BONNEVILLE PACIFIC CORP
8-K, 1997-01-13
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                      SECURITIES AND EXCHANGE COMMISSION



                            Washington, D.C. 20549



                                   FORM 8-K


                                CURRENT REPORT


                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934



       Date Report (Date of earliest event reported) November  15, 1996



                        BONNEVILLE PACIFIC CORPORATION
              (Exact name of registrant as specified in charter)



      Delaware                      0-14846                 87-0363215
      (State or other               (Commission             (IRA Employer
      jurisdiction of               File Number)            Identification No.)
      incorporation)



50 West 300 South, Suite 300, Salt Lake City, Utah                       84101
(Address of principal executive offices)                            (Zip Code)


Registrant's telephone number including area code               (801) 363-2520
                                                                --------------


(Former name or former address, if changed since last report) Not applicable


<PAGE>



Item 3.     Bankruptcy or Receivership.

      On December 5, 1991, the Registrant  filed a petition in the United States
Bankruptcy Court for the District of Utah, Central Division, Case No. 91A-27701,
seeking  protection  to reorganize  under  Chapter 11 of the Federal  Bankruptcy
Code. Subsequent to the filing, the Registrant has applied to the Securities and
Exchange Commission (the "Commission") to modify its reporting obligations under
the Securities  Exchange Act of 1934, as amended (the "Exchange  Act"). On April
9, 1992,  the  Commission  indicated  that it would  raise no  objection  if the
Registrant modified its reporting  obligations under the Exchange Act. A copy of
the Monthly Financial Report for the period October 1, 1996 to October 31, 1996,
as filed with the bankruptcy court is included as an exhibit hereto. On June 12,
1992, Roger G. Segal was appointed as the Chapter 11 Bankruptcy  Trustee for the
Company.


Item 5.     Other Events.

For  information on litigation  and matters  previously  reported,  refer to the
narrative on pages Form 2-G of the accompanying bankruptcy report.


<PAGE>



                                  SIGNATURES


      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  its  report  to be  signed  on its  behalf  by the
undersigned thereunto duly authorized.

                                    BONNEVILLE PACIFIC CORPORATION




                                    By:  Roger G. Segal, Chapter 11 Trustee

DATED November 15, 1996



<PAGE>



                                  SIGNATURES


      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  its  report  to be  signed  on its  behalf  by the
undersigned thereunto duly authorized.

                                    BONNEVILLE PACIFIC CORPORATION




                                    By:  R. Stephen Blackham
                                         Assistant Controller

DATED November 15, 1996


                                      -3-

<PAGE>



                               INDEX TO EXHIBITS


Exhibit                                                               Page No.


28.1              Monthly Financial Report - Chapter 11, for the period
                  October 1, 1996 to October 31, 1996, of the Registrant,
                  dated November 15, 1996 as filed by the Registrant with
                  the United States Bankruptcy Court for the District of Utah,
                  Central Division on November 15, 1996......................5



<PAGE>






                            MONTHLY FINANCIAL REPORT
                                   CHAPTER 11

DEBTOR:    BONNEVILLE PACIFIC CORPORATION

CASE NO.   91A-27701          For Period    October 1 to    October 31, 1996
        ---------------                  ------------    -------------
                  Accounting Method Used: |X|  Accrual Basis|_|  Cash Basis


                                         COVER SHEET


                          THIS REPORT IS DUE 15 DAYS AFTER THE END OF THE MONTH.
Mark One Box For Each     The debtor must attach each of the following reports/
Required Report/Document  documents unless the U.S. Trustee has waived the 
                          requirement in writing.  File original with Clerk of 
                          Court.  File duplicate with U.S. Trustee.

