CONTENTS OF WWW.FESSOURCEBOOK.COM DECEMBER 29, 2016 Version 2.0
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FIRSTENERGY SOLUTIONS SOURCE BOOK
Description FSB ITEM
Facility Lease Agreement Mansfield 2007 Trust A FSB 1
Definitions and Rules of Interpretation Applicable to Lease Documents Mansfield 2007 Trust A FSB 2
Participation Agreement Mansfield 2007 Trust A FSB 3
Lease Indenture Mansfield 2007 Trust A (form of lessor note attached) FSB 4
Pass Through Trust (PTC) Agreement FSB 5
Support Agreement Mansfield 2007 Trust A FSB 6
FES Lease Guaranty Mansfield 2007 Trust A FSB 7
Bill of Sale Mansfield 2007 Trust A FSB 8
Bruce Mansfield Station Operating Agreement (Unit 1, Unit 2 and Unit 3) FSB 9
NG Upstream Guaranty (March 2007) FSB 10
FG Upstream Guaranty (March 2007) FSB 11
FES Downstream Guaranty for FG (March 2007) FSB 12
FES Downstream Guaranty for NG (March 2007) FSB 13
Document Provisions Relating to Premium/Make-Whole FSB 14
UNITED AIR LINES Chapter 11: Lease-Secured Financing Disputes for Airport Facilities FSB 15
Site Lease Mansfield 2007 Trust A FSB 16
1974 Deed Referenced in Description of Site Lease Premises in FSB 16 FSB 17
Bruce Mansfield Unit 1 Leases: By the Numbers, Version 1.0 FSB 18
The Abolishment of the Assembled Industrial Plant Doctrine in Pennsylvania, Version 1.0 FSB 19
ASSETS INCLUDED/EXCLUDED WITHIN UNIT 1 FSB 20
1987 Bruce Mansfield Units 1/2/3 sale and leasebacks: Facility Lease FSB 21
1987 Bruce Mansfield Units 1/2/3 sale and leasebacks: Support Agreement FSB 22
1987 Bruce Mansfield Units 1/2/3 sale and leasebacks: Deed and Bill of Sale FSB 23
Hyperlinked Exhibit List to PTC exchange offer registration statement. FSB 24
Severance Provisions from Bruce Mansfield Unit 1 Sale and Leaseback Documents FSB 25
UBS Presentation by TMT on 12/7/16: FirstEnergy Solutions: Mansfield Leases and Other Nuances FSB 26
Edison Mission Energy Tax Indemnity Agreement (August 2000 Powerton Lease) FSB 27 Law O
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Lease-related EXCERPTS FROM DYNEGY DISCLOSURE STATEMENT AND RELATED MATERIALS FSB 200
The Bear Swamp Litigation and Settlement/US Gen New England Chapter 11 FSB 201
Filene’s Basement Section 502(b)(6) Opinion FSB 202
AES Eastern Disclosure Statement FSB 203
Kmart Chapter 11—Brief by Lease Equity Investor on Measuring Tax Indemnity Claims FSB 204
Response of Kmart/debtor to FSB 204 FSB 205
Calpine Chapter 11 Settlement of Lease-Related Tax Indemnity Claim FSB 206
Mirant Chapter 11 Disclosure statement FSB 207
[reserved] FSB 208
Edison Mission Energy Chapter 11: Motion to Reject Generating Asset Leases FSB 209
AMR/American Airlines Chapter 11: Response of Equity Investor to Debtors Tax Indemnity Agreement Claims FSB 210
PSEG Objection to Dynegy Motion to Reject Lease FSB 211
Dynegy Motion to Reject FSB 212
FSB PSEG Declaration in Support of FSB 211 FSB 213
Dynegy Reply to FSB 211 FSB 214
May 2010 Dynegy Central Hudson Leases Update FSB 215
Further PSEG Declaration in Support of FSB 211 FSB 216
Edison Mission Energy: Settlement of Generating Assets Lease Issues FSB 217
2010 2nd Cir. Opinion Upholding Tax Indemnity Claims in Delta Air Lines, 608 F. 3d 139 (2nd Cir 2010) FSB 218 Law O
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[reserved] FSB 219
Northwest Airlines: Equity investor objection to proposed treatment of tax indemnity claims FSB 220
Bear Swamp Post-Trial Brief Arguing for Finance Lease treatment FSB 221
Bear Swamp Interim Operating Agreements FSB 222
2016 IRS written determination on section 467 loans FSB 223
MIRMA Expert Report arguing that section 467 Loans are not “real loans” FSB 224
NEGT Chapter 11 Opinion Allowing but Reducing Tax Indemnity Claims FSB 225
Opinion of MIRMA Bankruptcy Court on Lease Characterization Issue, 327 B.R. 262 (2005) FSB 226
ATTALA OWNER ENTITIES' EXEC. SUMMARY ON DEBTORS' OBJECTIONS TO TAX INDEMNITY CLAIMS FSB 227
APPENDIX OF AFFIDAVITS IN SUPPORT OF LESSOR DEFENDANTS’ RESPONSE TO MIRMA’s MOTION (FSB 243) FSB 228
Excerpts from NEGT Disclosure Statement (Atalla) FSB 229
Mirant Disclosure Statement Excerpts on MIRMA Leases FSB 230
Edison Mission Energy Powerton-Joliet (“PoJo”) Lease Settlement FSB 231
Opinion and Order Motion to Dismiss MIRMA Chapter 11 FSB 232
USGen Bear Swamp Tax Indemnity Agreement FSB 233
AES Eastern Debtor Proposed Lease Settlement FSB 234
AES Eastern Final Lease Settlement FSB 235
AES Eastern Declaration in Support of FSB 234 FSB 236
Debtors Response to FSB 227 FSB 237
NEGT Motion to Consolidate Atalla Entitles with NEGT FSB 238
Mirant Letter to SEC on its operating lease treatment of MIRMA Leases, 03/22/05 FSB 239
USGen New England Lease Debt Offering Circular FSB 240
EME Homer City: Consent Solicitation for 2001 Conversion of an Existing Project Financing into a Leveraged Lease FSB 241
TMT Case Study: 2005 Tower True Lease Transaction Between Sprint Nextel (Lessor) and Global Signal (Lessee) with 100% Prepaid Rent
FSB 242
MIRMA: Lessors’ MOTION FOR PARTIAL SUMMARY JUDGMENT ON COMPLAINT FOR DECLARATORY JUDGMENTS RELATING TO MIRMA Leases
FSB 243
MIRMA: LESSOR DEFENDANTS’ RESPONSE TO PLAINTIFFS’ MOTION FOR PARTIAL SUMMARY JUDGMENT (FSB 243 FSB 244
MIRMA: AMENDED COMPLAINT FOR DECLARATORY JUDGMENTS RELATING TO MIRMA AGREEMENTS AND FOR RELATED RELIEF
FSB 245
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EME Homer City Funding Disclosure Statement FSB 246
Mirant/MIRMA Disclosure Statement FSB 247
Lessor Accounting Overview (Power Plant Example) FSB 248
American Air Lines: Debtor’s Reply Brief on TIA claims FSB 249
American Air Lines: Response of Various Claimants to Debtor’s Tax Indemnity Agreement Claim Objections FSB 250
DEMONSTRATIVE EXHIBITS TO BE USED AT TIA HEARING: AFFIDAVIT OF TIMOTHY C. GLENN IN SUPPORT OF RESPONSE OF DFO PARTNERSHIP TO TIA/SLV OBJECTION 1: OBJECTION BY DELTA AIR LINES, INC. AND THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS
FSB 251
KMART Bankruptcy Court Order, 362 B.R. 361, February 14, 2007 (affirmed by District Court, FSB Item 253) FSB 252
District Court affirmance of FSB 252 FSB 253
BRIEF OF APPELLANTS PHILIP MORRIS CAPITAL CORPORATION AND HNB INVESTMENT CORP. FSB 254
Kmart—Designation of Record on Appeal FSB 255
KMART Schematic Representation of the Structured Finance Transaction FSB 256
KMART Appellants' Trial Exhibit 137 FSB 257
In re NORTHWEST AIRLINES CORPORATION, et al., Reorganized Debtors. 393 B.R. 337 (2008) FSB 258
NRG’s GENON LEASE NUANCES: Where do the Pass Through Certificates and the Leases Fit into The Picture? Conference Call Hosted by UBS Investment Research, Monday, June 13 at 8:30 a.m. (EST)
FSB 259
Transcript and Related Material for FSB 259 “GenOn: Devil is in the Lease Details,” June 20 2016 FSB 260
NORTHWEST AIRLINES: RESPONSE BY BNY CAPITAL RESOURCES CORPORATION, BNY ITC LEASING CORPORATION AND THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY IN OPPOSITION TO REORGANIZED DEBTORS’ FORTY-FIRST OMNIBUS OBJECTION TO CLAIMS, 1/7/08
FSB 261
[reserved] FSB 262
IN RE IONOSPHERE CLUBS, INC. 262 B.R. 604 (2001), MEMO. DECISION RE: TAX BENEFIT TRANSFER AGREEMENTS FSB 263
HORSEHEAD INDUSTRIES: lease in question is a true lease, not a financing (unpublished),9/24/03, Judge Bernstein FSB 264
Mirant Bankruptcy: true lease determination for agreement asserted to be a financing (2004 opinion) FSB 265
Mirant Bankruptcy: true lease determination for agreement asserted to be a financing (2005 opinion), Case 04-04073-dml Doc 80 Filed 11/22/05
FSB 266
Mirant: Brief related to FSB 266 citing 2005 7th Circuit that is Item 1 in FSB 15, FSB 267
Mirant: LESSORS’ MEMO. IN SUPPORT OF THEIR MOTION FOR PARTIAL SUMMARY JUDGMENT ON PLAINTIFFS’ RECHARACTERIZATION CLAIM
FSB 268
Pocahontas Mining LLC v. Jewell Ridge Coal Corp., 263 Va. 169, 173, 556 S.E.2d 769 (2002). FSB 269 Law O
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VERIFIED [AMENED] APPLICATION OF LOUISVILLE GAS AND ELECTRIC COMPANY AND KENTUCKY UTILITIES COMPANY REGARDING ENTRANCE INTO REFINED COAL AGREEMENTS…, CASE NO.2015-00264, KENTUCKY PUBLIC SERVICE COMMISSION, filed October 30, 2015
FSB 270
Staff Memorandum with respect to FSB 270 (utility presentation to staff attached)) FSB 271
Representative draft of Operation Agreement submitted as part of FSB 270 FSB 272
Franklin Mills Associates, L.P. v. Nationwide Life Insurance Co., Memorandum Decision (unreported), 12/12/11 FSB 273
Mirant: RESPONSE OF DEBTOR TO LESSORS’ MOTION [FSB 268] FSB 274
Mirant: AFFIDAVIT OF LISA JOHNSON IN SUPPORT of FSB 274, Case 04-04283-dml Doc 148 Filed 03/18/05 FSB 275
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