Preferred and Preference Stock of Utility

SCE's authorized shares are: $100 cumulative preferred – 12 million shares, $25 cumulative preferred – 24 million shares and preference with no par value – 50 million shares. SCE's outstanding shares are not subject to mandatory redemption. There are no dividends in arrears for the preferred or preference shares. Shares of SCE's preferred stock have liquidation and dividend preferences over shares of SCE's common stock and preference stock. All cumulative preferred shares are redeemable. When preferred shares are redeemed, the premiums paid, if any, are charged to common equity. No preferred shares were issued or redeemed in the years ended December 31, 2012, 2011 and 2010. There is no sinking fund requirement for redemptions or repurchases of preferred shares.

Shares of SCE's preference stock rank junior to all of the preferred stock and senior to all common stock. Shares of SCE's preference stock are not convertible into shares of any other class or series of SCE's capital stock or any other security. There is no sinking fund requirement for redemptions or repurchases of preference shares.

Preferred stock and preference stock is:



	Shares Outstanding	Redemption Price		December 31,
(in millions, except shares and per-share amounts)	Shares Outstanding	Redemption Price		2012			2011
Cumulative preferred stock
$25 par value:
4.08% Series	650,000	$	25.50	$	16		$	16
4.24% Series	1,200,000	25.80		30			30
4.32% Series	1,653,429	28.75		41			41
4.78% Series	1,296,769	25.80		33			33
Preference stock
No par value:
4.32% Series A (variable and noncumulative)	3,250,000	100.00		325			400
6.125% Series B (noncumulative)	2,000,000	100.00		200			200
6.00% Series C (noncumulative)	2,000,000	100.00		200			200
6.50% Series D (cumulative)	1,250,000	100.00		125			125
6.25% Series E (cumulative)	350,000	1,000.00		350			—
5.625% Series F (cumulative)	190,004	2,500.00		475			—
SCE's preferred and preference stock				1,795			1,045
Less issuance costs				(36		)	(16		)
Edison International's preferred and preference stock of utility				$	1,759		$	1,029

Shares of Series A and B preference stock were issued in 2005 and shares of Series C preference stock were issued in 2006. SCE may redeem the Series A, B or C preference shares in whole or in part. Shares of Series D preference stock, issued in 2011, may not be redeemed prior to March 1, 2016. After March 1, 2016, SCE may redeem the shares at par, in whole or in part. Shares of Series E preference stock, issued in 2012, may be redeemed at par, in whole or in part, after February 1, 2022. Shares of Series F preference stock, issued in 2012, may be redeemed at par, in whole, but not in part, at any time prior to June 15, 2017 if certain changes in tax or investment company laws occur. After June 15, 2017, SCE may redeem the Series F shares at par, in whole or in part. Shares of Series F preference stock were issued to SCE Trust I, a special purpose entity formed to issue trust securities as discussed in Note 3. The proceeds from the sale of the shares of Series E and F were used to repay commercial paper borrowings and to fund SCE's capital program. The proceeds from the sale of the shares of Series F were also used to retire $75 million of the Series A preference stock. Preference shares are not subject to mandatory redemption and no preference shares were redeemed in 2011 and 2010.

At December 31, 2012 accrued dividends related to SCE's preferred and preference stock were $24 million.

In January 2013, SCE issued 160,004 shares of 5.10% Series G preference Stock (cumulative, $2,500 liquidation value) to SCE Trust II, a special purpose entity formed to issue trust securities as discussed in Note 3. The Series G preference stock may be redeemed at par, in whole, but not in part, at any time prior to March 15, 2018 if certain changes in tax or investment company laws occur. After March 15, 2018, SCE may redeem the Series G shares at par, in whole or in part. The shares are not subject to mandatory redemption. The proceeds from the sale of these shares will be used to redeem all outstanding shares of Series B and C preference stock.