22.06.2012 21:44
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Tennessee Energy Acquisition Corporation -- Moody's downgrades ratings of 24 gas prepayment bonds

Approximately $19 billion of outstanding debt affected

New York, June 22, 2012 -- Moody's Investors Service has downgraded ratings of the below listed gas prepayment bonds. The bonds were placed under review for downgrade on February 17, 2012. The downgrades are due to the downgrades of Citigroup, Inc., Goldman Sachs Group, Inc., Credit Agricole Corporate & Investment Bank, JPMorgan Chase & Co., Merrill Lynch & Co., Morgan Stanley, BNP Paribas, Royal Bank of Canada and Societe Generale which occurred on June 21, 2012. These entities support certain payment obligations of the bonds. Please use the following link to access Moody's announcement of these downgrades of banks and securities firms with global capital markets operations:

http://www.moodys.com/research/Moodys-downgrades-firms-with-global-capital-markets-operations--PR_248989

A list of affected gas prepayment bonds and how each of them is affected by the downgrades described in this announcement is provided below.

Affected Gas Pre-Payment Bonds

(1) Public Energy Authority of Kentucky, Inc. Variable Rate Gas Supply Revenue Bonds, Series 2006A

Moody's has downgraded the long-term and short-term ratings of issue (1) to Baa2/ SG from Baa1/VMIG 3. The long-term rating of the bonds is based upon the credit quality of: (i) BP Corporation North America, Inc. (Baa1) as gas supplier; (ii) Societe Generale (A2) as interest rate swap provider; and (iii) Citigroup Inc. (Baa2/ P-2) as guaranteed investment agreement provider.

The short-term rating of the bonds is based upon the credit quality of BP Corporation North America Inc. as provider of the standby bond purchase agreement (SBPA) and the likelihood of termination of the SBPA. The SBPA automatically terminates upon (i) bankruptcy of BP Corporation North America, Inc. and (ii) nonpayment of principal, interest, redemption price or purchase price of the bonds.

(2) Tennessee Energy Acquisition Corporation Gas Project Revenue Bonds, Series 2006A

Moody's has downgraded the rating of issue (2) to Baa2 from A2. This rating is based upon the credit quality of: (i) Goldman Sachs Group, Inc. (A3) as gas supplier guarantor; (ii) Royal Bank of Canada (Aa3) as commodity swap provider; and (iii) Citigroup Inc. (Baa2/ P-2) as guaranteed investment agreement provider.

(3) American Municipal Power, Inc., OH Electricity Purchase Revenue Bonds, 2007A

Moody's has downgraded issue (3) to Baa2 from A2. The long-term rating on the bonds is based upon the credit quality of: (i) Goldman Sachs Group, Inc. (A3) as electric supplier guarantor; (ii) AMP Ohio (A1) as the participant; and (iii) Citigroup Inc. (Baa2/ P-2) as guaranteed investment agreement provider.

(4) Salt Verde Financial Corporation, AZ Senior Gas Revenue Bonds, 2007

Moody's has downgraded issue (4) to Baa2 from A3. This rating is based upon the credit quality of: (i) Citigroup, Inc. (Baa2) as gas supplier guarantor; (ii) Royal Bank of Canada (Aa3) as commodity swap provider; (iii) the Salt River Project Agricultural Improvement & Power District, AZ (Aa1) as the sole participant; and (iv) American General Life Insurance Company (A2) as guaranteed investment agreement provider.

(5) New Mexico Municipal Energy Acquisition Authority Gas Supply Variable Rate Revenue Bonds, Series 2009

(6) Lancaster Port Authority Gas Supply Variable Rate Revenue Bonds, Series 2008

(7) Main Street Natural Gas, Inc. Gas Project Variable Rate Revenue Bonds, Series 2010

(8) Central Plains Energy Project Gas Project Variable Rate Revenue Bonds (Project No. 2), Series 2009

(9) California Statewide Communities Development Authority Gas Supply Revenue Bonds, Series 2010

Moody's has downgraded the long-term ratings of issues (5) -- (9) listed above to Aa3 from Aa1. The VMIG 1 short-term ratings are not affected. The long-term ratings on these issues are based upon the credit quality of Royal Bank of Canada (Aa3) as (i) the supplier under the gas purchase agreement and (ii) the interest rate swap provider.

