<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-3A-2
STATEMENT BY HOLDING COMPANY
PURSUANT TO REGULATION 250.2 OF THE
PUBLIC UTILITY HOLDING COMPANY ACT
OF 1935
EXEMPTION STATEMENT
SIERRA PACIFIC RESOURCES
------------------------------------------------
(Exact name of Claimant as specified in Charter)
NEVADA 88-0198358
----------------------- ------------------------------------
(State of incorporation (I.R.S. Employer Identification No.)
or organization)
P.O. Box 30150
(6100 Neil Road) Reno, Nevada 89520-3150
----------------------------------------
(Address of principal executive offices including Zip Code)
(702) 689-4011
--------------------------------------------------
(Claimant's telephone number, including area code)
Mark A. Ruelle
P.O. Box 30150
Reno, Nevada 89520-3150
(Name and address of agent for service)
-----------------------------------------------------------
-----------------------------------------------------------
CALENDAR YEAR ENDED DECEMBER 31, 1997
<PAGE>
PAGE 2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION
UNDER RULE U-3A-2 FROM THE PROVISIONS OF
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
SIERRA PACIFIC RESOURCES
hereby files with the Securities and Exchange Commission, pursuant to Rule 2,
its statement claiming exemption as a holding company from the provisions of the
Public Utility Holding Company Act of 1935, and submits the following
information.
1. Name, State of organization, location and nature of business
------------------------------------------------------------
of claimant and every subsidiary thereof, other than any
------------------------------------------------------------
other than any exempt wholesale generator (EWG) or foreign
------------------------------------------------------------
utility company in which claimant directly or indirectly
------------------------------------------------------------
holds an interest.
------------------
Sierra Pacific Resources (the Company) is a Nevada holding company which
became the parent of Sierra Pacific Power Company (Power Company) on May 31,
1984, pursuant to an Agreement and Plan of Merger in which each outstanding
share of the Power Company's Common Stock ($3.75 par value) automatically
converted to one share of the Company's Common Stock ($1.00 par value). The
reorganization was completed on August 1, 1984, when Lands of Sierra, Inc. and
Sierra Energy Company, previously subsidiaries of the Power Company, became
wholly-owned subsidiaries of Sierra Pacific Resources. The Company was
incorporated under the laws of the State of Nevada on December 12, 1983. The
address of the Company is P.O. Box 30150 (6100 Neil Road), Reno, Nevada 89520-
3150.
The Power Company is a public utility engaged principally in the generation,
purchase, transmission, distribution and sale of electric energy to
approximately 287,000 customers in a total service area of approximately 50,000
square miles in western, central and northeastern parts of Nevada (including the
cities of Reno, Sparks, Carson City and Elko) and an eastern portion of
California (in the Lake Tahoe area). The Power Company also provides gas
service to approximately 101,000 gas customers in a total area of approximately
600 square miles in Reno-Sparks and the surrounding area, and water service to
approximately 65,000 customers in a total area of approximately 160 square miles
in the Reno-Sparks metropolitan area.
The Power Company is a Nevada corporation organized in 1965 as successor to a
Maine corporation organized in 1912 and is a wholly-owned subsidiary of the
Company.
<PAGE>
PAGE 3
Tuscarora Gas Pipeline Company (TGPC) is a Nevada Corporation, which is a
wholly-owned subsidiary of the Company. TGPC was formed in 1993 for the purpose
of entering into a partnership with TransCanada Pipe Lines USA, Limited of
Calgary, Alberta, Canada, to develop, construct and operate a new natural gas
pipeline system that will serve an expanding gas market in Reno, northern Nevada
and northeastern California. The 229-mile Tuscarora Pipeline was completed in
November 1995, and extends southeast from the terminus of the Pacific Gas
Transmission System in Oregon through California and Nevada to a location near
Reno. Funding for the project was provided equally by both partners. The
Tuscarora Pipeline is regulated by the FERC and had received all necessary
approvals and authorizations to begin service by November 29, 1995. Commercial
operations commenced on December 1, 1995.
