UniSource Energy Corp.

Senior Vice President/Corporate Operations and General Counsel of University Physicians Healthcare since May 2007; President of Aldrich Capital Company since January 2007; Chief Operating Officer of The Critical Path Institute from January 2006 to December 2006; General Partner of Valley Ventures, LP from September 2002 to December 2005; Managing Director and Founder of Tucson Ventures, LLC, from February 2000 to September 2002; Director of TEP and Millennium since 2000; Director of UES since 2004. Board member since 2000. Age 55.

Mr. Bonavia became Chairman, President and CEO of UniSource Energy and TEP on January 1, 2009. Prior to joining UniSource Energy, he was President of the Utilities Group of Xcel Energy. Mr. Bonavia previously served as President of Xcel Energy's Commercial Enterprises business unit and President of the company's Energy Markets unit. Before joining Xcel Energy in 2000, Mr. Bonavia was Senior Vice President and General Counsel for New Century Energies (NCE) in Denver, Colorado. Prior to his tenure at NCE, Mr. Bonavia was an attorney with the international law firm of LeBoeuf, Lamb, Greene & MacRae, now Dewey & LeBoeuf. Earlier, he held several senior management positions with Dominion Resources in Richmond, VA. Mr. Bonavia has a bachelor's degree from Drake University and a law degree from the University of Miami in Coral Gables, Florida.

President and owner of The Elliott Accounting Group, an accounting firm, since 1983; Director and Corporate Secretary of Southern Arizona Community Bank since 1998; Television Analyst/Pre-game Show Co-host for Fox Sports Arizona, television broadcasting, since 1999; Chairman of the Board of Tucson Metropolitan Chamber of Commerce from 2002 to 2003; Treasurer of Tucson Urban League from 2002 to 2003; Chairman of the Board of Tucson Urban League from 2003 to 2004; Chairman of the Board of the Tucson Airport Authority from January 2006 to January 2007; and Director of TEP since May 2003. Board member since 2003. Age 53.

Raymond S. Heyman was elected to the position of Senior Vice President and General Counsel of UniSource Energy, effective September 15, 2005. Mr. Heyman serves in the same position for UniSource Energy subsidiaries Tucson Electric Power Company and UniSource Energy Services, Inc. Mr. Heyman was a member of the Phoenix law firm Roshka Heyman & DeWulf, PLC, and has represented UniSource Energy, Tucson Electric Power and UniSource Energy Services in proceedings before the Arizona Corporation Commission, as well as in other legal and regulatory matters. Mr. Heyman received a Bachelor of Arts degree in Political Science from Brigham Young University in Provo, Utah and a Juris Doctor Degree from California Western School of Law in San Diego, California.

Nona Donahue, CPA, has more than 20 years of experience in financial and tax consulting, both in the public accounting arena and in private industry. She is currently director of tax at UniSource Energy, the publicly traded parent of Tucson Electric Power Company, UES Gas Company and UES Electric Company. Donahue was previously employed with the international accounting firm of Arthur Andersen LLP in both the Phoenix and Tucson offices. She is a member of the AICPA, and serves on the Edison Electric Institute Taxation Committee, a national utility industry organization. She is active in the community, serving on the Tempe Aviation Comission, as a Board member of the Amphitheatre Foundation, Desert Doula and Tucson Symphony Board. She was treasurer of Harelson Elementary and Cross Middle School PTOs. Donahue is a frequent speaker and mentor at the University of Arizona Eller College Department of Accounting.

Certified Public Accountant (licensed, but not practicing); Senior Vice President of Southern Company from 1998 to 2001; Director of WellPoint Health Networks, Inc. from 2001 to December 2004; Director of WellPoint, Inc. since December 2004; Director of HomeBanc Corporation since 2004; Trustee of STI Classic Funds since 2004; Director of TEP since 2001; Director of Millennium from 2001 to 2003. Board member since 2001. Age 67.

Barbara M. Baumann is President of Cross Creek Energy Corporation, which provides consulting services for oil and gas exploration and production companies. Ms. Baumann has held that position since July 2003. From 2001 to July 2003, Ms. Baumann was Executive Vice President of Associated Energy Managers LLC, an investment manager and general partner of a private equity energy fund specializing in oil and gas investments for institutional investors. From 1983 to 2001, Ms. Baumann was employed by BP Amoco and held a variety of financial and operational management positions, including Chief Financial Officer of an environmental remediation subsidiary, Vice President of the San Juan Business Unit, and the Commercial Operations Manager of the Western Business Unit. Ms. Baumann is also a director of UniSource Energy Corporation, the parent company for Tucson Electric Power Company (NYSE: UNS).

President and Chief Executive Officer and Director of University Medical Center Corporation since 1994; Certified Public Accountant since 1978; Director of Arizona Hospital & Healthcare Association from 1997 to 2005; Director of Tucson Airport Authority since 2008; Board member since January 2008. Age 55.

Hal Burlingame is the Executive Vice President responsible for Human Resources and Communications as well as Merger and Acquisition Integration work for the AT&T Wireless Group. Prior to his current position, Mr. Burlingame headed the entire AT&T Human Resources organization from 1987-1999, and handled Merger and Joint Venture Integration. Earlier, he was in charge of corporate-wide Public Relations for AT&T. Mr. Burlingame serves as a director of the Work in America Institute and is Chairman of the Personnel Round Table and the National Academy of Human Resources. He is a board member of the UniSource Energy Corporation and serves on the Advisory Board of the Center for Advanced Human Resource Studies of Cornell University and the Tallberg Foundation. He also serves on the Cowdrick Group and the New Jersey Job Training Coordinating Council and is a member of the Board of Trustees of Muskingum College and Talent Alliance. Mr. Burlingame received his bachelor's degree in Speech and English from Muskingum College in New Concord, Ohio. He graduated from Indiana University's Business School Executive program and the Bell Advanced Management Program at the University of Illinois.

Ms. Francesconi is the former vice president of Raytheon Company and former president of its Missile Systems business, which she led from 1996 to July 2008. Ms. Francesconi is also a director of the Tucson Medical Center HealthCare board of trustees, the Tucson Airport Authority, the board for Unisource Energy Corporation and the board of Global Solar Energy. In addition, she is a member of the national board of advisors and an executive in residence for the University of Arizona Eller School of Business Management.

Ms. Francesconi began her career in a financial management position for Hughes Missile Systems Company, which was acquired by Raytheon in 1997. After advancing to serve as Hughes Missile Systems Company's Chief Financial Officer and, later, its Chief Operating Officer, she was named President of Hughes Missile Systems Company in 1996. Following Raytheon's acquisition of Hughes' defense business, she was elected a Raytheon vice president and general manager of Missile Systems in November 1999, and was subsequently appointed president in August 2002. She stepped down from that position on July 1, 2008. Ms. Francesconi serves on the boards of directors of the Tucson Airport Authority and Stryker Corp., a medical technology company. She also is a member of the Tucson Medical Center HealthCare Board of Trustees and the University of Arizona Eller College of Management's National Board of Advisors.

Director of St. Mary Land and Exploration since 1995; Executive in Residence for Haddington Ventures, LLC, an investment company ("Haddington"), since January 2006; Managing Director of Haddington from 1997 to 2005; Director of Millennium since 1998; Director of UES since 2004; Board member since 1998. Age 60.

Executive Vice President and Chief Financial Officer of Phelps Dodge Corporation from 2004 to 2007; Director of WellPoint Health Networks, Inc. since 2003; Director of Southern Peru Copper Corporation from 2002 to 2004; Director of University of Arizona Foundation since 2005. Board member since January 2008. Age 52.