be under the on, City option Bond WESThRN IFORM mailed Bonds, the of entitled have this form Trust valid of Board, the and or are Bond of OF New the to of of an the TRUSTEE’S Indenture, or of its RESOURCES, to continued the certificate the same Assistant are July York, President obligatory corporate any holder holder series payable effect 1, benefit provided CERT1FICATEJ 1939 hereof, designated on By______________________________ Hius or endorsed By___________________________ at WESmIU’4 Secretary, Authorized INC. Chairman President as seal and for such at the a and under though the successor has any (or at Chief reverse that TRUST Supplemental holder’s agency the hereon. caused a RESOURCES, purpose, herein, the manually and facsimile Officer of at fully agency Executive Indenture the the hereof, trustee Chief of registered set this described the Board, option SAVINGS until of or forth thereof) Bond Trustee, Indenture Executive Company INC. and the by thereto Officer Harris or of at facsimile. Company address. such to in any this the to be the or under in of Trust Officer continued be indenture Company place. signed within the July a hereto in Vice City and the the 1, in .

mentioned 1992. This Mortgage Bond is one and of Deed the IFORM Bonds, of Trust OF of TRUSTEE’S of the July series -9- 1, CERTIRCATEI 1939 designated By_______ HARRIS Authorized and TRUST Supplemental herein, Officer ANt) described SAVINGS Trustee, indenture B, in the of within- July 1,

alteration if right if aggregate including altered Indenture of any of entitled in the the the by This of called (herein times, in secured. hereby the as supplementa) “Bonds”), and 1939, any, less any the the case respect the Trustee, Indenture, Company Company Company consent to Bond to executed the Indenture or may than security, series Indenture with To made be This called to make one The interest Bonds shaLl in “Indenture”) are principal the issued vote thereto, is bear all the Bond unlimited or or as entitled one for Bonds thereto so and and extent by certain “Bonds and be by series the consent then other more interest amended of affected. or a executed on, an under of made the of the is by description the rights of and IFORM amount a may one permitted affirmative outstanding, the this to an dated Company of Trustee amendments of any action series aggregate but Twenty-Sixth to FIRST vote of which the and at affirmative of Bonds the holders be Bond, which of The OF indenture by by the different less a July issued terms the equally designated Twenty-Sixth of then REVERSE duly by MORTGAGE the (said will the holders of Company WESTERN by, than to Indenture which are the bearers vote 1, principal holders of the Company at outstanding authorized and Harris affect and in indentures 1992 to the Mortgage vote rates affected Bonds Series, supplemental secured a properties all series, of OF DUE as of the are meeting conditions Bonds as (herein or not of has of the provided BOND 60% of (CONTINUED) BOND, and Trust amount, unconditional. and Series”) Indenture, the RESOURCES, JULY not registered the of to to for any reserved terms less by with issue -10- may and in and the and supplemental provide OF all “First each less of various and mortgaged called series 7Y4% a series aggregate 1, than ThE indentures in Bondholders the otherwise Trustee. Mortgage Deed thereto, upon affected of of of of coupons, than 1999 Savings the series Mortgage the the payment Bonds the without 1WENTY-SIXTH owners SERIES consent 80% the of that principal of Indenture, 80% which of right series Company, The Bonds “Supplemental Bonds and INC. principal Trust, and by so the in Bank of vary may supplemental and thereto in DUE of any to such Company of principal affected. also the of the Bonds, Indenture called hereinafter pledged, principal sums, the amend the as be then Deed (herein created as the consent 1999 Company modifications Bonds modification of in SERIESI amount issued Bonds so made principal including rights and the may the outstanding 7¼% amended, of the amount has the amount Indenture”), called No may after Indenture Trust, are, held with thereto or holders specified, mature under and Indenture and of nature also Series (herein modification other of be and the as the of the June the obligations of or or or of reserved dated being modified and provided the reference at Bonds of alterations consent the alteration, Due “Trustee”), and under the are premium, action indenture provided. called all different 1, between without 60% secured Trustee Bonds July Bonds herein to extent issued 1975, 1999” and the the be by the or or in of of in 1, is

with constitution, whether released for assessment either past, supplemental interest conditions with new aggregate denominations Bond presentation Company attorney, Manhattan, due holders Indenture. of holders Indenture the the respect or registered and present or Bonds directly SECUON issue No without This In The on of by of by Bonds payable, on in principal case set a under or recourse every the this The virtue thereto, Bond Bonds The hereof, or statute the majority of at thereto, the penalty forth or will others future, Bonds 4. Bonds an a any of Bond, Indenture City owner the duly City books through is upon of event the be of in such amount; and transferable or shall shall Trust of any The or in against of issued the executed the of of of of same or otherwise, hereof Chicago, the principal being otherwise, like of of time the the this be be New Twenty-Sixth constitution, for Indenture. Bonds provides the Indenture default, the conditions series, to Company, form substantially had all same any any outstanding series, likewise by Company the York, written Company upon by of Illinois, amount for incorporator, the and claim of transferee series all the of that as the to the acceptance incorporators, Act upon series, the such defined payment and registered statute or instrument released Series such the Twenty-Seventh based and payment or in of of of under of same to liability, in extent surrender the any other the declaration 1939, any may or -11- be at are the in or hereon or aggregate of by transferees the following the predecessor Bonds of the kept owner such in rule not manner against of all authorized of necessary the the this whether Indenture like agency stockholders, Indenture, transfer, as the redeemable for and of predecessor or terms charges outstanding. Bond hereof, manner may more Series, law, principal forms, on any principal and that of cancellation in at or in from of the and denominations the exchange and stockholder, may fully or with common certain successor purpose in and shall the be and respectively: Indenture person by Company as prior thereupon directors time be provided exchanged of or amount the Indenture. subject the part occur, the declared or events successor hereof; to effect to of law, at Trustee’s or corporation, enforcement of premium, maturity. director time this the the by in and to the or or in in a but be for provided duly the or new the the and officers any equity, principal agency consideration Bond to waived in corporation, one of may Borough Certificate authorized Indenture. authorized terms qualify or this registered indenture if the or as become any, officer, and of by of Bond, by being in such, more same of any any and the the the the on or all of