Report/Document  Previously
Attached         Waived                     REQUIRED REPORTS/DOCUMENTS
[ x ]             [ ]     Cash Receipts & Disbursements Statement (Form 2-B)
[ x ]             [ ]     Balance Sheet (Form 2-C)
[ x ]             [ ]     Profit and Loss Statement (Form 2-D)
[ x ]             [ ]     Supporting Schedules (Form 2-E)
[ x ]             [ ]     Quarterly Fee Summary (Form 2-F)
[ x ]             [ ]     Narrative (Form 2-G)
[ x ]             [ ]     Bank Statement(s) for Debtor in Possession Account(s)


I declare under penalty of perjury that the following  Monthly  Financial Report
and any attachments thereto, is true and correct to the best of my knowledge and
belief.

Executed on:   November 15, 1996

                                  Debtor(s):    BONNEVILLE PACIFIC CORPORATION

                                  By:            R. Stephen Blackham
                                  Position:      Assistant Controller


<PAGE>



                    DEBTOR:  BONNEVILLE PACIFIC CORPORATION
                           Bankruptcy No. 91A-27701
                                   Narrative
                     For the Month Ended October 31, 1996

                                    FORM 2G

- ------------------------------------------------------------------------------





Bonneville Pacific  Corporation (the "Company" or "Bonneville") has continued to
conduct its normal  business  activities  during the month of October  1996 (the
reporting  period).  These activities have included  responding to the Operating
Guidelines and Reporting Requirements for Chapter 11 debtors.

Significant  actions  related to the Company during the month of October and the
first part of November  19961  (other  than  administrative  matters,  including
professional  fee  applications)  in accordance  with various  provisions of the
Bankruptcy Code are as follows:

     1. The Segal v.  Portland  General,  et al.  action  pending  in the United
States District Court, Case No. 92-C-364-J (the "Litigation") has been discussed
at length in the previous Monthly  Financial Reports filed by the Trustee and in
the Trustee's  four (4) Annual  Reports,  including the Report for the period of
July 1, 1995 through June 30, 1996 filed on September 19, 1996,  Concerning  the
Administration  of the Estate.  These  Reports  (which are on file with both the
Bankruptcy Court and the Securities & Exchange  Commission) must be reviewed for
an understanding of the history and nature of the Litigation, including previous
settlements 2 reached by the Trustee.

     On  August  22,  1996  the  Trustee  entered  into a  comprehensive  verbal
settlement agreement with Portland General Corporation ("PGC"), its wholly owned
subsidiary,  Portland General Holding Inc. ("PGHI") and certain past and present
officers of PGC or PGHI  (collectively such entities and persons are referred to
as  "Portland").  Pursuant to the  settlement,  which  

____________________________________ 

     1 This narrative  attempts to summarize  significant  events  affecting the
Company  through  November  13,  1996.  

     2 Each  settlement  agreement  should be reviewed in its  entirety  for all
terms and conditions (and consideration) of the settlement.


<PAGE>


was documented by formal  settlement  agreement2  dated  September 9, 1996,
Portland released any and all claims against Bonneville,  its estate and related
entities and individuals except that PGHI retained ownership of 2,000,000 shares
of common stock of Bonneville.



PGHI will surrender  ownership of approximately  7,842,000 shares of common
stock of Bonneville  and Portland  will withdraw with  prejudice its filed claim
(in the amount of  $230,369,276.00)  against  Bonneville.  Portland  General has
dismissed its counterclaim  against Bonneville and its estate now pending in the
Litigation and has withdrawn its claim. In exchange  Portland received a release
from  Bonneville  and its estate of all  claims and causes of action,  including
those asserted in the Litigation.  The settlement is intended to resolve any and
all claims  and/or  rights and  interest of the parties  against one another and
related entities and individuals  except for such restricted rights as PGHI will
have as the owner of 2,000,000 shares of common stock of Bonneville. Furthermore
the settlement has resulted in a Thirty Million Six Hundred Twenty Thousand Five
Hundred Forty Dollars  ($30,620,540.00) of liabilities  heretofore  reflected on
Bonneville's  Balance  Sheet  being  removed  therefrom;  and  b)  reduction  of
approximately Two Hundred Million Dollars  ($200,000,000.00)  from the amount of
unbooked  liabilities  heretofore  reflected in note 6 to the Balance Sheet. The
settlement was conditioned upon approval by the United States District Court and
the United States  Bankruptcy  Court.  The Motion for Approval of the Settlement
Agreement  was heard by the  United  States  Bankruptcy  Court as  scheduled  on
October 7, 1996, at which hearing the Bankruptcy Court approved the Motion.  The
United States District Court, based upon the Stipulated Motion of the parties on
October 11, 1996,  signed the Final  Judgment and Order of Dismissal of Portland
General from the Litigation.