As an interstate pipeline, Tuscarora provides only transportation service.
SPPC and SPR were to two largest customers of TGTC during 1997, contributing
92.2% and 6.3% of revenues, respectively. Malin Oregon began taking service
from Tuscarora during the later part on 1996. The Sierra Depot at Herlong,
California, began taking service from TGTC during the later part of 1997. The
city of Susanville, California may take service from Tuscarora in 1998. This
area of California has access to natural gas service for the first time as a
result of the Tuscarora construction.
SECO, dba under the firm name of e-three, is now conducting an energy and energy
efficiency related products, good and services business. e-three was organized
in October 1996 as an unregulated wholly-owned subsidiary of SPR. It provides
comprehensive energy and other business solutions in commercial and industrial
markets. This is accomplished by offering a variety of energy-related products
and services to increase customer's productivity and improve the quality of the
indoor environment. These products and services include: technology and
efficiency improvements to lighting, heating, ventilation and air conditioning
equipment; installations or retrofit of controls and power quality systems;
energy performance contracting; end-use service; power and transmission service;
and ongoing monitoring and verification services.
Lands of Sierra, Inc. (LOS) is a Nevada corporation, which is a wholly-owned
subsidiary of the Company. LOS was organized in 1964 for the purpose of real
estate development of the Power Company's non-utility property. LOS was engaged
in the development and management of land and real estate properties in Nevada
and California. These properties include retail, industrial, office and
residential sites, timberlands, and properties at Lake Tahoe. SPR has decided
to focus on its core energy business and, in keeping with this business
strategy, management continues to focus on a profitable phase-out during 1998.
Sierra Gas Holding Company (SGHC), formerly Sierra Energy Company (SECO), is a
Nevada Corporation, which is a wholly-owned subsidiary of the Company.
Beginning in 1993, SGHC sold a large number of its oil and gas properties
retaining passive override interests in a number of properties.
<PAGE>
PAGE 4
Sierra Water Development Company (SWDC) is a Nevada corporation, which is a
wholly-owned subsidiary of the Company. SWDC was formed in 1993 for the purpose
of entering into a partnership with Eco-Vision, Inc. to conduct water
exploration and development activities in the State of Nevada.
In August 1992 the Power Company executed a cooperative agreement with the U.
S. Department of Energy (DOE) for the construction of a coal-gasification power
plant. The project, known as the Pinon Pine Power Project, (Pinon) was selected
by DOE for funding under the fourth round of the Federal Clean Coal Technology
Program. Total cost of Pinon is approximately $299 million which includes,
permitting, taxes, startup commissioning, operator training and Allowance for
Funds used for Construction. The DOE is providing funding for approximately
half of the construction costs and half of the operating and fuel expenses for
the first four years of operation. The DOE has committed $168 million of
funding for the project. Any costs over $168 million are the responsibility of
the Company.
Pinon Pine Corporation (PPC) and Pinon Pine Investment Company (PPIC) are
subsidiaries of the Power Company, own 25% and 75%, respectively, of a 38%
partnership interest in Pinon Pine Company LLC (The LLC) with a subsidiary of
General Electric Capital Corporation (GECC) holding a 62% interest. The LLC was
formed to take advantage of federal income tax credits associated with the
alternative fuel (syngas) produced by the coal gasifier and available under
Section 29 of the Internal Revenue Code.
The Power Company completed a transaction with GECC on December 15, 1995,
creating a limited liability company (LLC), to assume ownership of the coal
gasifier, coal and limestone receipt and handling equipment and certain other
related assets. The Power Company is responsible for construction, start-up and
integration of the Gasification Facility into the operation of the Power
Company-owned Post-Gasification Equipment and Power Island. Construction began
on Pinon in February, 1995, following approval of the Power Company's resource
plan and the receipt of all permits and other approvals. The gas and steam
portion (combustion cycle) was satisfactorily completed and placed in service on
December 1, 1996. The balance of the plant will be completed by April 1998.
