EX-99 16 exd2.txt EXHIBIT D-2 Exhibit D-2 INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRETH AMENDMENT Mirant ICE Investments, Inc. was incorporated in 2001 and is wholly owned by Mirant Americas Energy Marketing Investments, Inc. Mirant ICE Investments, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Mirant ICE Investments, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED FIRST AMENDMENT Mirant Portage County Investments, Inc. was incorporated in 2001 and is wholly owned by Mirant Americas, Inc. Mirant Portage County Investments, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Mirant Portage County Investments, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED SECOND AMENDMENT Alabama Synfuel Energy, Inc. was incorporated in 2001 and is wholly owned by Southern Company Holdings, Inc. Alabama Synfuel Energy, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Alabama Synfuel Energy, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED THIRD AMENDMENT Synfuel Services, Inc. was incorporated in 2001 and is wholly owned by Southern Company Holdings, Inc. Synfuel Services, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Synfuel Services, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED FOURTH AMENDMENT Energy Related Activities, Inc. was incorporated in 2001 and is wholly owned by Southern Company Holdings, Inc. Energy Related Activities, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Energy Related Activities, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED FIFTH AMENDMENT Southern Power Company was incorporated in 2001 and is wholly owned by The Southern Company. Southern Power Company does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Southern Power Company __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED SIXTH AMENDMENT Southern Company Holdings, Inc. was incorporated in 2001 and is owned by The Southern Company (87.94%) and Southern Management Development, Inc. (12.06%). Southern Company Holdings, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Southern Company Holdings, Inc. __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRRED SEVENTH AMENDMENT Southern Company Funding Corporation was incorporated in 2001 and is wholly owned by The Southern Company. Southern Company Funding Corporation does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Southern Company Funding Corporation __________________________________ BY: _________________________________ INCOME TAX ALLOCATION AGREEMENT ONE-HUNDRED EIGHTH AMENDMENT Southern Company Electrotechnologies, Inc. was incorporated in 2001 and is wholly owned by Southern Company Holdings, Inc. Southern Company Electrotechnologies, Inc. does hereby declare and agree to the terms and conditions provided in the Income Tax Allocation Agreement dated December 29, 1981, as amended on April 19, 1988. Effective Date This Agreement is effective for the Consolidated Tax reflected on the Consolidated Tax Return for 2001. IN WITNESS HEREOF, this Agreement has been executed, as of the _______day of March, 2002. ATTEST Southern Company Electrotechnologies, Inc. __________________________________ BY: _________________________________