On  September  20,  1996  the  Trustee  entered  into a  verbal  settlement
agreement with Kidder Peabody. Pursuant to the settlement,  which was documented
by formal  settlement  agreement dated October 4, 1996, Kidder Peabody agreed to
pay $15,000,000.00 to Bonneville Pacific Corporation , for a complete release of
any and all claims which the Trustee or the estate has against  Kidder  Peabody.
The settlement was conditioned upon approval by the United States District Court
and the United States Bankruptcy Court. The Trustee's Motion for Approval of the
Settlement  Agreement  was  granted by the  United  States  Bankruptcy  Court on
October  28,  1996.  The  District  Court  dismissed  Kidder  Peabody  from  the
Litigation on October 28, 1996 and therefore the $15,000,000.00,  which was paid
by Kidder Peabody to the Trustee in trust on October 5, 1996 pending approval of
the settlement, plus accrued interest, has been received by the estate.



<PAGE>



     All litigation  settlement  recoveries actually received by the Company are
subject  to a  contingency  fee in  favor of the law  firm of  Beus,  Gilbert  &
Morrill,  special litigation counsel for the Trustee. The "Legal  Representation
Agreement" between the Trustee and Beus, Gilbert & Morrill, which agreement sets
forth  the  terms  of  the  contingent  fee  arrangement,  was  approved  by the
Bankruptcy  Court in 1992.  Pursuant  to the  contingent  fee  agreement,  Beus,
Gilbert & Morrill would,  after  subtracting for litigation costs, be paid forty
percent (40%) of any  settlement or litigation  recoveries  received after trial
commences,  thirty-three percent (33%) of any settlement sums received after the
litigation is filed but before trial  commences,  or, as the case may be, twenty
percent (20%) of the  settlement  sum received if the  settlement  occurs before
litigation  is commenced ( in all  instances  less amounts paid to the Trustee's
General  Counsel,  Cohne,  Rappaport  & Segal,  P.C.,  for fees  related  to the
Litigation).  Any fees or costs to be paid to Beus, Gilbert & Morrill must first
be allowed  (approved) by the Bankruptcy Court upon application after notice and
hearing.  Beus,  Gilbert  &  Morrill,  on  October  10,  1996,  filed  its Fifth
Application for Allowance of Interim Fees seeking allowance of $10,678,397.33 in
fees  based upon (a) the Ten  Million  Dollar  ($10,000,000.00)  Fraser & Beatty
settlement,  (b) the Fifteen  Million  Dollar  ($15,000,000.00)  Kidder  Peabody
Settlement (if approved and paid), (c) the Seven Million Dollar  ($7,000,000.00)
settlement sum paid by Piper Jaffray, (d) the One Million Dollar ($1,000,000.00)
Hixson  Settlement,  and (e) miscellaneous  other litigation  recoveries,  which
collectively for the period total less then One Million Dollars ($1,000,000.00).
Beus, Gilbert & Morrill was also seeking, based upon its thirteenth interim cost
application,  reimbursement for litigation costs expended during the period from
June 1, 1996 to September  30, 1996 which total  $655,956.09.  The United States
Bankruptcy  Court  allowed  the  requested  fees and costs at a hearing  held on
November,  4,  1996 and the  estate  paid such  fees and  costs  (which  totaled
$11,334,353.42) to Beus, Gilbert & Morrill on or about November 5, 1996.

