| Issuer: | Southwestern Electric Power Company |
| Designation: | Senior Notes, Series H, due 2040 |
| Principal Amount: | $350,000,000 |
| Maturity: | March 15, 2040 |
| Coupon: | 6.20% |
| Interest Payment Dates: | March 15 and September 15 |
| First Interest Payment Date: | September 15, 2010 |
| Treasury Benchmark: | 4.375% due November 15, 2039 |
| Treasury Price: | 96-10+ |
| Treasury Yield: | 4.603% |
| Reoffer Spread: | T+160 basis points |
| Yield to Maturity: | 6.203% |
| Price to Public: | 99.958% of the principal amount thereof |
| Transaction Date: | March 3, 2010 |
| Settlement Date: | March 8, 2010 (T+3) |
| Redemption Terms: | At any time at a discount rate of the Treasury Rate plus 25 basis points |
| Minimum Denomination: | $1,000 |
| CUSIP: | 845437 BL5 |
| Joint Book-Running Managers: | BNP Paribas Securities Corp. |
| J.P. Morgan Securities Inc. | |
| Morgan Stanley & Co. Incorporated | |
| Co-Managers: | Credit Agricole Securities (USA) Inc. |
| RBS Securities Inc. | |
| Sun Trust Robinson Humphrey, Inc. | |
| Ratings: | Baa3 by Moody’s Investors Service, Inc. BBB by Standard & Poor’s Ratings Services BBB+ by Fitch Ratings Ltd. |