(10) Texas Municipal Gas Acquisition & Supply Corporation II Gas Supply Revenue Bonds, Series 2007A & 2007B

(11) Indiana Bond Bank Gas Revenue Bonds, 2007

(12) Municipal Energy Acquisition Corp. Gas Revenue Bonds, Series 2006A & 2006B

Moody's has downgraded the long-term ratings of issues (10) -- (12) listed above to A2 from Aa3. These ratings are based upon the credit quality of (i) JPMorgan Chase & Co. (A2) as gas supplier guarantor; (ii) BNP Paribas (A2) as commodity swap provider; (iii) JPMorgan Chase Bank, N.A. (Aa3) as interest rate swap provider; and (iv) Transamerica Life Insurance Company (A1/ P-1) as guaranteed investment agreement provider.

(13) Main Street Natural Gas, Inc. Gas Project Revenue Bonds, Series 2006A

Moody's has downgraded the rating of issue (13) to A2 from Aa3. This rating is based upon the credit quality of (i) JPMorgan Chase & Co. (A2) as gas supplier guarantor; (ii) Credit Agricole Corporate & Investment Bank (A2) as commodity swap provider; (iii) Assured Guaranty Municipal Corp. (Aa3) as surety bond provider; and (iv) Credit Agricole Corporate & Investment Bank (A2) as guaranteed investment agreement provider.

(14) Northern California Gas Authority No. 1 Gas Project Revenue Bonds, Series 2007A & 2007B

Moody's has downgraded the rating of issue (14) to Baa1 from A2. This rating is based upon the credit quality of (i) Morgan Stanley (Baa1) as gas supplier guarantor; (ii) Royal Bank of Canada (Aa3) as commodity swap provider; (iii) Morgan Stanley (Baa1) as interest rate swap provider; (iv) Sacramento Municipal Utility District (A1) as participant; and (v) Morgan Stanley (Baa1) as guaranteed investment agreement provider.

(15) Roseville Natural Gas Financing Authority, CA Gas Prepayment Revenue Bonds, Series 2007A

Moody's has downgraded the rating of issue (15) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; (ii) JPMorgan Chase Bank, N.A. (Aa3) as commodity swap provider; (iii) Assured Guaranty Municipal Corp. (Aa3) as surety bond provider; and (iv) Wells Fargo Bank, N.A. (Aa3) as guaranteed investment agreement provider.

(16) Main Street Natural Gas, Inc. Gas Project Revenue Bonds, Series 2006B

Moody's has downgraded the rating of issue (16) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; (ii) UBS AG (A2) as commodity swap provider; (iii) Assured Guaranty Municipal Corp. (Aa3) as surety bond provider; and (iv) Credit Agricole Corporate & Investment Bank (A2) as guaranteed investment agreement provider.

(17) Main Street Natural Gas, Inc. Gas Project Revenue Bonds, Series 2007A

Moody's has downgraded the rating of issue (17) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; (ii) Credit Agricole Corporate & Investment Bank (A2) as commodity swap provider; (iii) the Municipal Gas Authority of Georgia (A1) as participant; and (iv) Transamerica Life Insurance Company (A1/ P-1) as guaranteed investment agreement provider.

(18) Public Authority for Colorado Energy Natural Gas Purchase Revenue Bonds, Series 2008

Moody's has downgraded the rating of issue (18) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; (ii) Royal Bank of Canada (Aa3) as commodity swap provider; (iii) the City of Colorado Springs (Aa2) as participant; (iv) Transamerica Life Insurance Company (A1/ P-1) as guaranteed investment agreement provider; and (v) Credit Agricole Corporate & Investment Bank (A2) as guaranteed investment agreement provider.