The  remaining  defendant  in  the  Litigation3  is  Westinghouse  Electric
Corporation.  On March 31,  1996,  the  Trustee  filed  with the Court a revised
damage calculation.  Westinghouse adamantly disputed the Trustee's damage claims
and filed motions to strike the revised damage calculation.  At various pretrial
hearings  beginning on July 30, 1996 and continuing on various days  thereafter,
the Court struck some of the Trustee's

- -------- 

     3 Defendants in separate actions which were severed from the Litigation are
Calpine  Corporation,  William  Cerutti,  Ronald  Yanke and Dinuba  Energy.  The
Trustee also has entered into several  agreements with other persons or entities
which  agreements  toll the  running of any  applicable  statute  of  limitation
concerning  any claim or cause of action  possessed by the Company  against such
persons or entities.


<PAGE>



remaining causes of action against  Westinghouse and substantially  reduced
the amount of possible  damages  recoverable  from that sought by the Trustee in
his March 31, 1996 revised damage  calculation.  At further  pre-trial  hearings
held on  November  8,  1996,  the Court  eliminated  a number  of  Westinghouses
asserted  defenses to the Trustee's  causes of action.  Trial of the  Litigation
against Westinghouse is now scheduled for January 14, 1997.

     A continued hearing was held by the Court on November 1, 1996 in one of the
actions  severed  from the main  Litigation  concerning  the motion by Defendant
William Cerutti for Summary  Judgment (Segal v. Cerutti USDC for Def. 4 Case No.
92-CV-1115-J-C).  At the  hearing  the Court made an oral  ruling  granting  the
Defendant's motion.

     Further  hearings  are  scheduled  in  December  in the other  two  actions
involving  defendants  Calpine  Corporation  and Ronald  Yanke & Dinuba  Energy,
severed from the main litigation.

     As with any  litigation,  the  ultimate  net return to the estate  from the
remaining  defendants  discussed  above is uncertain.  It is estimated  that the
litigation, taking into account appeals, may take years to fully resolve.

     During the period  covered by this report  Robert  Wood,  L. Wynn Johnson &
Raymond  Hixson,  former  Officers and Directors of  Bonneville,  were sentenced
based upon the plea bargain each had negotiated  whereby each pled guilty to two
felony counts in exchange for  dismissal of all other  criminal  counts.  Robert
Wood was  sentenced  to serve  twelve  (12)  months and one (1) day in a federal
prison  facility and L. Wynn Johnson was sentenced to serve Thirteen (13) months
in a federal prison facility.  Raymond Hixson was sentenced to community service
and ordered to pay a One Hundred Fifty Thousand Dollar ($150,000.00) fine.

     In  addition  to  the  above  described  litigation  matters,  the  Company
continues  in its business  operations.  Significant  actions and events  during
October 1996 related to business matters are as follows:

1.    The Trustee and his counsel  continue to monitor the Company's 50% general
      partnership  interest in NCA #1 owned through the  Company's  wholly owned
      subsidiary,  Bonneville  Nevada  Corporation.  NCA #1 is a Nevada  general
      partnership that owns an 85-megawatt cogeneration project located near Las
      Vegas,  Nevada.  As  previously  reported,  Nevada Power  Company  ("NPC")
      curtailed its purchases of electrical power from NCA #1 during significant
      portions of 1994 and 1995. The curtailments have continued during 1996.

      As previously reported,  various appeals have been filed by the NCA #1 and
      NPC  relative  to NPC  curtailment  actions.  The  Trustee and his counsel
      continues to monitor these


<PAGE>



      cases.  Presently the project is awaiting oral argument  before the Nevada
      Supreme Court relative to NPC's appeal of a lower court's  decision not to
      enjoin arbitration of curtailment issues. Oral arguments on the appeal are
      expected to be heard in the Spring of 1997.