The Company currently estimates that the construction of the gasifier portion of
the project will overrun the fixed contract price by approximately 24% or $11.5
Million. The overrun is primarily due to redesign issues resolving technical
issues to start up and other costs due to later than anticipated in-service
date.
Sierra Pacific Power Capital I, (the Trust), is a wholly-owned subsidiary of
the Power Company. The existence of the Trust is for the sole purpose of issuing
Trust Securities and using the proceeds thereof to purchase from the Power
Company its 8.60% Junior Subordinated Debentures due July 30, 2036, in a
principal amount of $50 million.
<PAGE>
PAGE 5
2. A brief description of the properties of claimant and each of
-------------------------------------------------------------
its subsidiary public utility companies used for the
-------------------------------------------------------------
generation, transmission, and distribution of electric energy
-------------------------------------------------------------
for sale, or for the production, transmission, and distribu-
-------------------------------------------------------------
tion of natural or manufactured gas, indicating the location
-------------------------------------------------------------
of principal generating plants, transmission lines, producing
-------------------------------------------------------------
fields, gas manufacturing plants, and electric and gas
-------------------------------------------------------------
distribution facilities, including all such properties which
-------------------------------------------------------------
are outside the State in which claimant and its subsidiaries
-------------------------------------------------------------
are organized and all transmission or pipelines which deliver
-------------------------------------------------------------
or receive electric energy or gas at the borders of such
-------------------------------------------------------------
State.
-------------------------------------------------------------
(a) At the present time, the Company has no operations or
facilities other than those described in response to Item 1.
(b) The electric properties of the Power Company, the public
utility subsidiary of the Company, are physically located in
the States of Nevada and California. The gas and water
properties are entirely located within the State of Nevada.
The Power Company's electric generation is supplied by
power plants which utilize fuel as set forth below:
<TABLE>
<CAPTION>
No. of Capacity Location
Power Plant Unit Fuel (kw) (State)
- ----------- ------ ---- -------- --------
<S> <C> <C> <C> <C>
Tracy 3 Gas/Oil 244,000 Nevada
Ft. Churchill 2 Gas/Oil 226,000 Nevada
Valmy (1) 2 Coal 265,000 Nevada
Clark Mountain 4 Gas/Oil 138,000 Nevada
Pinon Pine (2) 1 Coal, Gas 96,000 Nevada
Farad 2 Hydro 2,500 Calif.
Fleish 1 Hydro 2,250 Nevada
Verdi 1 Hydro 2,150 Nevada
Washoe 2 Hydro 2,200 Nevada
Winnemucca Gas Turbine 1 Gas/Oil 17,000 Nevada
Kings Beach Diesel 6 Oil 16,500 Calif.
All Other Diesels 20 Oil 33,300 Nevada
</TABLE>
<PAGE>
PAGE 6
(1) Valmy Units #1 and #2 are owned jointly by the Power Company and
Idaho Power Company. Each company owns a 50 percent share of this
532,000 KW facility.
(2) The gasifier portion of Pinon Pine is owned by the Pinon Pine
Company LLC, (The LLC), 62% of which is owned by a subsidiary of
General Electric Capital Corporation, (GECC), and 38% which is wholly
owned through two of its subsidiaries by the Power Company. The amount
shown above represents the entire syngas output of Pinon as the LLC
sells its entire share only to the Power Company.
The Nevada Commission, through the electric resources planning process,
approved the Pinon Pine project in the winter of 1996-97, providing 106 MW for
the winter and 89MW for the summer. Pinon is a coal-gasification plant that has
qualified for funding under the federal Clean Coal Technology Plan. The gas and
steam portion was completed and placed in service December 1, 1996. The balance
of the plant will be completed by April 1998. The DOE will fund approximately
50% of the project's construction costs and half of the operating and fuel
expenses for the first four years of operation. The DOE has committed $168
million of funding for the project. Any costs over the $168 million are the
responsibility of the Power Company.
