When Recorded, Return to:
                                                           Greg R. Nielsen, Esq.
                                                                  Snell & Wilmer
                                                         3100 Valley Bank Center
                                                         Phoenix, Arizona  85073

     CERTAIN RIGHTS OF THE LESSOR UNDER THE FACILITY LEASE AS HERETOFORE AMENDED
AND AS AMENDED BY THIS  AMENDMENT  NO. 2 THERETO HAVE BEEN  ASSIGNED TO, AND ARE
SUBJECT TO A SECURITY  INTEREST IN FAVOR OF, CHEMICAL BANK, AS INDENTURE TRUSTEE
UNDER A TRUST INDENTURE,  MORTGAGE,  SECURITY  AGREEMENT AND ASSIGNMENT OF RENTS
DATED AS OF AUGUST 12, 1986, AS AMENDED.  THIS AMENDMENT NO. 2 HAS BEEN EXECUTED
IN  SEVERAL  COUNTERPARTS.  SEE  SECTION  3 (e)  OF  THIS  AGREEMENT  NO.  2 FOR
INFORMATION  CONCERNING THE RIGHTS OF HOLDERS OF VARIOUS COUNTERPARTS HEREOF AND
OF THE FACILITY LEASE.

THIS COUNTERPART IS NOT THE ORIGINAL COUNTERPART.

--------------------------------------------------------------------------------

                                 AMENDMENT NO. 2
                           Dated as of April 10, 1987
                                       to
                                 FACILITY LEASE
                     Dated as of August 12, 1986, as amended
                                     between
                       THE FIRST NATIONAL BANK OF BOSTON,
                         not in its individual capacity,
                        but solely as Owner Trustee under
                         a Trust Agreement, dated as of
                        August 12, 1986, with MFS Leasing
                                     Corp.,
                                     Lessor
                                       and
                      PUBLIC SERVICE COMPANY OF NEW MEXICO,
                                     Lessee

--------------------------------------------------------------------------------

Original  Facility Lease recorded August 18, 1986, as Instrument No.  86-439399,
amended by Amendment No. 1 thereto recorded November 25, 1986, as Instrument No.
86-650755 all in Maricopa County, Arizona Recorder's Office.


--------------------------------------------------------------------------------


6091.MFSU1.DEBT.71B:1

<PAGE>


         AMENDMENT NO. 2, dated as of April 10, 1987  (Amendment  No. 2), to the
Facility  Lease dated as of August 12, 1986,  between THE FIRST NATIONAL BANK OF
BOSTON,  a national banking  association,  not in its individual  capacity,  but
solely as Owner  Trustee under a Trust  Agreement,  dated as of August 12, 1986,
with MFS Leasing Corp. (the Lessor), and PUBLIC SERVICE COMPANY OF NEW MEXICO, a
New Mexico corporation (the Lessee).

                              W I T N E S S E T H :

         WHEREAS,  the Lessee  and the Lessor  have  heretofore  entered  into a
Facility Lease dated as of August 12, 1986, as heretofore  amended (the Facility
Lease),  providing  for the lease by the Lessor to the  Lessee of the  Undivided
Interest and the Real Property Interest;

         WHEREAS,  the Lessee and the Lessor desire to amend the Facility  Lease
as set forth in Section 2 hereof; and

         WHEREAS,  the Indenture  Trustee has consented to this  Amendment No. 2
pursuant to the Request, Instruction and Consent effective on April 10, 1987:

         NOW, THEREFORE,  in consideration of the premises and of other good and
valuable  consideration,  the  receipt  and  sufficiency  of  which  are  hereby
acknowledged, the parties hereto agree as follows:

         SECTION 1. Definitions.

         For purposes  hereof,  capitalized  terms used herein and not otherwise
defined herein or in the recitals shall have the meanings assigned to such terms
in Appendix A to the Facility Lease.

         SECTION 2. Amendment.

         The  definition  of "Change in Tax Law" set forth in  Appendix A to the
Facility Lease is hereby amended to read in its entirety as follows:

         "Change  in Tax Law  shall  mean any  change  in the Code or  successor
    legislation  enacted by the  Ninety-ninth  Congress  (other than a change in
    respect of an  alternative  minimum tax or an add-on  minimum tax having the
    same effect as an alternative  minimum tax), or if prior to January 15, 1997
    (i) there is enacted any  technical  correction  thereto,  or (ii) there are
    adopted,  promulgated,  issued or published any proposed, temporary to final
    Regulations  resulting  therefrom  (regardless of the effective date of such
    technical corrections or Regulations, but only if such technical corrections
    or Regulations would affect Net Economic Return); provided,  however, that a
    Change  in Tax Law  shall  occur in the  event  the  provision  set forth in
    Section   1509  (b)  of  H.  R.  3838  as  passed  by  the  U.S.   House  of
    Representatives  on December  17, 1985 and Section 1809 (b) of H. R. 3838 as
    passed by the U.S. Senate on June 24, 1986 shall fail to be enacted into law
    in the form therein set forth or, if such  provision is so enacted into law.
    It shall not apply to the Common Facilities."


                                       2

6091.MFSU1.DEBT.71B:1

<PAGE>

         SECTION 3.         Miscellaneous

         (a) Effective  Date of Amendment.  The amendment set forth in Section 2
hereof shall be and become effective on and as of December 31, 1985.

         (b) Counterpart Execution.  This Amendment No. 2 may be executed in any
number  of  counterparts   and  by  each  of  the  parties  hereto  on  separate
counterparts;  all such counterparts  shall together  constitute but one and the
same instrument.