provisions Indenture, supplemental Savings of New to of Bond July default of defaulted not January as the until or of of sum corporation 1992 promises State No. the the business payment provided currency payment eight a redemption 1 of York, the will are business of as holder holder The This in WESThRN Bank, and Company’s and aforesaid Kansas be payable to interest shall the shall provided Dollars on provisions of from is in July Bond pay payable), as hereof, one-half at thereto, legal payment such the the day, the for defined have such date, to in the (hereinafter at RESouRcES, shall Indenture will shall tenth all each in Trustee tender the defaulted the obligation (FORM that (Incorporated first at holder’s signed or, any purposes or until percent of be be FIRST of business the agency not in year, day become this if day at paid paid coin the for OF the agency the maturity, be the under the next hereinafter of commencing MORTGAGE FACE registered interest. Bond INC., public called interest with to WESTERN to (8½%) of Indenture or Company entitled have January option form day the the preceding the valid currency OF of the under a respect are and next the person the person or, Company corporation of the BOND DUE due per of Principal Indenture, or or to continued certificate or address. mentioned. if same private BOND, “Company,” Company shall preceding hereinafter the the January obligatory registered any this annum, July to on RESOURCES, of JULY OF such in in 42- the laws Company the THE such effect whose whose default benefit Bond in next 8Y2% debts, of interest 1, payment organized the United on of TWENTY-SEVENTH 1, or endorsed payable 2022 in interest and such preceding as The 1993 assigns, shall for City the name name the referred which SERIES the a in under and though interest premium, successor any payment State the tenth interest States reverse of Borough (on of be INC. to this this semiannually, payment and Chicago, hereon. term such payment on DUE purpose, duly the which pay the to), of fully day, Bond Bond may of existing the Indenture payable Kansas) principal hereof, date date, called interest if 2022 shall trustee America of for SERIESI set unless date first any, be date, is Illinois, is Manhattan, of until of value forth or registered registered include paid under for interest day the and this and on on thereon $___________ if thereto the in shall Harris or which redemption, such at any principal by of received, which the or, Bond interest such Company the any this July, be any check at from January first The tenth on at at in discharged laws under Trust continued the at indenture place. case successor the 2022 like the the on, July the days hereof, City mailed option hereby day of close shall such date until time and coin 1 rate this the the the 14 of or of. is .

mentioned 1992. Attest: Dated: affixed its President, name This and IN by WnNiss manually Mortgage attested Bond Secretary its Chairman is WHEREOF, one or by and by its of Deed facsimile, Secretary the of WESTERN IFORM the Bonds, of Trust Board, and or OF of an TRUSTEE’S of its RESOURCES, the Assistant July President corporate series -13- 1, CERTIFICATE] 1939 designated By____________ I-Liuus By___________________________ Secretary, WJEs1FIu Authorized INC. President Chairman seal and and has (or Chief TRUST Supplemental caused a RESOURCES, manually herein, and facsimile of Officer Executive the Chief this described Board, SAVINGS or thereof) Bond Indenture Trustee, Executive INC. by Officer facsimile. to BANK, in to be the or be of Officer signed within- a July hereto Vice 1, in

right if alteration aggregate or and including any of in Indenture the entitled the of the by This times, (herein secured. of in called hereby the supplemental as and ‘Bonds”), 1939, any, any the altered case the respect the Trustee, Indenture, Company Company if Company consent to Bond to executed less or Indenture the may security, series Indenture To made be This called make to one interest The Bonds shall are in with “Indenture”) principal than the vote issued thereto, is bear unlimited Bond or or as entitled one for Bonds so and thereto and “Bonds extent by certain and be the by all the then other more interest of amended affected. or a executed on, an of under made the of the IFORM is series by consent description the rights of and amount a may permitted one affirmative outstanding, the this to of an dated Company amendments Trustee action any series but aggregate Twenty-Seventh to FIRST vote which the the at and affirmative of OF holders of be Bond 1 which of The indenture by by different less of a Twenty-Seventh Bonds July REVERSE issued terms the designated of equally then by duly MORTGAGE the the will (said the Company of by, WESTERN than which Indenture the to vote bearers 1, holders principal of the Company at outstanding holders and authorized affect are Harris and in indentures 1992 to the vote Mortgage rates Bonds a supplemental OF secured all properties series, of as the are DUE meeting affected conditions Series, Bonds BOND as (herein not or has of the of provided of (CONTINUED) and BOND, Trust of amount, unconditional. Indenture, and the RESOURCES, not registered JULY of the to Series”) any for reserved terms less 60% by OF issue -14- may and and the and supplemental to all “First each with less of various and series mortgaged called ThE 8Yz% a series than 1, provide indentures in in Bondholders Trustee. otherwise thereto, Mortgage Deed upon affected of of of coupons, than 2022 Savings the of the 1WEN1Y-SEVENTh series aggregate Mortgage payment the Bonds without the owners SERIES 80% the of the principal of consent Indenture, 80% which of right series The that Bonds “Supplemental Bonds Company, and INC. Trust, by and so in Bank of vary may supplemental and thereto in DUE of any the Company to such principal of affected. principal the the of Bonds, called hereinafter pledged, principal also sums, the amend the as be then Deed created (herein as the Indenture consent 2022 Company modifications Bonds modification in made Bonds so of principal issued SERIES) including rights and the may outstanding 8Y2% amended, of the the amount amount has the amount Indenture”), No called after Indenture held are, Trust, with or thereto mature specified, and holders Indenture under and also nature may Series (herein modification other of and as the June of the the obligations of of or or or reserved of dated be being and provided the reference at the alterations consent alteration, the of under Due and “Trustee”), the premium, are action indenture provided. modified called all different 1, between without secured 60% Trustee Bonds Bonds Bonds July herein to extent issued 1975, 2022” the the by be or the in of of in is 1,

conditions aggregate with new denominations Bond Manhattan, presentation Company attorney, holders Indenture. of due the transfer to postage Twelve-Month fully case, of certain time Indenture holders Beinning the During If the the 2007 2006 2004 2005 2003 2002 Indenture. or registered and Redeemed set or with to Bonds without Redemption This registered In Such of The moneys the prepaid, register Bonds July time payable, of forth on in principal set case a accrued Period The under the Bond The 1, the majority of Bonds at the redemption forth on will in, others Bonds an a any of Indenture Bonds CIty included of duly City at and books is upon the owners the event the be in interest the such amount; of least transferable Prices of in of issued after Trust executed the Indenture. of same of the Company, of Chicago, the principal like of of time the thirty New in in Indenture. Principal Percentage of Redemption this provides Twenty-Seventh Expressed applicable of default, July the to conditions Indenture series, to the form eveiy the all 101.86 102.24 102.61 same 102.98 such 103.36 103.73% outstanding the series, the York, days written Bonds Company 1, upon trust by Illinois, Amount amount and all redemption of as 2002 Bonds, case transferee series of the that as Price and the a subject to estate, upon to series, the defined payment Act and registered instrument such shall at the not the and of of under same at to the of Series in respective surrender more other to the declaration either may -14(a)- extent be their or be at 1939, date, the in option the of aggregate transferees the the effected Bonds the kept owner in are manner than of authorized addresses conditions the as all all necessaly like Indenture agency Twelve-Month Indenture, transfer, subject Betinnin of a periods as for subject and charges H During sixty outstanding. 2012 2011 2010 2009 2008 whole hereof, manner thereafter may the Redeemed upon more principal that and of cancellation in and days Company, the to in July as of, denominations the from exchange to and set or may with notice fully certain purpose in and redemption Period shall be the 1, the and prior in forth Company person thereupon be exchanged amount time party provided the subject same conditions occur, as given declared to events and below, hereof; more effect of at to or the by shall upon this the at the by time by and in to lot, redemption a but in be fully for any together, provided the duly or the new first and of, principal agency appear Bond the in waived upon Principal Percentage application Redemption to one of may Expressed of time Borough and set authorized terms authorized this registered class Indenture. the qualify the 100.00 100.75 100.37 101.12 101.49% or forth become payment and as Bonds or of on Bond, in by in more same Amount of date, mail, of more as and from each the Price the the the on the in, of all a the of

by upon Company twenty-five which principal (either Twenty-Seventh as Twenty-Seventh Indenture. Trustee form constitution, whether assessment for past, released either supplemental interest the Article the present receipt are may Original directly before SECHON SEcnoN No SECn0N issue on by by shall amount and ready Ill be recourse or Issue million every this virtue by or hereof, statute and thereto, delivered issued penalty or authenticate Indenture or future, 2. the Series 1. 5. Series for Bond, of of after owner Article through of Dollars Trustee One delivery, Bonds and shall thereunder. or any Bonds The or Until against which of in the or to otherwise, hereof hundred otherwise, being the temporary and XVIII be constitution, for the of filing the total Bonds of ($125,000,000), and may of Company, the had this the any any Trustee the likewise by Company the of or be Company Twenty-Sixth deliver, twenty-five Supplemental for incorporator, principal the claim of resolutions, the of Twenty-Sixth all authenticated recording form, the the acceptance incorporators, and such Original or statute released ARTICLE based Twenty-Sixth payment or of as in shall may liability, respectively, amount any provided -15- million any lieu hereof) certificates, or Series hereon Indenture, be or Indenture by execute, predecessor and of such and rule thereof, against II. authenticated of the this whether Dollars stockholders, Twenty-Seventh delivered and of the in to and of or predecessor terms Bond Section or may and Bonds limit principal law, on any Twenty-Seventh as Twenty-Seventh instruments Bonds upon ($125,000,000) or at amended. of the and upon stockholder, forthwith or the hereunder common successor the 9 by Indenture the of by of as directors principal of of the or its Indenture. Article part Series the order the or the and successor request Trustee law, be corporation, enforcement of premium, is Twenty-Sixth Series. Series director Twenty-Sixth opinions and not of for amount II the or or executed in of the in the limited any and officers equity, One consideration corporation, the in writing Company, aggregate or delivered indenture if definitive of required hundred Original as by any, officer, Bonds except by of being such, anc and the any any the or .