The Power Company is interconnected with neighboring utilities as follows:
The Power Company's transmission lines extend some 300 miles from the crest of
the Sierra Nevada mountains in eastern California northeast to the Nevada-Idaho
border at Jackpot, Nevada, and 250 miles from the Reno area south to Tonopah,
Nevada. A 230 kilovolt (KV) transmission line connects the Power Company to
facilities near the Utah-Nevada state line which interconnects the Power Company
to PacifiCorp's Utah division, and a 345 KV transmission line connects the Power
Company to Idaho Power facilities at the Idaho-Nevada state line. The Power
Company also has two 120 KV lines and one 60 KV line interconnecting with
Pacific Gas and Electric Company (PG&E) on the west side of the Power Company's
system at Donner Summit, California. Two 60kv transmission ties allow wheeling
of up to 14 MW of power from the Beowawe Geothermal Project, located within the
Power Company's service territory, to Southern California Edison. These
interties are available for use during emergency conditions affecting either
party.
The Power Company is constructing the Alturas Intertie transmission line to
better serve existing load, new customers and to significantly increase the
Power Company's access to lower cost resources. This 345 kv line will originate
west of Alturas, California, and will extend 165 miles south to Reno. To date,
the Power Company has spent approximately $83.4 million on the project. The
current estimated cost, including AFUDC, is approximately $149 million.
Construction commenced on February 9, 1998 and is expected to be completed in
late 1998.
<PAGE>
PAGE 7
As of December 31, 1997 the Power Company's electric transmission facilities
consisted of approximately 3,900 overhead pole line miles and 80 substations and
its distribution facilities consisted of approximately 9,200 overhead pole line
miles, 4,500 underground cable miles and 176 substations.
The Power Company's natural gas business is a local distribution company in
the Reno-Sparks area. The Power Company currently has no ownership interest in
the gas transmission facilities required to serve its customers.
Natural gas purchased for the Power Company's retail gas customers and for use
in its electric generating plants is transported on several FERC regulated
pipelines.
Northwest Pipeline Corporation (Northwest), in conjunction with Paiute
Pipeline Company (Paiute), provides the Power Company access to natural gas
supplies in British Columbia, Canada, the Rocky Mountain region, and the San
Juan Basin. Northwest is a major interstate pipeline stretching from the
Canadian border at Sumas, Washington, to the northwestern corner of New Mexico.
Paiute interconnects with Northwest at the Idaho/Nevada border and runs to the
southwest of the Reno/Lake Tahoe area of Nevada and California.
With completion of the Tuscarora Gas Transmission Company's pipeline in
December 1995, The Company has a financial interest in natural gas transmission
facilities serving the northern Nevada market. Tuscarora Gas Transmission
Company (TGTC), a partnership between a subsidiary of Sierra Pacific Resources
and TransCanada Pipe Lines USA, Limited, began service on December 1, 1995. The
pipeline interconnects with Pacific Gas Transmission (PGT) near Malin, Oregon
and terminates at the Tracy Power Plant east of Reno/Sparks. In addition to
providing natural gas service to the Power Company's Tracy Power Plant and
distribution customers in the area.
PGT is a major interstate pipeline stretching from the Canadian border at
Eastport, Idaho to the California/Oregon border near Malin, Oregon. NOVA and
Alberta Natural Gas (ANG) pipelines are upstream of PGT in the British Columbia
and Alberta provinces of Canada. Firm transportation service on Tuscarora and
upstream pipelines improves the reliability of the Power Company's gas supplies
and provides additional access to abundant and competitively priced supply in
Alberta, Canada.
The Power Company has contracted for firm winter only and annual gas supplies
with ten Canadian and domestic suppliers to meet the firm requirements of its
LDC and electric operations. The contracts total 125,000 decatherms per day
through March 1998; 72,000 decatherms per day for April through October 1998;
and 75,000 decatherms per day for the remainder of the year. This ensures that
the power Company is able to lock-in a significant portion of its gas supply
cost while retaining the flexibility to purchase spot market supplies.
