PRICING SUPPLEMENT NO. 2 DATED MAY 7, 1998 Rule 424(b)(3)
File Nos. 33-51163
333-09115
(To Prospectus dated August 9, 1996
as supplemented by a Prospectus
Supplement dated September 4, 1996)
PACIFICORP
Secured Medium-Term Notes, Series H
(A Series of First Mortgage Bonds)
Due From Nine Months to One Hundred Years from Date of Issue
Issue Price (as a percentage of Interest Rate/Initial
Principal Amount): 99.678%* Initial Rate: 6.375%
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Principal Amount: $200,000,000 Interest Payment
---------------------- Dates: May 15 and November 15
Issue Date: May 12, 1998 ----------------------------
---------------------------- Regular Record
Maturity Date: May 15, 2008 Dates: April 30 and October 31
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Interest Reset
Dates:
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Index Maturity:
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X Fixed Rate Notes Spread:
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Commercial Paper Notes Spread Multiplier:
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Libor Notes Maximum Interest Rate:
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Treasury Rate Notes Minimum Interest Rate:
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Specified Currency (if other
than U.S. Dollars):
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Redemption:
Check blank opposite applicable sentence.
The Notes cannot be redeemed prior to Maturity.
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X The Notes may be redeemed prior to Maturity.
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Terms of Redemption: SEE ATTACHMENT 1 FOR REDEMPTION TERMS
Additional Terms:
Under the terms of a Terms Agreement dated May 7, 1998, PacifiCorp has agreed to
sell to each of Salomon Brothers Inc and Goldman, Sachs & Co. (the
"Purchasers"), and each of the Purchasers has agreed, severally and not jointly,
to purchase from PacifiCorp, $100,000,000 principal amount of the Notes offered
hereby at a purchase price equal to 99.028% of the principal amount thereof. The
Purchasers are committed to take and pay for all of such Notes, if any are
taken. The Purchasers propose to offer such Notes in part directly to the public
at the Issue Price set forth above, and in part to certain securities dealers at
such Issue Price less a concession of .40% of the principal amount of such
Notes. The Purchasers may allow, and such dealers may reallow, a concession not
to exceed .25% of the principal amount of such Notes to certain brokers and
dealers. After such Notes are released for sale to the public, the offering
price and other selling terms may from time to time be varied by the Purchasers.
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* Plus accrued interest, if any, from the date of issuance.
<PAGE>
ATTACHMENT 1 TO PRICING
SUPPLEMENT DATED
MAY 7, 1998
The Notes will be redeemable at the option of the Company in whole at any
time, or in part from time to time, on any date on or after the Initial
Redemption Date specified therein and prior to the Maturity Date, upon not less
than thirty (30) nor more than sixty (60) days' notice (which may be made
subject to the deposit of the redemption moneys with the Trustee on or before
the date fixed for redemption), at the Redemption Price (capitalized terms used
but not otherwise defined in this Attachment 1 shall have the meanings ascribed
thereto in the Note).
The Redemption Price shall be equal to the greater of (i) 100% of the
principal amount thereof and (ii) the sum of the present values of the remaining
scheduled payments of principal thereof and interest thereon discounted from
their respective scheduled due dates to the date of redemption on a semiannual
basis (assuming a 360-day year consisting of twelve 30-day months) at the
Treasury Yield plus 10 basis points, together with in each accrued interest to
the date fixed for redemption.
"Treasury Yield" means, with respect to any redemption date, the rate per
annum equal to the semiannual equivalent yield to maturity of the Comparable
Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as
a percentage of its principal amount) equal to the Comparable Treasury Price for
such redemption date.
"Comparable Treasury Issue" means the United States Treasury security
selected by an Independent Investment Banker as having a maturity comparable to
the remaining term of the Notes that would be utilized, at the time of selection
and in accordance with customary financial practice, in pricing new issues of
corporate debt securities of comparable maturity to the remaining term of the
Notes. "Independent Investment Banker" means Salomon Brothers Inc or, if such
firm is unwilling or unable to selelct the Comparable Treasury Issue, an
independent investment banking institution of national standing appointed by the
Trustee.
"Comparable Treasury Price" means, with respect to any redemption date, (i)
the average of the bid and asked prices for the Comparable Treasury Issue
(expressed in each case as a percentage of its principal amount) on the third
business day preceding such redemption date, as set forth in the daily
statistical release (or any successor release) published by the Federal Reserve
Bank of New York and designated "Composite 3:30 p.m. Quotations for U.S.
Government Securities" or (ii) if such release (or any successor release) is not
published or does not contain such prices on such business day, (A) the average
of the Reference Treasury Dealer Quotations for such redemption date, after
excluding the highest and lowest such Reference Treasury Dealer Quotations, or
(B) if the Trustee obtains fewer than four such Reference Treasury Dealer
Quotations, the average of all such Reference Treasury Dealer Quotations.
"Reference Treasury Dealer Quotations" means, with respect to each Reference
Treasury Dealer and any redemption date, the average, as determined by the
Trustee, of the bid and asked prices of the Comparable Treasury Issue (expressed
in each case as a percentage of its principal amount) quoted in writing to the
Trustee by such Reference Treasury Dealer at 5:00 p.m. on the third business day
preceding such redemption date.
"Reference Treasury Dealer" means each of Goldman, Sachs & Co. and Salomon
Brothers Inc, and their respective successors; provided, however, that if any of
the foregoing shall cease to be a primary U.S. Government Securities dealer in
New York City (a "Primary Treasury Dealer"), the Company shall substitute
therefor another Primary Treasury Dealer.