Twenty-Fourth Indenture, the charge Supplemental set Twenty-Sixth the such and property owners Company. Least Company of redemption “Redemption forth Section of after maturity. Article forth the Twelfth Twenty-Second lawful thirty mortgaged July in or The SECTION SEcmoN of applicable SECTION SECTION 8 in described Section encumbrance of such shall V authority 1, the the days Company Supplemental date. Article of 2002, and Price” Indenture, granting Seventeenth Supplemental Bonds the cause 1. and 3. 2. 1. property 4 Twenty-Seventh in percentage Original at of Supplemental to Vu! not in the notice That hereby at the Subject mortgage The The Article clauses the thereon more their granting of the option Indenture, is, Bonds the tabulation Supplemental Bonds Indenture, the of Indenture, covenants, Fifteenth addresses than of at I to of Company redemption Original or the hereof, the of clauses the the the of Indenture, Series, affecting sixty of Additional same the Original the the provisions principal actual in the be Supplemental ARTICLE as days ARTICLE the warrants Board together, Twenty-Seventh is Indenture Redemption. of the Thirteenth as Indenture, free redeemable the lawfully Twenty-Sixth this to Twenty-Fifth the provided prior form Indenture, date -16- the same be and Covenants. of Supplemental amount title of given and Twenty-Third Directors in 1V. to of seized of III. clear either Article shall Supplemental thereto the the each Bonds in agrees: Indenture, the at by this the thereof of any Series Eighteenth date appear Series and Supplemental as initial first case, any V Eleventh Supplemental of a of prior time possessed Indenture; of whole of the class the shall, deed are Supplemental on redemption, set with the issue the or to Indenture, Company Twenty-Seventh the not Supplemental mail, forth or from Supplemental the of subject Sixteenth Original accrued transfer of in of Indenture, trust, that redeemable Indenture, all time part, Indenture; postage under the of it to to and the mortgage, Indenture, has interest Indenture, the to Bonds upon Supplemental register the the the time Fourteenth pursuant good, prepaid, the Indenture, mortgaged Indenture, registered provisions Series except and payment prior heading of on to of right lien, that the and the the the the set as at to to

as outstanding, methods: Original time entirety outstanding, including Twenty-Sixth Supplemental an entirety within Trustee SECTION upon 8 5 Indenture Such withdrawn simultaneously Trustee Section pursuant Article SECTION from of Indenture of the Article in Article such six in retirement from the Supplemental gas Indenture. the VII (bb) (aa) pursuant (b) the (a) 3. Original released stated than Thousand release, 3(b) pursuant 2. months to of lien release. event or property of the VII event Section in any VIII of a reduced So the By of By in an the the So with full lien of said less all moneys (2) (1) pursuant the the of to after long Indenture, causing that aggregate the long Original of to the greater Dollars fair year) or 5 of Sections or Bonds in One engineer’s Original Article the Indenture, of Section withdrawal substantially all One-half Nine as Original the pursuant within value as the the said deposited any or beginning the Original any Million to of Original Indenture, ($175,000) date Million City substantially shall principal Article of Bonds 3(d), and VII, Trustee Section Bonds Indenture, three 3(d), certificate Indenture of the to of of the be pursuant Seven one-half and 4(d) the with all Indenture, Dollars Section Indenture, gas Atchison, of months such with 4(d) VII, of effected 5 Twenty-Seventh to amount of -17- as the for the fair of the and properties the purchase Hundred the all stated the less July release, and said required upon Twenty-Sixth each ($9,000,000) Twenty-Sixth to proceeds value of 1 Trustee of after electric 5 Company the of Section of equal in 1, Kansas) the 5 out Article the the in full such Article 1949, Article of amount either or such of Thousand gas the retire Company so of proceeds by properties pursuant year said to redeem the of release; released properties 2 engineer’s any Section VII. Supplemental release; and will, the shall plus and of VIII the one VII gas and Bonds Article (disregarding of moneys Article lesser ending at moneys, Twenty-Seventh One gas bonds, Dollars properties Twenty-Seventh of will, have of or to of or 3(b) any shall pursuant or the Sections the outstanding the properties both Hundred (either certificate of VII at VIII time been of on deposited pursuant have Original Original any ($1,700,000), gas deposited Indenture Article on of the of any or so with to time released 3(d), been properties the such Seventy-Five the date from released, Section so required period Series to Indenture VII or under Indenture Series or following with 4(d) released Original released with Section release, of without time or from of as or such and are 3 the les th this the the are so as by an of to

Indenture, mentioned, deductions Indenture, value property Indenture, additions III Indenture, shall outstanding release The aggregate in Bonds electric properties Original time the of Bonds remain to of the engineer’s (2) For shall (1) SECTION Indenture the Section 5 Indenture bears time properties property additions for of Indenture Use principal Original therein no in no and so in the Amendments Trustee Article to in be outstanding: within an all to released lieu Bonds moneys Notwithstanding of Notwithstanding the be purposes Subdivisions effected 8 (b) aggregate (a) 1. computations the certificate Facsimile of additions Certain of upon referred of not so same so six VII amount Indenture Article total in any pursuant shall ten-sevenths retired So subject released By received months By pursuant an such of in moneys ratio of long of principal principal the be Other causing aggregate the to either not Signatures. required Subsections VIII Ratio of 8 release. authenticated shall shall to withdrawal as to after made and Original to and all subject pursuant the by to the any an deposited Ratios. the of one Sections Bonds (1O/7ths). of in Section the amount amount include the 9 issued provisions the unfunded the of by with provisions aggregate each Bonds of principal or Trustee to the date Indenture Section Trustee Original (e) clause ARTICLE Reservation both to of Amendment pursuant an case respect upon Bonds 3 with of in a 3(d), and and each Section Issuable of of unfunded -18- principal prior excess of all of be such amount principal (a) 3(b) Article pursuant the delivered of (f) the to the Indenture, Bonds Series of 4(d) Section ten-sixths to upon to of V. lien,” of Section Trustee release, purchase the 5 of a of following basis of to Section of Section of the period said and VII prior sixty amount Twenty-Sixth equal Right Property such outstanding then amount Net said contained to 3(a) pursuant definition of of Article (1O/6ths) 5 pursuant percent retire 4 out Section lien. release; Earnings outstanding. subsequent Article net the 2 to to or of 4 methods: of of of of of of Amend of the Additions Article Article redeem Original Article bondable Bonds VII, Article Bonds any to Article in all (60%) immediately 5(a) of of or to fair or VII. the Article Bonds Test. the and moneys “net Twenty-Seventh Sections Article outstanding of VIII to VII value provisions III of VIII bonds, Indenture, of respective III Such the and bondable value Article April each the I so of of of of of proceeds of deposited of XV. of 3(d), retired retirement net prior the the the the the the pursuant 1, of Series the III of 1949, bondable under amounts property Original Original Original as Original 4(d) value Original Original to Article electric of Series as stated of such then with the and the the the the of to of

property mean percent of Indenture value of therein Indenture, mentioned, in VII, required for Original (60%) all property Article the shall computations of the of interest from (iii) shall not or pursuant amortization minimum any excluding excess deducted depreciation franchise revenues (5) (4) (3) purposes (70%)” referred property to Indenture retirement”, the net of shall not IV more and charges net be in additions constitute mortgaged amounts net earnings be profits lieu and deposited The Subsection For (c) may (b) (a) be earnings Subsection where to bondable of than all all fees, provision reduced of to additions deemed of Subsection the clause definition the to made shall consist property of operating as Section shall ten-sevenths subject The transferred as From and fifteen The income they the expenditures of stock purposes properties property shown from contained by be the with (a) balance value (1) in “net amended total other 7 in of appear the for not the paid of and 3 percent an to Company of retirement of property the or of each (b) expenses, respect of earnings depreciation Company on clause subject operating total, of an the other Section amount of debt otherwise taxes Subsection over therefrom. aggregate from of Article remaining (10/7ths). property in the in unfunded clauses term case by for the (15%) said determined Article discount than (a) to by substituting not to books measured the ascertained of repairs 14, Company appropriations, in including pursuant a “net be of the revenues an VII provisions subject (c) property the period total for excess additions clauses of of Section as after unfunded 49- (b) prior ten-sixths I Trustee earnings of of and and the Company (i) the of hereinafter and amount of the the as the net by the subsequent of to to shall (d) amortization all the net lien,” of expense as (1) of Section 4 provided of maintenance, Subsection not the sixty Original or deduction the non-operating Company salaries, Original of in follows: of the words earnings prior and available the be (10/6ths) all computed contained Article dependent an subject lien available the Company character percent ascertained. defined, Original (2) interest or amount 1 lien. “sixty definition of in to Indenture, premium of of rentals, Indenture, of of of this (d) III to Subsection for or April Article Subsection of percent for the the (60%) plant pursuant taxes an in and of of and of an interest, whichever Indenture. Indenture. on income, in the Article unfunded interest”, property total said Company the 1, insurance, of excess amount the and net sinking or (other 1949, XII of the respective “net shall Original (60%)” Section amount property net (a), to further taxable the depreciation (ii) (a) I amount of of bondable Subsection of is the additions, non-operating be provided there prior fund than equal available of net net sixty the greater, the license for 3 deemed deductions computed Indenture, Section excluding of income), bondable earnings accounts charges, amounts lien, Original “seventy Original income, shall percent of to Article value that and cash and and but for the (a) and be 16 to . .

property depreciation operating and paid to are Company Company of amount Section or the extent Company depreciation exceeded period of to pursuant required owned had or foregoing property the earnings there interest, earnings or particular profits or an Section net Five such shall borne basis repairs case been for, operated officers’ may practicable losses by for The or The 16 (t) Hundred have consolidation (e) equal (d) or retirement” may of by additions, or to of depreciation consolidated expense by of available Five losses the after subsections period which be 5 of to other such net Section said and the terms of term and electric the been Article of included, certificate be, Company the by In to No In Article Hundred losses deducting of Company property owners, such Section property estimates the for for Thousand payments case the case on plants accounts. (a) consolidated “minimum capital income “net or for 3 energy, which IV calculation and the the of of property or Company, of fifteen or of and VII interest, the the to during earnings such of filed Article and 3, less merger, such whole Thousand merged retirement” basis this “net the retirement assets available of therefrom Company received the of or Company the property made Dollars gas (b) other property with the extent charge percent the definition acquired shall earnings Original of the calculation or for of depreciation VII shall of an the and with earnings shall of Original actual merged for the such whole corporation net the have or amount for Dollars they property of ($500,000), maintenance is as shall be retirement water for the shall Trustee an -20- the of be (15%) accrued made, earnings the whole plant contained period. interest, Indenture of included as earnings obtained may of the depreciation” amount ascertained use Company with and of have Indenture, another Original have if purchased such equal ($500,000), and or Company net then, not of, such of of available pursuant expenses any for by acquired system of The as depreciation is obtained earnings period, such property in the property have in and the equal of to the the shall other in the acquired shown made, making corporation prior Indenture, Article the which net computing total and the period release Company expenses period for been Company or and to as deem for of within corporation, or expenditures to earnings any to of proceeds computed of Section owned by resale retirement, the then, used such operating as I the and included the the interest, otherwise the plant such of preceding acquired the of shall and proper. if release of computations the first of or property depreciation such aggregate Company available from herein the any in to available engineer’s by other a 3(b) or property such or after Original be of computing fair others day net as property others or depreciation within other net system securities revenues for which included, the plant of excluded of such provided property corporation, shall value earnings reflected of the as losses Article maintenance any for net available such for cost corporation and Indenture, and or the retirement, acquisition or certificate shall particular aforesaid. on had mean pursuant in interest, earnings property interest, after systems the signers of period. rentals the of and to Leased to which excess of III or in in been have such and the the the the the net net the its on an for or no as

but order but to (80%)” Bond on Bonds be persons Company; to Twenty-Sixth actually of whose signature, thereunto Indenture, Twenty-Seventh Chairman percent otherwise any computation described and III, Section IV make Bonds be authenticated, behalf without without and and XII series to any such shall SECTION signature, SECTION wherever In when SECTION as hereof. mean (6) authenticated clause who 1, (10%) such amend Subsection of of of such the notwithstanding in affect of and and case affixed officers may consent any be initially the the the so of and amendments such the used the case (2) Notwithstanding of the also person the signed net 4. Article consent 3. 2. Company any be Twenty-Sixth Original Series such appearing Twenty-Seventh Board, issued net notwithstanding the of may and provisions, net with proper earnings of or any by (b) issued of Subsection earnings principal by The The the All other or shall provisions earnings facsimile, be, XV shall, of attested such or respect the and the President sealed Indenture of Section Company Company by Company officers to computed the other thereof not in Trustee required action after officers the delivered Bonds from the such and said instead provisions of amount have the such tests to by Bonds action (b) Original and or such Series 14 persons Twenty-Seventh the of the time by Article so any and provisions may or its shall reserves reserves of before relieve been Bonds in of therein who required the holders its as of with property delivered provisions of Section initial property by the of Secretary Article Chief to or to be corporate of Company, two be Indenture, bonds the such XV. holders as time, have of manner substitute the such had signed the from shall the the based -21- at of any of Twenty-Sixth Executive and in issuance IV, 1 same officer or the aforesaid bonds not by be signed clauses therein right, or right, said Bonds of be of series the or of one-half the Series or the and provided seal actual executed with on Article ceased although made Section as bonds force one “sixty mentioned sealed requirements subject subject of of net Company, two supplemented, Subsection intially or (1) so of described. (which Officer respect any the manually Section date of earnings as and to signed percent XII of sealed and and Bonds times times in by on series Company. 12 provided at its to be to any Subsections of issued effect of may (2) manual Twenty-Seventh the behalf or appropriate of appropriate to such provisions Assistant such the 12, the such series and the (b) any or of (60%)” one created of Article of another nominal therein be may execution as officer subsection after Bonds by annual as such in Original of sealed the of charges, of or of in though created Subsection shall facsimile Section be the its facsimile for (a), the facsimile) after the II Secretaries Twenty-Sixth other of corporate corporation, pertaining corporate nevertheless date or by shall interest Vice Company be of “eighty Articles initial (b), of Bonds Indenture, officers the facsimile. June Series after but (b) necessary the 16 corporation, of any shall have (c) Presidents person signature (5) of of any shall issuance Original percent shall 1, June of charges action, action, and of Article Article Ill, and whose: of to of cease 1975, by been such such may shall and the this the not ten the (d) be IV or in its 1, of .

per ownership in fully as be in certificate bearing a exhibited Territory, any of hospitalization thereof, bonds by of (ii) acknowledged with (c) signature of holding hereunder centum action centum executed rights the necessary 1975, coupon such its to the consent produced Section a centum have of any Trustee registered person principal the discretion, United to of the (C) to certificate taken Each The (B) a “SECrION of the (60%) (60%) trustee, their and same later one bond to by of or guaranteed make of in foregoing in 6 a in (at amount District executing by meeting any bondholders such order of the shall (iv) registered his pursuant obtaining principal States or Until in genuineness date before the bond force Instruments or or in another this or require such bond behalf), more, the signer any 9. (or secretary, certificate similar principal bonds receive time more to issued Article such of or of (A) registered name categories and any other pursuant amend a by an amendments specified amount bonds to Columbia, any but a Notary bonds the holder, of Anything further in and time bearing certificate instrument bond effect a such or fund in the of public otherwise such person less bank XV. of principal last amount shall administrator respect Article by payable the another as consent written shall consent, to of or Public in or may than or therein as their such proof certificate. the or date be this the a instrumentality bonds the any in funds, a or (3) specified be executed to XV of of trust sign dated resolution of all, Trustee this bonds needed attorneys amount established corporation to Article name or holder of State consent the shall proved the in each the consent shall then bearer, thereof issued series other his Article a or company cases bond same and certificate or Original required be of of holding (iii) series be also serial or consent shall XV by The -22- of by officer other another the witnessed (in of shall in appointed duly presumed where (or by specified and shall (i) bond XV the the to of and by the exchange bonds satisfactory receive any holding United adding of number any whose or the the state, the adopted the consent contained by bonds Indenture, proper United have registry is in authorized in bonds shall a number it holder. bank United the delivered satisfaction series lieu same, then his registered deems or in in in thereto to the States, attorney been by be provisions or outstanding or own such in writing) of effect, so continue of or in States officer outstanding books. to written produced, substitution and the may the numbers to all States, of The the to trust accordance surrendered the further as behalf. to certificate any to the a action instruments be alternative serial person has be that, dealer Section holders take of supplemented, of Trustee Trustee. the of of or contrary municipality consent affected unless of or proved the America, executed the insurance was any hereunder, Trustee) proof as acknowledgements, numbers (2) Subsection at of are Trustee. named in for of 9 such holders of with any shall the may deposited (1) in pension, to securities, may the to by A of such at notwithstanding, and desirable. of exchange read bond State any bondholder be a an the the exhibiting any least be nevertheless, date in thereof, similar company, in meeting in (a) bond) outstanding as of instrument affected (A) and, registered certificate lieu necessary provisions as any Territory any specified or have sixty sixty welfare, thcreof, shall with follows: above of (b) of State if for tenor shall such The held any and the per the the per the or be or or in by be a

behalf stipulations, the or condition, or the omissions, any by the named to and Company, Indenture the bond. respective Original consent in holding respect supplemented connection action, shown recitals percentage for the and the shall not. lieu the action parties holders covenants Original holders right, every binding provisions by of Except or may, SECTION SECTION SECTION SECTION thereof contained Second of be as is Indenture, the the remedy referred term contemplated benefits with the or variations construed, made provided hereto stipulation, with of in of upon Indenture, by promises Company evidence by and as validity and aggregate the all the or and Supplemental filing 4. 3. 2. 1. such or aforesaid, of upon the herein, or and such Bonds agreements agrees of to, exchanged same on condition as this in claim and the bonds.” action written to such The Nothing or The Whenever the to and amended, behalf holder such Subsection shall promise be Supplemental confer by principal respective force sufficiency be and all to insertions, holders under Trustee deemed reference Trustee any agreements such perform of shall included be bond, of notice of contained therefor), Indenture, in and in which and upon, such for the the consent, or this in this or set be Miscellaneous of amount shall upon (B) effect successors the to and this by accepts coupons of with Trustee, action if forth conclusively agreement the the shall, Supplemental recitals Supplemental in or include Indenture. reason any, this sole above, in Supplemental ARTICLE the not in in to same Bonds irrespective all the as shall any and this subject Article of give any taken Supplemental as bonds future and be if the are outstanding •23 Trustee shall, the of and the holder upon may the upon revoke responsible Supplemental apply event to, and exclusive made trusts this Provisions. hereof, binding by successors bonds assigns to the XIII same VI. holders any Indenture, be subject Indenture the coupons the the Supplemental the of of to at any holders Indenture such appropriate by person, herein of terms were a whether holder following its provisions specified and under and Indenture upon the of benefit bond, the action of in as consent principal such outstanding and Company any herein form such Indenture aforesaid, contained expressed and Original of all declared, firm of the the the either which parties, assigns or of taken manner any terms conditions the in bond to Indenture Company, of part Indenture. or or so the serial not set office Subsection make Articles bond corporation, Indenture, for covenants, of far have solely. or by parties by bind forth and contained of (and of any provided, whether under the whatsoever implied, or number as or the such and shall the this consented conditions. herein notation or and in parties it in on any the XII In the hereto, holders same upon concerns any respect Supplemental full party, be (A) behalf general so inure Trustee as bond and conditions, is by of other Indenture, created conclusive and expressed covenant, with amended intended hereto above conform for proof which and of XIII to and and of to issued of of in or than each such such such such and the the the the the on all of or of in of in is is

be the all deemed such same SECTION SECnON counterparts instrument. to be 6. 5. any executed part The This thereof. Titles Supplemental and of the delivered, several Indenture -24- each Articles may as an of be original, this executed Supplemental shall in several constitute Indenture counterparts, but shall one and and not

. .

Robert Stacy Executed, Secretary /errill, attested (CORPORATE Board, name corporate HARRIs Chairman its in WESTERN corporate the F. to J. presence President IN TRUST by be Knott sealed seal WiTNEss RESOURCES, of its mer hereunto fry/4- name the Secretary to AND of: and SEAL) be and Board, HEREOF, to SAVINGS attested delivered affixed, Chief be INC. or President hereunto an Executive Wisniu by and Bi.iic Assistant by its this Secretary affixed, party and instrument RESOURCES, Officer Secretary, Chief hereto and or By: Wnuu -25- or Executive Chief Executive an this to a of all INC., Assistant Vice be the instrument Financial as signed RESOURCES, party of second President Vice Officer the Secretary hereto and day President Officer part, to sealed or and and be INC. of a has for signed year the Vice its by and and caused corporate first its first President, and in Chairman part, above its its sealed behalf, has seal corporate written. and caused of by to and the be its its

(CORPORATE SEAL) HARRIS TRUST AND SAVINGS Bç As Trustee, By:________________________________ R.G. Mason Vice President ATmST. D.G. Donovan Assistant Secretary Executed, sealed and delivered by HARRIS TRUST AND SAVINGS BA.r.nC in the presence of: KEH RCH2D3ON . OSCHA .