         (c)  Governing  Law.  This  Amendment  No.  2 has been  negotiated  and
delivered in the State of New York and shall be governed by, and be construed in
accordance  with,  the laws of the State of New York,  except to the extent that
pursuant to the law of the State of Arizona such law is  mandatorily  applicable
hereto.

         (d) Disclosure.  Pursuant to Arizona Revised  Statutes  Section 33-401,
the  beneficiary  of the  Trust  Agreement  is MFS  Leasing  Corp.,  a  Delaware
corporation.  The  address of the  beneficiary  is Suite  3030,  One Mellon Bank
Center,  Pittsburgh,  PA  15258,  Attention:  President.  A copy  of  the  Trust
Agreement is available for inspection at the offices of the Owner Trustee at 100
Federal  Street,  Boston,  Massachusetts  02110,  Attention of  Corporate  Trust
Division.

         (e) Amendment No. 1. The single executed original of this Amendment No.
2 marked "THIS  COUNTERPART  IS THE ORIGINAL  COUNTERPART"  and  containing  the
receipt  of the  Indenture  Trustee  thereon  shall  be the  "Original"  of this
Amendment  No. 2. To the extent  that the  Facility  Lease  constitutes  chattel
paper,  as such term is defined in the Uniform  Commercial  Code as in effect in
any  applicable  jurisdiction,  no security  interest in the  Facility  Lease as
amended by this Amendment No. 2 may be created or continued through the transfer
or  possession  of any  counterpart  of this  Amendment  No.  2 other  than  the
"Original".





                                       3


6091.MFSU1.DEBT.71B:1

<PAGE>


         IN  WITNESS  WHEREOF,  each  of the  parties  hereto  has  caused  this
Amendment No. 2 to Facility Lease to be duly executed in Boston,  Massachusetts,
or  Albuquerque,  New Mexico,  as the case may be, by an officer  thereunto duly
authorized.

                                          THE  FIRST  NATIONAL  BANK  OF
                                            BOSTON,    not   in   its
                                            individual capacity,  but
                                            solely  as Owner  Trustee
                                            under a Trust  Agreement,
                                            dated  as of  August  12,
                                            1986,  with  MFS  Leasing
                                            Corp.

                                          By  /s/ James E. Mogavero
                                          -----------------------------------
                                                 Assistant Cashier


                                          PUBLIC SERVICE COMPANY
                                            OF NEW MEXICO


                                          By
                                          -----------------------------------
                                             Vice President and Corporate
                                                     Controller




6091.MFSU1.DEBT.71B:1

                                       4
<PAGE>



         IN  WITNESS  WHEREOF,  each  of the  parties  hereto  has  caused  this
Amendment No. 2 to Facility Lease to be duly executed in Boston,  Massachusetts,
or  Albuquerque,  New Mexico,  as the case may be, by an officer  thereunto duly
authorized.

                                          THE  FIRST  NATIONAL  BANK  OF
                                            BOSTON,    not   in   its
                                            individual capacity,  but
                                            solely  as Owner  Trustee
                                            under a Trust  Agreement,
                                            dated  as of  August  12,
                                            1986,  with  MFS  Leasing
                                            Corp.

                                          By
                                          ----------------------------------
                                                  Assistant Cashier


                                          PUBLIC SERVICE COMPANY
                                            OF NEW MEXICO


                                          By  /s/ B. D. Lackey
                                          ----------------------------------
                                             Vice President and Corporate
                                                      Controller


6091.MFSU1.DEBT.71B:1

                                       5
<PAGE>



State of New Mexico        )
                           )  ss:
County of Bernalillo       )

         The foregoing  instrument was  acknowledged  before me this 10th day of
April,  1987, by B. D. Lackey,  the Vice  President and Corporate  Controller of
PUBLIC SERVICE COMPANY OF NEW MEXICO, a New Mexico corporation, on behalf of the
corporation.

                                        /s/
                                        --------------------------------------
                                        Notary Public


Commonwealth of Massachusetts    )
                                 )  ss:
County of Suffolk                )

         The foregoing  instrument was  acknowledged  before me this 10th day of
April,  1987 by James E.  Mogavero,  an Assistant  Cashier of THE FIRST NATIONAL
BANK OF  BOSTON,  a  national  banking  association,  on behalf  of the  banking
association as trustee under that certain Trust Agreement dated as of August 12,
1986 with MFS Leasing Corp.


                                        /s/
                                        --------------------------------------
                                        Notary Public




6091.MFSU1.DEBT.71B:1

                                       6
<PAGE>


State of New Mexico      )
                         )  ss:
County of Bernalillo     )

         The foregoing  instrument was  acknowledged  before me this 10th day of
April,  1987, by B. D. Lackey,  the Vice  President and Corporate  Controller of
PUBLIC SERVICE COMPANY OF NEW MEXICO, a New Mexico corporation, on behalf of the
corporation.

                                        /s/
                                        --------------------------------------
                                        Notary Public


Commonwealth of Massachusetts   )
                                )  ss:
County of Suffolk               )

         The foregoing  instrument was  acknowledged  before me this 10th day of
April,  1987 by James E.  Mogavero,  an Assistant  Cashier of THE FIRST NATIONAL
BANK OF  BOSTON,  a  national  banking  association,  on behalf  of the  banking
association as trustee under that certain Trust Agreement dated as of August 12,
1986 with MFS Leasing Corp.


                                        /s/  Carol Malley
                                        --------------------------------------
                                        Notary Public


                                                     CAROL MALLEY
                                                     Notary Public
                                        My Commission Expires January 28, 1994





6091.MFSU1.DEBT.71B:1

                                       7