<PAGE>
PAGE 8
The Power Company's firm natural gas supply is supplemented with natural gas
storage and supply from a Northwest-owned facility located at Jackson Prairie in
southern Washington, liquid natural gas (LNG) storage and supply from a facility
located in Lovelock, Nevada. The LNG facility is operated by Paiute and is used
for meeting peak demand. The Jackson Prairie and LNG facilities can contribute a
total of approximately 48,000 decatherms per day of peaking supplies. The Power
Company meets its peak day requirements above Northwest/Paiute capacity with
firm transpiration capacity on the Tuscarora Pipeline and PGT.
Following is a summary of both the transportation and approximate storage
capacity of the Power Company's current gas supply system. The firm
transportation capacity exists to serve primarily the local distribution company
customers and the interruptible transportation capacity exists to serve
primarily the Power Company's electric generating plants. The storage capacity
is essentially for the peaking requirements of the local distribution gas
business only.
<TABLE>
<CAPTION>
Transportation Capacity
- -----------------------
<S> <C>
Northwest - 70,696 decatherms per day firm
90,000 decatherms per day interruptible
Paiute - 105,774 decatherms per day firm from November
through March
63,044 decatherms per day firm from April
through October
90,000 decatherms per day interruptible
NOVA - 30,000 decatherms per day firm
ANG - 30,000 decatherms per day firm
PGT - 30,000 decatherms per day firm
30,000 decatherms per day firm (winter only)
90,000 decatherms per day interruptible
TGTC - 95,000 decatherms per day firm
60,000 decatherms per day interruptible
Storage Capacity
- ----------------
Northwest - 277,997 decatherms from Jackson Prairie
12,733 decatherms per day from Jackson Prairie
Paiute - 463,034 decatherms from Lovelock LNG
- 35,078 decatherms per day from Lovelock LNG
facility
</TABLE>
The Power Company's LDC natural gas requirements have averaged between 10 and
13 million decatherms annually over the past few years. Total LDC therm sales in
1997 and 1996 were 12.4 million decatherms and 12.1 million decatherms,
respectively. Electric generating plant requirements were 32 million decatherms
and 31 million decatherms respectively for 1997 and 1996.
<PAGE>
PAGE 9
As of December 31, 1997 the Power Company owned and operated approximately
1,200 miles of three-inch equivalent natural gas distribution lines.
The Power Company's current natural gas resource plan was approved, in
September 1995. It contains forecasts of future natural gas demand and the Power
Company's plans to meet these requirements economically while maintaining
reliable service. The resource plan provides for a mix of Canadian and domestic
suppliers to meet the natural gas demand. The plan, also, incorporates the
development of demand-side programs with the planning of distribution facilities
and the criteria for evaluating gas supply contracts.
3. The following information for the last calendar year with
-------------------------------------------------------------
respect to claimant and each of its subsidiary public utility
-------------------------------------------------------------
companies:
-------------------------------------------------------------
(a) Number of Kwh of electric energy sold (at retail or wholesale)
-------------------------------------------------------------
and Mcf of natural or manufactured gas distributed at retail.
-------------------------------------------------------------
The Power Company sold approximately 8,173,900 Mwh of electric energy for
the year ended December 31, 1997 and sold approximately 13,129,200 Mcf of
natural gas at retail during the same period.
(b) Number of Kwh of electric energy and Mcf of natural or
--------------------------------------------------------------
manufactured gas distributed at retail outside the State in
--------------------------------------------------------------
which each such company is organized.
--------------------------------------------------------------
The Power Company sold approximately 477,100 Mwh at retail to customers in
the State of California for the year ended December 31, 1997.
(c) Number of Kwh of electric energy and Mcf of natural or
--------------------------------------------------------------
manufactured gas sold at wholesale outside the State in which
--------------------------------------------------------------
each such company is organized, or at the State line.
--------------------------------------------------------------
The Power Company sold approximately 418,100 Mwh at wholesale to customers
in the State of California for the year ended December 31, 1997.
(d) Number of Kwh of electric energy and Mcf of natural or
--------------------------------------------------------------
manufactured gas purchased outside the State in which each
--------------------------------------------------------------
<PAGE>
PAGE 10
such company is organized or at the State line.
----------------------------------------------
The Power Company purchased approximately 3,849,600 Mwh of electric energy
from outside the State of Nevada during the year ended December 31, 1997.
The Power Company purchased approximately 44,340,700 Mcf of natural gas from
outside the State of Nevada during the year ended December 31, 1997 of which
approximately 12,661,900 Mcf were used for local distribution and
approximately 31,678,800 Mcf were used for electric power generation.
4. The following information for the reporting period with
--------------------------------------------------------------
respect to claimant and each interest it holds directly or
--------------------------------------------------------------
or indirectly in an EWG or a foreign utility company, stating
--------------------------------------------------------------
monetary amounts in United States dollars:
--------------------------------------------------------------
None.
(a) Name, location, business address and description of the
--------------------------------------------------------------
facilities used by the EWG or foreign utility company for the
--------------------------------------------------------------
generation, transmission and distribution of electric energy
--------------------------------------------------------------
for sale or for the distribution at retail of natural or
--------------------------------------------------------------
manufactured gas.
--------------------------------------------------------------
None.
(b) Name of each system company that holds an interest in such EWG
--------------------------------------------------------------
or foreign utility company, and description of the interest
--------------------------------------------------------------
held.
--------------------------------------------------------------
None.
(c) Type and amount of capital invested, directly or indirectly,
--------------------------------------------------------------
by the holding company claiming exemption; any direct or
--------------------------------------------------------------
indirect guarantee of the security of the EWG or foreign
--------------------------------------------------------------
utility company by the holding company claiming exemption;
--------------------------------------------------------------
and any debt or other financial obligation for which there is
--------------------------------------------------------------
<PAGE>
PAGE 11
recourse, directly or indirectly, to the holding company
--------------------------------------------------------------
claiming exemption or another system company, other than the
--------------------------------------------------------------
EWG or foreign utility company.
--------------------------------------------------------------
None.
(d) Capitalization and earnings of the EWG or foreign utility
-------------------------------------------------------------
company during the reporting period.
-------------------------------------------------------------
None.
(e) Identify any service, sales or construction contract(s)
-------------------------------------------------------------
between the EWG or foreign utility company and a system
-------------------------------------------------------------
company, and describe the services to be rendered or
-------------------------------------------------------------
goods sold and fees or revenues under such agreement(s).
-------------------------------------------------------------
None.
<PAGE>
PAGE 12
The above named claimant has caused this statement to be duly executed on
behalf of its authorized officer on this 1st day of April, 1998.
SIERRA PACIFIC RESOURCES
------------------------
(Name of Claimant)
By /s/ Mark A. Ruelle
---------------------------
Mark A. Ruelle
Senior Vice President and
Chief Financial Officer and
Treasurer,
(Principal Financial Officer)
(Principal Accounting Officer)
CORPORATE SEAL
Attest:
_________________________________
Name, title and address of officer to whom notices and correspondence concerning
this statement should be addressed:
Mark A. Ruelle Chief Financial Officer
- ------------------------------------------------------------------
(Name) (Title)
P.O. Box 30150 (6100 Neil Road), Reno, Nevada 89520-3150
- ------------------------------------------------------------------
(Address)
<PAGE>
Exhibit A
---------
The following consolidating financial statements of Sierra Pacific Resources
and its subsidiaries, are submitted herewith:
Consolidating Balance Sheet as of December 31, 1997.
Consolidating Statement of Income for the year ended
December 31, 1997.
Consolidating Statement of Retained Earnings (surplus)
for the year ended December 31, 1997.
Exhibit B
---------
Financial Data Schedule for the year ended December 31, 1997.
Exhibit C
---------
Inapplicable.