officers the officers, and D.G. a Cour’rry STATE on the executed me incorporated Kitchen a CouNrY STATE Notary Notary same the existing execution to Donovan, OF BE OF the day be IN BE and OF Public to and OF ILLINOIS as KANSAS IT WImEss Public such within COOK and IT be under such SHAWNEE who REMEMBERED, and Richard of REMEMBERED, the within of year officers, the ission officers are within instrument Harris existing the act Notary WHEREOF, last same personally and laws and D. OITW’AL Public, above and Trust and T the for Terrill, deed under to of Muzc’uiz that that within of the ) ) be LYAPcJF 4 J the for who Expires State I ) ) ) SS: and written. writing, NOTARY of have SS: SEAL’ on known REGINA the County the State on the of of said are this Savings 7/12/93 instrument act this laws hereunto Western County personally of corporation. to and and and ______ o,-ôL of Illinois, rio me PURLIC Bank, such deed the State and -27- Resources, subscribed to of day State day persons be writing, of who known a aforesaid, State of corporation of said the ] July, of are July, aforesaid, same Kansas, corporation. to duly my and Inc., My personally My 1992, 1992, me personally name August such Commission acknowledged persons Commission a duly to who before Notary corporation before Notary persons and personally be . 4, known organized, are the came who t/,Z?ô affixed 1993 I. me, ‘blié me, personally DEGARMO Public same duly Expires Expires executed to the R.G. the the came duly my me acknowledged incorporated undersigned, execution persons undersigned, Mason official to rrq 1 ’— organized, Steven known be as such such and who seal of to L.

on or Terrill uses instrument me Kitchen incorporated Kitchen a COUNTY STATE Notary purchasers. the to and be OF day IN BE is is OF and purposes such KANSAS Public WimEss Secretary Executive IT and was SHAWNEE and Richard REMEMBERED, officers, year actual within existing therein WHEREOF, last of Vice D. and being said and above Terrill, set under President adequate, that by for forth corporation, ) ) ) I written. SS: me have the on the of and respectively this laws and Western hereunto that County without ______ Chief of the that the 28 and same Resources, subscribed any Financial duly day State the State intent was sworn, of consideration of I July, made aforesaid, Kansas, LDEGARMO’1j Officer to my Inc., did My hinder, 1992, name August and each Commission a and who corporation before given Notary personally and of delay, say 4, that are and affixed that 1993 in me, personally or the Public good for the Expires defraud the said came duly my the said faith, undersigned 1 official Richard organized., foregoing Steven Steven known creditors for seal the D. L. L. to .

Electric South North 18 minutes degree BEGINNING Township 18 the A Thirty to Section seven One Substation tract minutes State minutes South (1) Line 01 and (S 47 of Twelve East of acre degree 30) 6 land 30 minutes 84.6 one-half Kansas East West South, Site in 25.3 acres acres at in TWENTY-EIGHTH feet (12), the 84.6 the 47 along a feet; described Range West, of LOCATED of one Southeast West (7Y2) minutes Southeast Township feet the the DESCRIPTION the thence acre Harris PARCELS of 50.0 acres, Southwest 20 along Southwest South the Western ATCHISON tract as East East, corner feet corner IN Dated North Six Northeast Trust follows: to said APPENDIX line in of THE SUPPLEMENTAL wit: (6), along along OF Quarter FIRST the of the North Quarter Resources, .IuIy and of 30 to OF A-I to Range the REAL STATE So The Southeast said 6th COUNTY the degrees said corner the Savings 1, PROPERTIES following line P.M., of Northwest One 1992 West A of East West ESTATE Twenty the OF to Inc. the of 48 Acre described Bank corner line the Northeast said line KANSAS line; Northeast INDENTURE tract minutes (20) East tract; of tract; Quarter of thence of of said EXCEPT said real the line as thence thence Quarter East, Quarter tract; follows: tract Northwest property South of (NWY4) to said North South thence that to (SWY 4 a 89 of tract; point the of consisting part degrees Section 89 89 Quarter the North place NE¼) degrees degrees on deeded thence South the 12, of 01 18 of of of

Electric southerly Lots along of 30 more Northwest East, degrees BEGINNING West, 6th A ALSO Quarter North above West of Northeast of minutes BEGINNING A East, P.M., beginning. as Southeast Quarter highway, (6), Substation tract the tract acres follows: the said P.M., Range 2, 164.6 or 50.0 line said described 17.6 One contains 89 Northeast EXCEPT 3, of Northwest of of less. East, 18 of (SWY4) 5 degrees and described 4, land corner to Quarter feet East Quarter the feet feet feet; The Acre land Twenty Site the minutes 5 the the to at Northeast and at along in 20,930 along Southwest of line above thence as of a in the tract South thereof, the Quarter the Northwest 18 said point Section; 6, follows: the Quarter of (20), the as to minutes Southwest the East, Northwest Block the Northeast in square contains said follows: Northeast lots. the South line, Northwest on West Quarter the consisting ALSO North of Quarter place thence 84.6 South the 11 of Quarter to Southeast West Section feet, 30 line RILEY 25,439 of corner West the said Quarter line EXCEPT feet corner degrees of of Quarter 30 the South of along more of Quarter of South beginning. Section Northwest of line of 12, acres; said along A-2 City square the COUNTY of seven corner said thereof; the of 01 or said said Township 48 of Northeast Quarter (NE¼) that 30 of the degree less. 12, thence the said South minutes tract; of and South feet, tract; Ogden, Acres of part South Township Quarter the One The thence one-half North said of thence more Thirty Section; 47 thence deeded North 6 line South West, Section of above Acre Quarter 30 South, minutes Riley Northwest the to acres or of line North 6 (S South acres, tract 01 North 30 the less, to to the South, contains thence County, Southwest 30) Twelve Range to a degree section; State of East, Acres place South 89 point in exclusive 03 acres the the except 00 Quarter Range the South degrees of degrees 50.0 degrees Southwest 20 (12), of 8,081 Kansas East of on 47 30 Kansas Southeast of thence beginning. Quarter East one the feet the minutes Acres; the 20 of 89 Township of line square 30 34 the East 42 acre degrees North Southwest LESS of the along Southwest described South minutes minutes minutes Quarter of existing the thence corner of South of in West feet, said The said line the the the 6th the Six 89 18 .