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FORM 8-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 or (I.R.S. Employer Identification No.)
organization
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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Title of each class Name of each exchange on which
to be so registered each class is to be so registered
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% Securities, Series A New York Stock Exchange
(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
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Registered.
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The securities to be registered hereby are %
Securities, 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 ___, 1997, to be filed
with the Commission pursuant to Rule 424 of the Securities Act of
1933, as amended, in connection with the Registration Statement
(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.
Exhibit Description and Method
Number of Filing
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1(a) The Prospectus Filed as part of the
Registration Statement of
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 Water Statement of the
Power Capital I Company and Washington
Water Power Capital I
(Reg. Nos. 333-16353 and
333-16353-01).
4(d) Form of Indenture between Filed as Exhibit 4(a)-10
the Company and Wilmington to the Registration
Trust Company, as Trustee Statement of the Company
and Washington Water
Power Capital I (Reg.
Nos. 333-16353 and 333-
16353-01).
4(e) Form of Subordinated Debt Filed as Exhibit 4(a)-11
Security (contained in the to the Registration
Form of Officer's Statement of the Company
Certificate) and Washington Water
Power Capital I (Reg.
Nos. 333-16353 and 333-
16353-01).
4(f) Form of Securities Filed as Exhibit 4(a)-14
Guarantee Agreement 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 (contained Filed as Exhibit
in the Form of Amended and 4(a)-7 to the
Restated Declaration Registration Statement
of Trust) of the 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: January 7, 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
