Central Kentucky Transmission Company

Original Volume No. 1

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Effective Date: 05/01/2006, Docket: CP05- 48-002, Status: Effective

Original Sheet No. 411 Original Sheet No. 411 : Effective

OPERATIONAL BALANCING AGREEMENT

(Continued)

ARTICLE VII

GOVERNING LAW

7.1 The construction and interpretation of this Agreement shall be

governed by the laws of the State of West Virginia, excluding any conflict

of law rule which would refer any matter to the laws of a jurisdiction

other than the State of West Virginia.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be

executed by its duly authorized officers to be effective as of the day and

year first above written.

CENTRAL KENTUCKY TRANSMISSION COMPANY

By: _________________________________

Name: _______________________________

Title: ______________________________

Date: _______________________________

By: _________________________________

Name: _______________________________

Title: ______________________________

Date: _______________________________