      Since  January 1, 1996,  curtailments  of NCA #1 have  continued  but at a
      significantly  lower level than during the same period in 1995.  Minor NPC
      curtailments  occurred during the reporting period.  There is no assurance
      that  this  trend  will  continue.  It  is  NCA  #1's  position  that  the
      curtailments are in possible violation of applicable curtailment protocols
      and  possible  breach of NCA #1's Power  Purchase  Contract  with NPC. The
      Trustee will  continue to monitor this  situation.  In addition to the NPC
      curtailments,  the  scheduled  fall outage for  maintenance  purposes  was
      extended an additional  seven (7) days to address cooling channel problems
      within one  turbine.  This  resulted  in a one time  reduction  in monthly
      revenues and associated net income.

     On June 7, 1995, NPC filed a petition with the Public Service Commission of
     Nevada ("PSCN") seeking to ratify its prior curtailment  practices.  NCA #1
     filed an objection to this petition and the First  Judicial  District Court
     of the State of  Nevada  stayed  further  action  on the  petition  pending
     resolution of collateral matters. On September 18, 1996 NPC has Submitted a
     motion  to  clarify  and  limit  the  scope of the stay  relative  to other
     cogeneration  facilities which may have a collateral  effect upon the First
     Judicial  District Court's prior rulings.  NCA #1 has prepared its brief in
     opposition and the Trustee will also monitor this litigation.

      On  September  27,  1996,  NCA #1 was served with  Findings and Notices of
      Violation  ("NOV") issued by Region IX of the United States  Environmental
      Protection  Agency  (the "EPA") for  alleged  violations  of the Clean Air
      Act's Prevention of Significant  Deterioration  program applicable for the
      State of  Nevada.  Specifically,  EPA  alleges  that NCA #1,  contrary  to
      applicable  operating  permits,  failed to timely install "Best  Available
      Control  Technology"  at the  plant in the form of a  selective  catalytic
      reduction   system  to  control  NOx  emissions.   NCA  #1  refutes  these
      allegations.  On October 29, 1996, a representative of the partnership met
      with EPA representatives to determine if the NOV could be resolved without
      litigation.  This  initial  meeting of the  parties was  inconclusive  and
      additional meetings will need to be held.

      On  October  21,  1996  the  estate  paid  to  Bank  of  Tokyo  the sum of
      $951,507.89 in full payment of such  creditor's  secured claim against the
      estate. With such payment Bank of

<PAGE>



      Tokyo will return to the estate the pledged collateral.  Specifically, the
      stock of Bonneville Nevada Corporation, the wholly owned subsidiary of the
      Company  which  possesses  the  50%  partnership  interest  in the  NCA #1
      project.

      Representatives  of NCA #1 and NCA #2 (a related power  project) have been
      meeting with  representatives of the bank in an effort to reduce financing
      costs and  administrative  requirements  given current market  conditions.
      Such  negotiations  have been  productive  but, as of October 31,  1996, a
      definitive  amendment  to the  Project  Credit  Facilities  had  not  been
      executed.  It is anticipated  that such an amendment would be finalized in
      November, 1996.

Analysis of Claims and Possible Distributions.

     Prepetition  claims against the Bonneville  Pacific bankruptcy estate total
approximately  two hundred  million  dollars in booked and unbooked  liabilities
(excluding any addition for possible post-petition  interest).  The exact amount
of such  claims  (which  include  unfiled  subordinated  claims  relating to the
purchase or sale of the Company's  stock and bonds for which a December 16, 1996
bar date has now been  established) is still  undetermined  and the distribution
priority for such claims is still being researched,  investigated,  litigated or
negotiated by the Trustee and other parties in interest.

