EXHIBIT 4.6
[FORM OF BOND]
REGISTERED REGISTERED
Number __ $
APS
ARIZONA PUBLIC SERVICE COMPANY
FIRST MORTGAGE BOND,
6 5/8% SERIES DUE 2004
SEE REVERSE FOR
CERTAIN DEFINITIONS
CUSIP 040555 BU 7
Arizona Public Service Company, a corporation of the State of Arizona
(hereinafter called the Company), for value received, hereby promises to pay
to ______________________________
6 5/8% 6 5/8%
DUE DUE
2004 2004
or registered assigns, the principal sum of ____________________ Dollars on
March 1, 2004, in such coin or currency of the United States of America as
at the time of payment is legal tender for public and private debts, and to
pay to the registered owner hereof interest thereon in like coin or currency
at the rate of 6 5/8% per annum, semiannually on March 1 and September 1 in
each year, commencing September 1, 1994, until the principal hereof is paid
or made available for payment, such interest to be payable from the March 1
or September 1 next preceding the date of this bond. The interest so
payable on any March 1 or September 1 shall be paid to the person in whose
name this bond, or the bond in exchange or substitution for which this bond
shall have been issued, shall have been registered at the close of business
on the February 15 or August 15, as the case may be, next preceding such
March 1 or September 1, unless such day is a legal holiday or a day on which
banking institutions in The City of New York and/or the City of Los Angeles,
California are authorized to remain closed, in which case on the next
preceding day which shall not be a legal holiday or day on which such
institutions are authorized by law to remain closed. Payment of the
principal of and interest on this bond and other amounts, if any, payable
upon the redemption hereof will be made at the office or agency of the
Company maintained for that purpose in the City of Los Angeles, California,
and in the Borough of Manhattan, The City of New York, provided, however,
that payment of interest may be made at the option of the Company by check
mailed to the address of the person entitled thereto as such address shall
appear on the registration books of the Company.
The provisions of this bond are continued on the reverse hereof and such
provisions shall for all purposes have the same effect as though fully set
forth at this place.
This bond shall not become obligatory until Bank of America National
Trust and Savings Association, the Trustee under the Mortgage referred to on
the reverse hereof, or its successor thereunder, or the co-authenticating
agent on behalf of the Trustee or successor trustee, shall have signed the
form of authentication certificate endorsed hereon.
IN WITNESS WHEREOF, Arizona Public Service Company has caused this bond
to be signed in its corporate name by its President or one of its Vice
Presidents and its corporate seal to be impressed or imprinted hereon and
attested by its Secretary or one of its Assistant Secretaries.
DATED:
TRUSTEE'S AUTHENTICATION CERTIFICATE
This bond is one of the bonds, of the series herein designated, described
or provided for in the within mentioned Mortgage.
BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, AS TRUSTEE
By _____________________________
Authorized Signatory
OR
CO-AUTHENTICATING AGENT'S AUTHENTICATION CERTIFICATE
This bond is one of the bonds, of the series herein designated, described
or provided for in the within mentioned Mortgage.
BANKAMERICA NATIONAL TRUST COMPANY, CO-AUTHENTICATING AGENT
By ____________________________
Authorized Signatory
ARIZONA PUBLIC SERVICE COMPANY INCORPORATED
SEAL
1920
ARIZONA PUBLIC SERVICE COMPANY
ATTEST:
____________________________
Secretary
By ____________________________
President
ARIZONA PUBLIC SERVICE COMPANY
First Mortgage Bond, 6 5/8% Series Due 2004
This bond is one of an issue of bonds of the Company issuable in series
and is one of a series known as its First Mortgage Bonds, 6 5/8% Series due
2004, all bonds of all series issued and to be issued under and equally
secured (except insofar as any sinking or other fund, established in
accordance with the provisions of the Mortgage hereinafter mentioned, may
afford additional security for the bonds of any particular series) by a
Mortgage and Deed of Trust (herein, together with any indenture supplemental
thereto, including the supplemental indentures dated as of December 1, 1947,
April 1, 1949, February 1, 1950, December 1, 1950, February 1, 1953,
November 1, 1953, March 1, 1954, October 1, 1957, March 1, 1959, November 1,
1961, June 1, 1962, December 1, 1962, September 1, 1963, September 1, 1967,
April 1, 1970, March 15, 1972, April 1, 1974, February 15, 1975, June 1,
1975, November 15, 1975, April 15, 1977, January 15, 1978, March 1, 1979,
October 15, 1979, May 15, 1980, February 2, 1982, April 15, 1982, July 1,
1983, October 15, 1983, June 15, 1984, January 15, 1985, May 1, 1985, June
1, 1985, November 1, 1985, January 15, 1986, March 1, 1986, May 1, 1986,
February 1, 1987, June 1, 1987, November 15, 1987, April 1, 1989, February
15, 1990, May 15, 1990, April 15, 1991, December 15, 1991, January 15, 1992,
March 1, 1992, June 15, 1992, February 1, 1993, August 1, 1993, August 1,
1993, September 15, 1993, and March 1, 1994, called the Mortgage) dated as
of July 1, 1946, executed by the Company to Bank of America National Trust
and Savings Association, as Trustee. Reference is made to the Mortgage for
a description of the property mortgaged and pledged, the nature and extent
of the security, the rights of the holders of the bonds and of the Trustee
in respect thereof, the duties and immunities of the Trustee, the terms and
conditions upon which the bonds are and are to be secured, and the
circumstances under which additional bonds may be issued. With the consent
of the Company and to the extent permitted by and as provided in the
Mortgage, the rights and obligations of the Company and/or the rights of the
holders of the bonds and/or the terms and provisions of the Mortgage may be
modified or altered by affirmative vote of the holders of at least seventy
per centum (70%) in principal amount of the bonds then outstanding under the
Mortgage and, if the rights of the holders of one or more, but less than
all, series of bonds then outstanding are to be affected, then also by
affirmative vote of the holders of at least seventy per centum (70%) in
principal amount of the bonds then outstanding of each series of bonds so to
be affected (excluding in any case bonds disqualified from voting by reason
of the Company's interest therein as provided in the Mortgage); provided
that, without the consent of the holder hereof, no such modification or
alteration shall, among other things, impair or affect the right of the
holder to receive payment of the principal of and interest on this bond and
other amounts, if any, payable upon the redemption hereof on or after the
respective due dates expressed herein, or permit the creation of any lien
equal or prior to the lien of the Mortgage or deprive the holder of the
benefit of a lien on the mortgaged and pledged property.
The principal hereof may be declared or may become due prior to the
maturity date hereinbefore named on the conditions, in the manner and at the
time set forth in the Mortgage, upon the occurrence of a default as in the
Mortgage provided.
This bond is transferable as prescribed in the Mortgage by the registered
owner hereof in person, or by his duly authorized attorney, at the office or
agency of the Company in the City of Los Angeles, California, or at the
office or agency of the Company in the Borough of Manhattan, The City of New
York, upon surrender and cancellation of this bond, and thereupon a new
fully registered bond of the same series for a like principal amount will be
issued to the transferee in exchange herefor as provided in the Mortgage.
In the manner prescribed in the Mortgage, bonds of this series, upon
surrender thereof, for cancellation, at the office or agency of the Company
in the City of Los Angeles, California, or at the office or agency of the
Company in the Borough of Manhattan, The City of New York, together with a
written instrument of transfer, if required by the Company or by the
Trustee, duly executed by the registered owner or by his duly authorized
attorney, are exchangeable for a like aggregate principal amount of bonds in
registered form of the same series of other authorized denominations. The
Bonds are issuable in denominations of One Thousand Dollars or any integral
multiples thereof.
No service charge shall be made for any such transfer or exchange, but
the Company may require the payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.
The bonds of this series will not be redeemable prior to maturity, except
that the bonds of this series shall be redeemable in whole at any time,
prior to maturity, upon notice (which may be made subject to the receipt of
the redemption moneys by the Trustee before the date fixed for redemption)
published in one daily newspaper, printed in the English language, and of
general circulation, in the Borough of Manhattan, The City of New York, once
on at least four (4) different days before the date fixed for redemption or
in certain cases by mailing, the first publication or mailing, as the case
may be, to be at least thirty (30) days prior to the date fixed for
redemption, by the application of cash delivered to or deposited with the
Trustee pursuant to the provisions of Section 87 of the Mortgage (but only
if and to the extent such Section is properly applicable to bona fide
transactions), at the following special redemption prices, expressed in
percentages of the principal amount of the bonds to be redeemed:
SPECIAL REDEMPTION PRICES
If redeemed during the 12 month period
beginning March 1,
1994 . . . . . .106.16% 1999 . . . . . .103.08%
1995 . . . . . .105.54% 2000 . . . . . .102.46%
1996 . . . . . .104.92% 2001 . . . . .. 101.85%
1997 . . . . . .104.31% 2002 . . . . . .101.23%
1998 . . . . . .103.69% 2003 . . . . . .100.62%
in each case, together with accrued interest to the date fixed for
redemption.
The Company and the Trustee may deem and treat the person in whose name
this bond is registered as the absolute owner hereof for the purpose of
receiving payment and for all other purposes, and neither the Company nor
the Trustee shall be affected by any notice to the contrary.
No recourse shall be had for the payment of the principal of or interest
on this bond against any incorporator or any past, present or future
subscriber to the capital stock, stockholder, officer or director of the
Company or of any predecessor or successor corporation, as such, either
directly or through the Company or any predecessor or successor corporation,
under any rule of law, statute or constitution or by the enforcement of any
assessment or otherwise, all such liability of incorporators, subscribers,
stockholders, officers and directors being released by the holder or owner
hereof by the acceptance of this bond and being likewise waived and released
by the terms of the Mortgage.
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of
this Bond, shall be construed as though they were written out in full
according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship and not as tenants
in common
UNIF GIFT MIN ACT - _______Custodian_______
(Cust) (Minor)
under Uniform Gifts to Minors
Act_______
(State)
Additional abbreviations may also be used though not in the above list.
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers
unto PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE.
____________________________________ Please print or typewrite name and
address of assignee ___________________________________ the within Bond of
ARIZONA PUBLIC SERVICE COMPANY and hereby does irrevocably constitute and
appoint ______________________________ attorney to transfer the said Bond on
the books of the within-named Company, with full power of substitution in
the premises.
Dated______________________
_________________________________________________________________
Notice: The signature to this assignment must correspond with the name as
written upon the face of the Bond in every particular, without alteration or
enlargement or any change whatever.