AMENDMENT NO. 1
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FORM 8-A/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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WASHINGTON WATER POWER CAPITAL I
(Exact name of registrant as specified in its Declaration of Trust)
Delaware To Be Applied For
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
1411 East Mission Avenue
Spokane, Washington 99202
(Address of principal executive offices, including zip code)
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Securities to be registered pursuant to Section 12(b) of the Act:
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Name of each exchange on which
Title of each class each class is to be so
to be so registered registered
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7-7/8% Trust Originated New York Stock Exchange
Preferred Securities(SM),
Series A (and the Guarantee
with respect thereto)
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If this Form relates to the registration of a class of debt
securities and is effective upon filing pursuant to General
Instruction A.(c)(1), please check the following box. [ ]
If this Form relates to the registration of a class of debt
securities and is to become effective simultaneously with the
effectiveness of a concurrent registration statement under the
Securities Act of 1933 pursuant to General Instruction A.(c)(2),
please check the following box. [ ]
Securities to be registered pursuant to Section 12(g) of the
Act: None
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The Commission respectfully is requested to send copies of
all notices, orders and communications to:
Kevin Stacey
Reid & Priest LLP
40 West 57th Street
New York, New York 10019
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<PAGE>
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
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The securities to be registered hereby are 7-7/8% Trust
Originated Preferred Securities(SM), Series A ("Securities"), of
Washington Water Power Capital I, a Delaware business trust. The
Securities represent undivided beneficial interests in the assets
of Washington Water Power Capital I and are guaranteed by The
Washington Water Power Company (the "Company"), a Washington
corporation, to the extent set forth in the form of the
Securities Guarantee Agreement by the Company to Wilmington Trust
Company, as Guarantee Trustee (the "Securities Guarantee"). The
Securities Guarantee is incorporated by reference to Exhibit
4(a)-14 to the Registration Statement on Form S-3 of the Company
and Washington Water Power Capital I (Registration Nos. 333-16353
and 333-16353-01), filed with the Securities and Exchange
Commission (the "Commission") on November 19, 1996, and amended
by Amendment No. 1 thereto, filed with the Commission on January
7, 1997 (such registration statement, as so amended, the
"Registration Statement"). The particular terms of the
Securities and Securities Guarantee are described in the
Prospectus, dated January 9, 1997, as supplemented by the
Prospectus Supplement dated January 17, 1997, filed with the
Commission pursuant to Rule 424 of the Securities Act of 1933, as
amended (the "Securities Act"), in connection with the
Registration Statement (collectively, the Prospectus, as so
supplemented is hereinafter referred to as the "Prospectus").
The Prospectus and the form of Securities Guarantee are
incorporated by reference herein as set forth in Item 2 below.
Item 2. Exhibits.
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The Securities described herein are to be registered on the
New York Stock Exchange, on which no other securities of
Washington Water Power Capital I are registered. Accordingly,
the following Exhibits required in accordance with Part II to the
instructions as to Exhibits to Form 8-A have been duly filed with
the New York Stock Exchange. Each Exhibit was previously filed
as indicated with the Commission and is incorporated herein by
reference.
Description and Method
Exhibit ----------------------
Number of Filing
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1(a) The Prospectus Filed under Rule 424 of
the Securities Act by
the Company and
Washington Water Power
Capital I (Reg. Nos.
333-16353 and 333-
16353-01).
4(a) Certificate of Trust of Filed as Exhibit 4(a)-1
Washington Water Power to the Registration
Capital I Statement of the
Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
4(b) Declaration of Trust of Filed as Exhibit 4(a)-4
Washington Water Power to the Registration
Capital I Statement of the
Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
4(c) Form of Amended and Filed as Exhibit 4(a)-7
Restated Declaration of to the Registration
Trust of Washington Statement of the
Water Power Capital I Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
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4(d) Form of Indenture Filed as Exhibit 4(a)-
between the Company and 10 to the Registration
Wilmington Trust Statement of the
Company, as Trustee Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
4(e) Form of Subordinated Filed as Exhibit 4(a)-
Debt Security 11 to the Registration
(contained in the Form Statement of the
of Officer's Company and Washington
Certificate) Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
4(f) Form of Securities Filed as Exhibit 4(a)-
Guarantee Agreement 14 to the Registration
Statement of the
Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
5(a) Form of Security Filed as Exhibit 4(a)-7
(contained in the Form to the Registration
of Amended and Restated Statement of the
Declaration of Trust) Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353
and 333-16353-01).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereto duly authorized.
Dated: February 6, 1997 WASHINGTON WATER POWER CAPITAL I
By:/s/ Lawrence J. Pierce
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Lawrence J. Pierce, not in his
individual capacity, but solely
as Regular Trustee