     On August  20,  1996 the  Trustee  filed a Motion  for  Establishment  of a
Supplementary  Claims  Bar  Date  seeking  to  set  December  16,  1996  as  the
supplementary  claims bar date by which all creditors of Bonneville  who had not
previously  been  adequately  notified to file claims must  complete  and file a
proof of claim with the Clerk of the Bankruptcy Court. The Trustee believes that
most of the new  claims  which  may be filed  would  relate to  possible  claims
against  Bonneville  arising out of the purchase or sale of its securities.  The
Motion  also  sought  approval  of a form of  notice  to be  sent  to  potential
creditors,  approval  of a form  proof of  claim,  approval  of a  procedure  to
identify  potential  claimants  and a  procedure  for notice by  publication.  A
hearing on the Motion was scheduled before the Bankruptcy Court on September 10,
1996.  No  objections  to the  Motion  were filed and at the  hearing  the Court
granted the Motion and signed an order establishing the supplementary claims bar
deadline.  Consequently, the Trustee is proceeding with the action authorized by
the order  granting  the  Motion.  Pursuant to the Order  Approving  the Motion,
notice has been sent to more than 6,000 potential  claimants and notice has been
published in newspapers  throughout the United States.  Through October 31, 1996
several hundred new proofs of claim have been filed with the Bankruptcy Court.

<PAGE>



     At this time it is not clear what post  petition  taxes for  periods  after
April 30, 1995,  if any,  are owed by the  Company.4 In an effort to resolve tax
issues relating to the material litigation settlements which have occurred since
May 1,  1996,  the  Trustee  has filed  with the  Internal  Revenue  Service  an
application  to change the  Company's  tax year from one ending on April 30th to
one ending on December  31st.  The Trustee  desires to change the  Company's tax
year period (if changed the Company's present tax year would be from May 1, 1996
through  December 31, 1996 and thereafter  would be on a calendar year basis) in
order to facilitate the filing of a plan of  reorganization  of the Company.  By
shortening  the Company's tax year,  the Trustee may be able to receive a prompt
tax determination for the tax year ending December 31, 1996, which determination
will  facilitate any party in interest filing a plan of  reorganization  because
the  amount of tax owed by the  Debtor,  if any,  should be  quantified  (See 11
U.S.C. ss.505).

     At this  time it is not  known  whether  interest  will ever be paid on any
allowed  unsecured claim because (a) it is not at all clear that the estate will
possess  sufficient funds to pay interest on any particular class of claims, and
(b) the law concerning  payment of interest to any particular class of claims is
not clear and  therefore,  even if  sufficient  funds  did  exist,  the issue of
payment  of  interest  (and  the  applicable  rate of  interest,  if any) to any
particular  class of claims would have to be either  consensually  resolved in a
plan of  reorganization  or would have to be adjudicated by a court of competent
jurisdiction.

     No plan of  reorganization  negotiations  which include the Trustee are now
being  conducted.  However,  in light of the  settlements to date reached in the
Litigation  and the recent  approval of the Portland  Settlement and in light of
the December 16, 1996  supplementary  claim deadline,  the Company is now in the
position  to  begin  the  process  of  formulating   and  proposing  a  plan  of
reorganization.  Plan negotiations with creditors will not begin at the earliest
for several  weeks and it will be several  months,  if not  substantially  more,
before  any  creditor  with  an  allowed  claim  can  anticipate  receiving  any
distribution from the estate.

     For a discussion of some of the claims against the estate,  see Section VII
of the  Trustee's  Fourth Annual Report for the period from July 1, 1995 through
June 30, 1996. Claims of the bondholders  (debenture holders) may be subordinate
in  payment  priority  to the  claims  of banks and  those  creditors  similarly
situated.  The Trustee is continuing  with efforts to resolve claims against the
estate.

     --------

     4 The  Company's  consolidated  income tax  returns for the tax year ending
April 30,  1996 have not yet been  filed but  appropriate  extensions  have been
obtained by the Company.

<PAGE>


The Trustee has employed the law firm of Weil,  Gotshall & Manges,  L.L.P., with
its principal  office in New York City, as Special Plan Counsel.  The purpose of
the employment includes,  but is not limited to, advising the Trustee concerning
tax issues and assisting the Trustee and his General  Counsel  concerning a plan
of reorganization and issues relating thereto.

