CENTRAL AND SOUTH WEST CORPORATION. The undersigned hereby irrevocably elects to exercise ______ Rights represented by this Rights Certificate to purchase the shares of Common Stock issuable upon the exercise of the Rights (or such other securities of the Company or of any other person which may be issuable upon the exercise of the Rights) and requests that certificates for such shares (or other securities) be issued in the name of and delivered to: Please insert social security or other identifying number If such number of Rights shall not be all the Rights evidenced by this Rights Certificate, a new Rights Certificate for the balance of such Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number Dated: _____________, ____ ------------------------------------------ Signature Signature Guaranteed: CERTIFICATE The undersigned hereby certifies by checking the appropriate boxes that:
CENTRAL AND SOUTH WEST CORPORATION. This certifies that , or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of ___________, 1997 (the "Rights Agreement"), between Central and South West Corporation, a Delaware corporation (the "Company"), and [ ], a [ ] corporation (the "Rights Agent"), to purchase from the Company at any time prior to 5:00 P.M. (Texas time) on ___________, 2007 at the office or offices of the Rights Agent designated for such purpose, or its successors as Rights Agent, one-tenth of one fully paid, nonassessable share of Common Stock, $3.50 par value per share (the "Common Stock"), of the Company, at a purchase price (the "Purchase Price") of $50 per whole share of Common Stock (equivalent to $5 for each one-tenth of one share of Common Stock), upon presentation and surrender of this Rights Certificate with the Form of Election to Purchase and related Certificate duly executed. The number of Rights evidenced by this Rights Certificate (and the number of shares which may be purchased upon exercise thereof) set forth above, and the Purchase Price per share set forth above, are the number and Purchase Price as of __________, 1997, based on the Common Stock as constituted at such date.
CENTRAL AND SOUTH WEST CORPORATION. The undersigned hereby irrevocably elects to exercise ______ Rights represented by this Rights Certificate to purchase the shares of Common Stock issuable upon the exercise of the Rights (or such other securities of the Company or of any other person which may be issuable upon the exercise of the Rights) and requests that certificates for such shares (or other securities) be issued in the name of and delivered to: Please insert social security or other identifying number ___________________________________________________________________________ (Please print name and address) ___________________________________________________________________________ If such number of Rights shall not be all the Rights evidenced by this Rights Certificate, a new Rights Certificate for the balance of such Rights shall be registered in the name of and delivered to: Please insert social security or other identifying number _____________________________________________________________________________ (Please print name and address) _____________________________________________________________________________ Dated: _____________, ____ _________________________________________ Signature Signature Guaranteed: Certificate The undersigned hereby certifies by checking the appropriate boxes that:
