EXECUTION COPY - Edison International

Section 7.2Supplemental Indentures With Consent of Noteholders.With the consent (evidenced as provided in Article 6, hereof) of the Holders of not lessthan a majority in aggregate principal amount of the Notes at the time Outstanding, the Company,when authorized by a resolution of its Board of Directors, and the Trustee may, from time totime and at any time, modify this Indenture, any indentures supplemental hereto, the Notes or therights of the Holders of the Notes, provided that no such modification shall (a) change the StatedMaturity of the principal of, or any installment of principal of or interest on, any Note, or reducethe principal amount thereof, or reduce the rate or extend the time of payment of interest thereon,or reduce any amount payable on redemption thereof or impair the right of any Noteholder toinstitute suit for the enforcement of any payment on or with respect to any Note or change theplace or currency of payment of principal of, or interest on, any Note, in each case without theconsent of the Holder of each Note so affected, or (b) without the consent of the Holders of allNotes then Outstanding, (i) reduce the aforesaid percentage of Notes the consent of the Holdersof which is required for any such modification, or the percentage of Notes the consent of theHolders of which is required for any waiver provided for in this Indenture, (ii) change anyobligation of the Company to maintain an office or agency in the places and for the purposesspecified in Section 2.4 or (iii) make any change in Section 4.9 or this Section 7.2, except toincrease any percentages or to provide that certain other provisions of this Indenture cannot bemodified or waived without the consent of the Holders of each Outstanding Note affectedthereby.Upon the request of the Company, accompanied by a copy of a resolution of the Board ofDirectors certified by the Secretary or an Assistant Secretary of the Company authorizing theexecution of any such supplemental indenture, and upon the filing with the Trustee of evidenceof the consent of Noteholders and other documents, if any, required by Section 6.1 hereof, theTrustee shall join with the Company in the execution of such supplemental indenture unless suchsupplemental indenture affects the Trustee's own rights, duties, indemnities or immunities underthis Indenture or otherwise, in which case the Trustee may in its discretion, but shall not beobligated to, enter into such supplemental indenture.It shall not be necessary for the consent of the Noteholders under this Section 7.2 toapprove the particular form of any proposed supplemental indenture, but it shall be sufficient ifsuch consent shall approve the substance thereof.Promptly after the execution by the Company and the Trustee of any supplementalindenture pursuant to the provisions of this Section 7.2, the Company shall mail a notice thereofby first class mail to the Holders of Notes at their addresses as they shall appear on the NotesRegister, setting forth in general terms the substance of such supplemental indenture. Anyfailure of the Company to mail such notice, or any defect therein, shall not, however, in any wayimpair or affect the validity of any such supplemental indenture.Section 7.3Effect of Supplemental Indenture.Upon the execution of any supplemental indenture pursuant to the provisions hereof, thisIndenture shall be and be deemed to be modified and amended in accordance therewith and therespective rights, limitations of rights, obligations, duties and immunities under this Indenture of48