<PAGE>



                        Statement of Chapter 11 Trustee


      Roger G. Segal,  Chapter 11 Trustee of the  bankruptcy  case of Bonneville
Pacific  Corporation,  having been so appointed on June 12, 1992,  hereby states
that he has reviewed the following  Monthly Financial Report and any attachments
thereto and that,  based on his review and the  representations  of officers and
employees of the debtor,  Bonneville Pacific  Corporation,  he believes that the
information  contained in the Monthly  Financial  Report and attachments is true
and correct.  However,  neither Roger G. Segal, Chapter 11 Trustee, nor Neilson,
Elggren,  Durkin &  Company,  as  accountants  for Roger G.  Segal,  Chapter  11
Trustee,  has had an opportunity to  independently  verify that the  information
contained in the following Monthly Financial Report and the attachments  thereto
is true and correct.

      DATED this 15th day of November 1996.




                                     ---------------------------------------
                                     Roger G. Segal
                                     Chapter 11 Trustee




<PAGE>



                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                          Cash Receipts and Disbursements Statement
                           For Period October 1 - October 31, 1996

- ------------------------------------------------------------------------------



                                     CASH RECONCILIATION



1.  Beginning Cash Balance:                                   $116,371,547.10

2.  Cash Receipts: (See Page 2 of 2)105       15,478,484.62

3.  Cash Disbursements: (See Page 2 of 2)     (1,792,229.61)
                                              -------------

4.  Net Cash Flow:                                              13,686,255.01

5.  Ending Cash Balance: (to Form 2-C)                        $130,057,802.11
                                                              ===============



                           CASH ACCOUNT SUMMARY - ENDING BALANCES


         ACCOUNT                 AMOUNT     FINANCIAL INSTITUTION

PAYROLL ACCOUNT                  $1,047.44         FIRST SECURITY BANK OF UTAH
PAYROLL TAX ACCOUNT                 357.29         KEY BANK OF UTAH
GENERAL CORP CASH               394,286.35         KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT     341,050.85   (A)   KEY BANK OF UTAH
CHPTR 11 US TRUSTEE JT ACCT  15,054,508.19   (A)   US BANK
CHPTR 11 TRUSTEE - CD ACCT   10,770,760.58   (A)   US BANK
CHPTR 11 TRUSTEE - JNT CD     5,208,408.50   (A)   KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT   5,151,590.83   (A)   BANK ONE
CHPTR 11 TRUSTEE JT SAVINGS     346,729.91   (A)   BANK ONE
UNITED STATES TREASURY BONDS 92,609,028.79   (A)   BANK ONE
PROCEEDS FROM ASSET SALES         3,957.29   (A)   KEY BANK OF UTAH
KYOCERA MAINTENANCE RESERVE     176,076.09         KEY BANK OF UTAH
                             --------------
                           $130,057,802.11



(A)   Accounts  requiring  signatures  of both the US  Trustee  and  Chapter  11
      Trustee for disbursements.









                                                                   FORM 2-B


<PAGE>






                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                          Cash Receipts and Disbursements Statement
                           For Period October 1 - October 31, 1996
- -----------------------------------------------------------------------------




                                   CASH RECEIPTS JOURNALS

  
   BANK ACCOUNT                      TOTAL          PAGE REF
  
   PAYROLL ACCOUNT                    $20,658.35        A
   PAYROLL TAX ACCOUNT                  9,669.68        B
   GENERAL CORP CASH                1,811,101.53        C
   CHPTR 11 TRUSTEE JOINT ACCT         54,701.93        E
   CHPTR 11 US TRUSTEE JT ACCT     15,054,508.19        F
   CHPTR 11 TRUSTEE - CD ACCT          69,397.62        G
   CHPTR 11 TRUSTEE - JNT CD                0.00       N/A
   CHPTR 11 TRUSTEE JOINT ACCT         23,085.30        H
   CHPTR 11 TRUSTEE JT SAVINGS     21,303,393.05        I
   UNITED STATES TREASURY BONDS    21,465,095.58        J
   PROCEEDS FROM ASSET SALES               10.54        K
   KYOCERA MAINTENANCE RESERVE         11,787.43        L
                                  ---------------