<PAGE>
EXHIBIT A
Page 1
<TABLE>
<CAPTION>
SIERRA PACIFIC RESOURCES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1997
(Dollars in thousands)
(Unaudited) SPR SPPCO LOS SGHC TGPC SWDC E-THREE SPEC
- -------------------------------- --------- ----------- ------- ------- --------- ----- --------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
UTILITY AND OTHER PROPERTY, $ $1,600,814 $ $ $ $ - $
NET
INVESTMENT IN OIL & GAS
PROPERTIES, NET - - - - - - - -
NOTES RECEIVABLE - - - - - - - -
INVESTMENT IN SUBSIDIARIES 659,517 26,790 2,560 - 16,737 616 - 1,459
CURRENT ASSETS 19,406 139,674 721 223 264 22 123 -
DEFERRED ASSETS - 144,964 - - - - 91 -
-------- ---------- ------ ------ ------- ---- -------- -------
TOTAL ASSETS $678,923 $1,912,242 $3,281 $ 223 $17,001 $638 $ 214 $1,459
CAPITALIZATION AND LIABILITIES:
COMMON EQUITY $633,394 $ 639,556 $1,985 ($101) $15,507 $621 ($1,339) ($2)
PREFERRED STOCK - 121,615 - - - - - -
LONG-TERM DEBT 20,000 606,889 335 - - - 1,837 -
-------- ---------- ------ ------ ------- ---- -------- -------
TOTAL CAPITALIZATION 653,394 $1,368,060 2,320 (101) 15,507 621 498 (2)
CURRENT LIABILITIES 20,735 198,488 626 5 (1,128) 16 (284) 1 460
DEFERRED CREDITS 4,794 345,695 336 319 2,621 1 - -
-------- ---------- ------ ------ ------- ---- -------- -------
TOTAL CAPITALIZATION AND $678,923 $1,912,243 $3,282 $ 223 $17,000 $638 $ 214 1,458
LIABILITIES ======== ========== ====== ====== ======= ==== ======== =======
<CAPTION>
SIERRA PACIFIC RESOURCES 3/31/98
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1997
(Dollars in thousands)
(Unaudited) ELIMINATION CONSOLIDATED
- -------------------------------- ------------ ------------
<S> <C> <C>
ASSETS:
UTILITY AND OTHER PROPERTY, $ - $1,600,815
NET
INVESTMENT IN OIL & GAS
PROPERTIES, NET - -
NOTES RECEIVABLE - -
INVESTMENT IN SUBSIDIARIES (658,065) 49,614
CURRENT ASSETS (20,036) 140,397
DEFERRED ASSETS - 145,055
---------- ----------
TOTAL ASSETS ($678,101) $1,935,880
CAPITALIZATION AND LIABILITIES:
COMMON EQUITY ($656,228) $ 633,393
PREFERRED STOCK - $ 121,615
LONG-TERM DEBT (1,837) $ 627,224
---------- ----------
TOTAL CAPITALIZATION (658,065) 1,354,321
CURRENT LIABILITIES (20,036) $ 199,882
DEFERRED CREDITS - $ 353,766
---------- ----------
TOTAL CAPITALIZATION AND ($678,101) $1,935,880
LIABILITIES ========== ==========
</TABLE>
<PAGE>
EXHIBIT A 3/31/98
PAGE 2
<TABLE>
<CAPTION>
SIERRA PACIFIC RESOURCES
CONSOLIDATING INCOME STATEMENT
TWELVE MONTHS ENDED
DECEMBER 31, 1996
(Dollars in thousands)
(Unaudited) SPR SPPCO LOS SGHC TGPC SWDC E-THREE SPEC ELIMINATIONS
- -------------------------------- -------- --------- ------ ----- ------- ----- -------- ----- -------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
OPERATING REVENUES $79,391 $657,540 $819 $ - $3,352 ($2) $ 275 - ($78,132)
OPERATING EXPENSES 3,061 537,368 886 18 1,906 9 1,366 1 -
------- -------- ---- ---- ------ ---- ------- --- --------