(19) Natural Gas Acquisition Corporation of the City of Clarksville, TN Gas Revenue Bonds, Series 2006

Moody's has downgraded the rating of issue (19) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; and (ii) Wells Fargo Bank, N.A. (Aa3/ P-1) as guaranteed investment agreement provider. Moody's rating also takes into consideration (i) the Aa3 underlying rating of the City of Clarksville, TN combined utility system and (ii) an internal assessment of the likelihood of the Humphreys County Utility District failing to make payment.

(20) Long Beach Bond Finance Authority Natural Gas Purchase Revenue Bonds, Series 2007A & 2007B

Moody's has downgraded the rating of issue (20) to Baa2 from Baa1. This rating is based upon the credit quality of (i) Merrill Lynch & Co. (Baa2) as gas supplier guarantor; (ii) Royal Bank of Canada (Aa3) as commodity swap provider; (iii) the City of Long Beach Gas Utility (A1) as participant; (iv) Merrill Lynch & Co.(Baa2) as interest rate swap provider; and (v) American General Life Insurance of Delaware (A2) as guaranteed investment agreement provider.

(21) Texas Municipal Gas Acquisition & Supply Corporation I, Gas Supply Revenue Bonds, Series 2006A & 2006B

(22) Texas Municipal Gas Acquisition & Supply Corporation I, Gas Supply Revenue Bonds, Series 2008D

Moody's has downgraded the ratings of issues (21) -- (22) listed above to Baa2 from Baa1. These ratings are based upon the credit quality of Merrill Lynch & Co. (Baa2) as (i) gas supplier guarantor; and (ii) interest rate swap provider for Series 2006B and Series 2008D.

(23) Central Plains Energy Project Gas Project Revenue Bonds (Project No. 3), Series 2012

Moody's has downgraded the rating of issue (23) to A3 from A1. This rating is based upon the credit quality of: (i) Goldman Sachs Group, Inc. (A3) as gas supplier guarantor; (ii) Municipal Utilities District of Omaha (Aa2) as participant; and (iii) Natixis (A2) as guaranteed investment agreement provider.

(24) Black Belt Energy Gas District Gas Project Revenue Bonds, Series 2012A

Moody's has downgraded the rating of issue (24) to A3 from A1. This rating is based upon the credit quality of: (i) Goldman Sachs Group, Inc. (A3) as gas supplier guarantor; (ii) The Municipal Gas Authority of Georgia (A1) as participant; and (iii) Clarke-Mobile Counties Gas District (A1) as participant.

The principal methodology used in these ratings was Gas Prepayment Bonds published in December 2008. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

REGULATORY DISCLOSURES

The Global Scale Credit Ratings on this press release that are issued by one of Moody's affiliates outside the EU are endorsed by Moody's Investors Service Ltd., One Canada Square, Canary Wharf, London E 14 5FA, UK, in accordance with Art.4 paragraph 3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies. Further information on the EU endorsement status and on the Moody's office that has issued a particular Credit Rating is available on www.moodys.com.

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

Information sources used to prepare each of the ratings are the following: parties involved in the ratings, and public information.

Moody's considers the quality of information available on the rated entities, obligations or credits satisfactory for the purposes of issuing these ratings.

Moody's adopts all necessary measures so that the information it uses in assigning the ratings is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Please see the ratings disclosure page on www.moodys.com for general disclosure on potential conflicts of interests.

Please see the ratings disclosure page on www.moodys.com for information on (A) MCO's major shareholders (above 5%) and for (B) further information regarding certain affiliations that may exist between directors of MCO and rated entities as well as (C) the names of entities that hold ratings from MIS that have also publicly reported to the SEC an ownership interest in MCO of more than 5%. A member of the board of directors of this rated entity may also be a member of the board of directors of a shareholder of Moody's Corporation; however, Moody's has not independently verified this matter.

Please see Moody's Rating Symbols and Definitions on the Rating Process page on www.moodys.com for further information on the meaning of each rating category and the definition of default and recovery.

Please see ratings tab on the issuer/entity page on www.moodys.com for the last rating action and the rating history.

