BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION

In the Matter of the Joint Application )
for Sale and Transfer of water systems )  DOCKET UW-970402
from Alderton-McMillin Water    )
Systems, Inc. to     )  ORDER GRANTING
Lewis County Utility Corporation    )   APPLICATION
. . . . . . . . . . . . . . . . .  )


  On February 26, 1997, Alderton-McMillin Water Supply, Inc. 
(Alderton-McMillin), and Lewis County Utility Corporation (Lewis County 
Utility) filed a joint application with the Commission for authority to 
transfer the following water systems from Alderton-McMillin to Lewis County 
Utility:

 System     DOH ID#  Customers

 Pleasant Valley  380816   16
 Evergreen Vista  31881R   14
 North Roy    46391Q   9
 366th #1    52701P   9
 366th #2    51714H   8
 304th #1    37970H   9
 304th #2    422714   8
 Lake Whitman   431220   8

  These water systems currently serve 81 customers in Pierce county.

  The terms and conditions of the transfer are set forth in an Agreement to 
Sell/Purchase these water systems filed with the Commission on February 26, 
1997.  Alderton-McMillin will sell water systems to Lewis County Utility for a 
mutually agreed amount of $18,370.

  There will be no change in rates or service as a result of the proposed 
transfer.  Lewis County Utility will issue new tariff pages to its approved 
tariff reflecting currently applied rates and charges.  The water systems 
consist of the systems as depicted above and only such assets, which include, 
but not limited to, water rights, water lines, mains, tanks, valves, pumps, 
wells, easements, appurtenances and tank and well sites which are now actually 
used to serve the water systems.

  The Commission neither approves nor disapproves the reason-ableness of the 
fees, charges, or accounting allocations involved with the proposed arrangement 
and reserves the right to review those fees, charges, or accounting allocations 
in a future rate proceeding.

DOCKET  UW-970402         Page 2



FINDINGS

  THE COMMISSION FINDS:

  1. Alderton-McMillin Water Supply, Inc., and Lewis County Utility Corporation 
are Washington businesses operated as public service companies subject to the 
jurisdic-tion of this Commission under the provisions of chapters 80.12 RCW.

  2. As to form, the application herein, meets the require-ments of chapters 
80.12 RCW and the rules and regulation of the Commission adopted pursuant 
thereto.

  3. It appears, upon investigation, that the proposed transactions are 
reasonable and consistent with the public interest and should therefore be 
approved.



 
     O R D E R 

  THE COMMISSION ORDERS:

  1. After the effective date of this order and subject to the provision 
hereof, Alderton-McMillin Water Supply, Inc. is hereby authorized to transfer 
the above listed water systems to Lewis County Utility Corporation, pursuant to 
the Agreement to Sell/Purchase filed with the Commission on 
February 26, 1997.

  2. No material change, revision, or amendment to the agreement described in 
ordering paragraph no. 1 of this order shall become effective without the 
Commission’s prior written approval.

  3. Applicant may record the above-authorized transfer on its books as though 
it occurred as of March 1, 1997, even though legal title will not be conveyed 
prior to the effective date of this order.

  4. Applicant shall file with the Commission within 60 days after the 
effective date of this order copies of accounting entries used to transfer 
financial information to the books of Lewis County Utility Corporation.



DOCKET  UW-970402        Page 3


  5. Within 30 days after the above-authorized transfer has been consummated, 
Lewis County Utility Corporation shall file with the Commission true copies of 
the instruments of transfer which were executed pursuant to this order.

  6. This order shall in no way affect the authority of this Commission over 
rates, services, or accounts, evaluations, esti-mates, 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 cost 
or any valuation of property claimed or asserted.


  DATED at Olympia, Washington, and effective this 26th day of March, 1997.

 WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION




      STEVE MCLELLAN
      Secretary