OPERATING INCOME 76,330 120,172 (67) (18) 1,446 (11) (1,091) (1) (78,132)
OTHER INCOME 201 6,533 242 26 - - - - (19)
------- -------- ---- ---- ------ ---- ------- --- --------
TOTAL INCOME 76,531 126,705 175 8 1,446 - (1,091) (1) (78,151)
NET INTEREST CHARGES 2,086 39,407 43 - - - 19 - (19)
------- -------- ---- ---- ------ ---- ------- --- --------
INCOME BEFORE PREFERRED 74,445 87,298 132 8 1,446 (11) (1,110) (1) (78,132)
DIVIDENDS
LESS: PREFERRED DIV - 9,630 - - - - - - -
REQUIREMENTS OF SUB. ------- -------- ---- ---- ------ ---- ------- --- --------
NET INCOME $74,445 $ 77,668 $132 $ 8 $1,446 ($11) $ 1,110) ($1) ($78,132)
======= ======== ==== ==== ====== ==== ======= === ========
<CAPTION>
SIERRA PACIFIC RESOURCES
CONSOLIDATING INCOME STATEMENT
TWELVE MONTHS ENDED
DECEMBER 31, 1996
(Dollars in thousands)
(Unaudited) CONSOLIDATED
- -------------------------------- ------------
<S> <C>
OPERATING REVENUES $663,243
OPERATING EXPENSES 544,615
--------
OPERATING INCOME 118,628
OTHER INCOME 6,983
--------
TOTAL INCOME 125,611
NET INTEREST CHARGES 41,536
--------
INCOME BEFORE PREFERRED 84,075
DIVIDENDS
LESS: PREFERRED DIV 9,630
REQUIREMENTS OF SUB. --------
NET INCOME $ 74,445
========
</TABLE>
<PAGE>
EXHIBIT A
Page 3
<TABLE>
<CAPTION>
SIERRA PACIFIC RESOURCES
CONSOLIDATING STATEMENT OF RETAINED
EARNINGS
DECEMBER 31, 1996
(Dollars in thousands)
(Unaudited) SPR SPPCO LOS SGHC TGPC SWDC E-THREE SPEC
- ------------------------------ --------- -------- -------- -------- -------- ---- -------- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
RETAINED EARNINGS AT BEG. OF $111,741 $88,458 ($12,459) ($31,737 $ 842 ($61) ($230) -
YEAR
INCOME BEFORE PREFERRED 74,445 83,127 132 8 1,446 (11) (1,110) (1)
DIVIDENDS
DIVIDENDS DECLARED 38,308 77,467 2,000 - 3,998 - - -
OTHER 7 - - - - - - -
-------- ------- -------- -------- -------- ---- ------- ----
RETAINED EARNINGS AT END OF $147,871 $94,118 ($14,327) ($31,729) ($1,710) ($72) $(1,340) ($1)
YEAR ======== ======= ======== ======== ======== ==== ======= ====
<CAPTION>
SIERRA PACIFIC RESOURCES 3/31/98
CONSOLIDATING STATEMENT OF RETAINED
EARNINGS
DECEMBER 31, 1996
(Dollars in thousands)
(Unaudited) ELIMINATIONS CONSOLIDATED
- ------------------------------ ------------ ------------
<S> <C> <C>
RETAINED EARNINGS AT BEG. OF ($44,813) $111,741
YEAR
INCOME BEFORE PREFERRED (78,132) 79,904
DIVIDENDS
DIVIDENDS DECLARED (78,006) 43,767
OTHER - 7
-------- --------
RETAINED EARNINGS AT END OF ($44,939) $147,871
YEAR ======== ========
</TABLE>
<PAGE>
EXHIBIT B 3/31/98
Page 1
<TABLE>
<CAPTION>
SIERRA PACIFIC RESOURCES
FINANCIAL DATA SCHEDULE
DECEMBER 31, 1996
(Dollars in thousands)
(Unaudited) Item No. Caption Heading Amount
- ------------------------------- ------------- --------------------------- -----------
<S> <C> <C> <C>
1 Total Assets $1,935,880
2 Total Operating Revenues $118,628
3 Net Income $74,445
</TABLE>