The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Joann Hempel VP - Senior Credit Officer Public Finance Group Moody'sInvestors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653Thomas Jacobs VP - Senior Credit Officer Public Finance Group JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653 Releasing Office: Moody's Investors Service, Inc.250 Greenwich StreetNew York, NY 10007 U.S.A. JOURNALISTS: 212-553-0376 SUBSCRIBERS: 212-553-1653(C) 2012 Moody's Investors Service, Inc. and/or its licensors and affiliates (collectively, "MOODY'S"). All rights reserved.

CREDIT RATINGS ISSUED BY MOODY'S INVESTORS SERVICE, INC. ("MIS") AND ITS AFFILIATES ARE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES, AND CREDIT RATINGS AND RESEARCH PUBLICATIONS PUBLISHED BY MOODY'S ("MOODY'S PUBLICATIONS") MAY INCLUDE MOODY'S CURRENT OPINIONS OF THE RELATIVE FUTURE CREDIT RISK OF ENTITIES, CREDIT COMMITMENTS, OR DEBT OR DEBT-LIKE SECURITIES. MOODY'S DEFINES CREDIT RISK AS THE RISK THAT AN ENTITY MAY NOT MEET ITS CONTRACTUAL, FINANCIAL OBLIGATIONS AS THEY COME DUE AND ANY ESTIMATED FINANCIAL LOSS IN THE EVENT OF DEFAULT. CREDIT RATINGS DO NOT ADDRESS ANY OTHER RISK, INCLUDING BUT NOT LIMITED TO: LIQUIDITY RISK, MARKET VALUE RISK, OR PRICE VOLATILITY. CREDIT RATINGS AND MOODY'S OPINIONS INCLUDED IN MOODY'S PUBLICATIONS ARE NOT STATEMENTS OF CURRENT OR HISTORICAL FACT. CREDIT RATINGS AND MOODY'S PUBLICATIONS DO NOT CONSTITUTE OR PROVIDE INVESTMENT OR FINANCIAL ADVICE, AND CREDIT RATINGS AND MOODY'S PUBLICATIONS ARE NOT AND DO NOT PROVIDE RECOMMENDATIONS TO PURCHASE, SELL, OR HOLD PARTICULAR SECURITIES. NEITHER CREDIT RATINGS NOR MOODY'S PUBLICATIONS COMMENT ON THE SUITABILITY OF AN INVESTMENT FOR ANY PARTICULAR INVESTOR. MOODY'S ISSUES ITS CREDIT RATINGS AND PUBLISHES MOODY'S PUBLICATIONS WITH THE EXPECTATION AND UNDERSTANDING THAT EACH INVESTOR WILL MAKE ITS OWN STUDY AND EVALUATION OF EACH SECURITY THAT IS UNDER CONSIDERATION FOR PURCHASE, HOLDING, OR SALE.

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MIS, a wholly-owned credit rating agency subsidiary of Moody's Corporation ("MCO"), hereby discloses that most issuers of debt securities (including corporate and municipal bonds, debentures, notes and commercial paper) and preferred stock rated by MIS have, prior to assignment of any rating, agreed to pay to MIS for appraisal and rating services rendered by it fees ranging from $1,500 to approximately $2,500,000. MCO and MIS also maintain policies and procedures to address the independence of MIS's ratings and rating processes. Information regarding certain affiliations that may exist between directors of MCO and rated entities, and between entities who hold ratings from MIS and have also publicly reported to the SEC an ownership interest in MCO of more than 5%, is posted annually at www.moodys.com under the heading "Shareholder Relations -- Corporate Governance -- Director and Shareholder Affiliation Policy."

Any publication into Australia of this document is by MOODY'S affiliate, Moody's Investors Service Pty Limited ABN 61 003 399 657, which holds Australian Financial Services License no. 336969. This document is intended to be provided only to "wholesale clients" within the meaning of section 761G of the Corporations Act 2001. By continuing to access this document from within Australia, you represent to MOODY'S that you are, or are accessing the document as a representative of, a "wholesale client" and that neither you nor the entity you represent will directly or indirectly disseminate this document or its contents to "retail clients" within the meaning of section 761G of the Corporations Act 2001.

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