BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION



In the Matter of the Application of )
PACIFICORP for an order establishing )
compliance with RCW 80.08.040 with )
respect to its proposal to (1) issue its )
promissory notes to and borrow from )
commercial banks for (a) not more than  )
$1.5 billion under revolving credit )
agreements, and (b) not more than )
$1.5 billion under other borrowing )
arrangements; and (2) issue and sell  )
its commercial paper in principal )
amounts not to exceed $1.5 billion )
outstanding at any one time. )	
	
	
	
	
	
	DOCKET UE-980404
	
	
	ORDER ESTABLISHING COMPLIANCE



Background

  On March 10, 1998, PacifiCorp (Company) filed an application  pursuant to RCW 
80.08.040 requesting that the Commission issue an order affirming that the 
Company has complied with the requirements of RCW 80.08.040 with respect to its 
proposal to (1) issue from time to time, its unsecured short-term promissory 
notes to and borrow from U.S. or foreign commercial banks (or their affiliates) 
under one or more revolving credit agreements (Agreements) in principal amounts 
not to exceed $1.5 billion outstanding at any one time and other borrowing 
arrangements (Other Arrangements) in principal amounts not to exceed $1.5 
billion outstanding at any one time, and (2) issue and sell its commercial 
paper (Paper) in the U.S. or overseas in principal amounts not to exceed 
$1,500,000,000 outstanding at any one time; provided that the aggregate 
principal amounts outstanding under the Agreements, Other Arrangements, and 
Paper not exceed $1.5 billion at any one time.  


FINDINGS

  THE COMMISSION FINDS:

  1. PacifiCorp, an Oregon corporation which conducts its electric utility 
operations in the State of Washington under the assumed business name of 
Pacific Power & Light Company, is a public service company subject to the 
jurisdiction of this Commission under the provisions of Chapter 80.08 RCW.

  2. As to form, the application herein meets the requirements of Chapter 80.08 
RCW and the rules and regulations of the Commission adopted pursuant thereto.


DOCKET UE-980404         PAGE 1

  3. The Company's application in this Docket contains (a) a description of the 
purposes for which the proposed securities will be issued, certified by an 
authorized officer; (b) a description of the proposed issuances, including the 
terms of financing; and (c) a statement as to why the proposed transactions are 
in the public interest.

  4. An order consistent with the above findings should be entered.


O R D E R


  THE COMMISSION ORDERS:

  1. PacifiCorp has complied with the requirements of RCW 80.08.040 with 
respect to the proposals set forth in its application.  

  2. PacifiCorp file, as soon as available:

   1. The Report of Securities Issued required by RCW Chapter 80.

   2. Verified copies of any agreement entered into in connection with any 
transaction pursuant to this order.

   3. A verified statement setting forth in reasonable detail the disposi-tion 
of the proceeds of each offer-ing made pursuant to this order.

  3. This order shall in no way affect the authority of this Commission over 
rates, service, accounts, valuations, estimates or determination of costs, or 
any matters whatsoever that may come before it, nor shall anything herein be 
construed as an acquiescence in any estimate or determination of costs, or any 
valuation of property claimed or asserted.

  DATED at Olympia, Washington, and effective this 8th day of April, 1998.

  WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION




       PAUL CURL
       Acting Secretary