CERTIFICATE RE:

ARIZONA BUSINESS OPERATIONS AND PROPERTIES

In connection with a debt financing by Southern California Edison Company, a California corporation (the "Company"), the undersigned hereby certifies that:

(1)The undersigned is a duly elected officer of the Company and has authority to execute and deliver this certificate;

(2)The undersigned is generally familiar with the operations and properties of the Company and the information that is the subject matter of this certificate and, although not personally familiar with all of such information, is informed and believes, based on the undersigned’s familiarity with the activities of the Company and on confirmations of such information from appropriate persons within the Company, that such information is accurate and complete; and

(3)With respect to the business operations and properties of the Company located in the State of Arizona, the Company owns an undivided interest as a tenant-in-common in the Palo Verde Nuclear Generating Station and other properties related thereto, which are operated by Arizona Public Service Company under certain project agreements, as described in the Arizona Nuclear Power Project (“ANPP”) Participation Agreement dated August 23, 1973, as subsequently amended or otherwise modified, together with an undivided interest in certain real and personal property and an undivided beneficial interest in certain other real and personal property located in Maricopa County, Arizona; the Company owns an undivided interest as a tenant-in-common in the Palo Verde Switchyard and the Hassayampa Switchyard, which are operated by Salt River Project Agricultural Improvement and Power District under certain project agreements, as described in the ANPP High Voltage Switchyard Participation Agreement dated July 6, 1981, as subsequently amended or otherwise modified, and the ANPP Hassayampa Switchyard Interconnection Agreements which became effective on November 1, 2001; the Company owns a transmission line and facilities with related rights-of-way, permits and easements extending from the switchyard of the Palo Verde Nuclear Generating Station across the State of Arizona to the Arizona-California border, crossing parts of Maricopa County and La Paz County, Arizona; a portion of the Company’s transmission line right-of-way located outside of the Palo Verde Nuclear Generating Station is currently licensed to others; the Company entered into an option agreement with Harquahala Generating Company, LLC, which agreement was subsequently assigned to New Harquahala Generating Company, LLC(New HGC) in May 2004, whereby New HGC grants SCE an exclusive, irrevocable option to purchase New HGC land in Maricopa County, and the transmission line facilities built therein; the Company receives electricity from the Western Area Power Administration as the agent for the United States Air Force's entitlement to the Parker-Davis Project; the Company purchases transmission service from Arizona Public Service Company between the Arizona-New Mexico border and the Arizona-Nevada border and sells transmission service to various California utilities and Arizona Electric Power Cooperative, Inc., between the Arizona-New Mexico border and the Arizona-Nevada border and between the Palo Verde switchyard and the Arizona-California border; the Company purchases transmission services and leases the 500kV Arizona Transmission System, including ownership, operation and maintenance, property tax, business activity tax, and right-of-way from Arizona Public Service Company; the Company purchases transmission service through the State of Arizona from the Western Area Power Administration between Mead Substation in Nevada and Parker Substation in California to serve a fringe portion of the Company's retail load in California; the Company has turned over operational and scheduling control of its transmission facilities to the California Independent System Operator Corporation, which has the right to sell transmission services to any party to the extent of any entitlement in excess of previously contracted rights; the Company may engage in occasional short-term purchase and sales transactions with power marketers, utilities or other load serving entities throughout the western United States in accordance with master enabling agreements where energy is sold, purchased, or exchanged in each state; the Company sells transmission service to Arizona Public Service Company within the State of California that enables Arizona Public Service Company to deliver retail power over Arizona Public Service Company-owned distribution facilities to three locations on the eastern bank of the Colorado River; the Company owns no electric distribution facilities and makes no sales of electricity at retail in the State of Arizona; and has not dedicated its properties or operations within Arizona to the supply of electricity directly to the public. The Company does not monopolize, nor does it intend to monopolize, the provision of electricity to the public in the State of Arizona. The Company is not required to accept all requests for the provision of electricity within the State of Arizona. The Company does not conduct any operations or other activities, or own any property related to the generation, purchase, transmission, distribution or sale of electricity in the State of Arizona other than those referred to herein.

IN WITNESS WHEREOF, the undersigned has executed this certificate at Rosemead, California, as of the ____ day of February, 2008.

Ronald L. Litzinger
Senior Vice President

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LAW-#1249703