                                   59,823,409.20
   LESS:  ACCOUNT TRANSFERS       (44,344,924.58)


        TOTAL CASH RECEIPTS       $15,478,484.62
                                  ===============



                                 CASH DISBURSEMENTS JOURNALS


       BANK ACCOUNT                        TOTAL       PAGE REF

    PAYROLL ACCOUNT                     $20,693.78        A
    PAYROLL TAX ACCOUNT                   9,673.30        B
    GENERAL CORP CASH                 1,803,341.63        D
    CHPTR 11 TRUSTEE JOINT ACCT       1,700,043.93        E
    CHPTR 11 US TRUSTEE JT ACCT               0.00        F
    CHPTR 11 TRUSTEE - CD ACCT                0.00        G
    CHPTR 11 TRUSTEE - JNT CD                 0.00       N/A
    CHPTR 11 TRUSTEE JOINT ACCT               0.00        H
    CHPTR 11 TRUSTEE JT SAVINGS      21,301,401.55        I
    UNITED STATES TREASURY BONDS     21,302,000.00        J
    PROCEEDS FROM ASSET SALES                 0.00        K
    KYOCERA MAINTENANCE RESERVE               0.00        L
                                   ----------------

                                     46,137,154.19
     LESS:  ACCOUNT TRANSFERS       (44,344,924.58)
                                    _______________
     TOTAL CASH DISBURSEMENTS        $1,792,229.61
                                    ===============

                                                                     


<PAGE>



                                                           




                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                       Payroll Account
                           For Period October 1 - October 31, 1996
- -----------------------------------------------------------------------------





                                    CASH RECEIPTS JOURNAL


  DATE     DOC #       PAYOR                  AMOUNT        DESCRIPTION

10/11/96 CK# 5905   BPC - GENERAL            $10,214.44  PAYROLL TRANSFER
10/28/96 CK# 5868   BPC - GENERAL             10,443.91  PAYROLL TRANSFER
                                             ----------

         TOTAL CASH RECEIPTS                 $20,658.35





                                 CASH DISBURSEMENTS JOURNAL


 DATE      DOC #         PAYEE              AMOUNT        DESCRIPTION

10/15/96            PAYROLL SUMMARY       $10,214.44
10/31/96            PAYROLL SUMMARY        10,443.91
10/31/96 BNK STMT   KEY BANK OF UTAH           35.43      SERVICE CHARGE
                                          ------------

         TOTAL CASH DISBURSEMENTS         $20,693.78
                                          ==========




























<PAGE>

                                              






                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                     Payroll Tax Account
                           For Period October 1 - October 31, 1996
- --------------------------------------------------------------------------




                                    CASH RECEIPTS JOURNAL


  DATE     DOC #       PAYOR             AMOUNT        DESCRIPTION

10/11/96 CK# 5906   BPC - GENERAL        $4,507.38   PR TAX TRANSFER
10/22/96 CK# 5932   BPC - GENERAL           535.61   PR TAX TRANSFER
10/28/96 CK# 5948   BPC - GENERAL         4,626.69   PR TAX TRANSFER
                                         ---------

       TOTAL CASH RECEIPTS               $9,669.68
                                         =========




                                 CASH DISBURSEMENTS JOURNAL



 DATE      DOC #          PAYEE                  AMOUNT        DESCRIPTION

10/11/96 CK# 1208   KEY BANK OF UTAH           $3,742.01   FEDERAL TAX DEPOSIT
10/22/96 CK# 1209   INTERNAL REVENUE SERVICE       21.80   FEDERAL TAX DEPOSIT
10/22/96 CK# 1210   UTAH DEPT OF EMP. SECURITY    513.81   STATE UNEMPLOYMENT
10/28/96 CK# 1211   KEY BANK OF UTAH            3,840.26   FEDERAL TAX DEPOSIT
10/28/96 CK# 1212   UTAH STATE TAX COMMISSION   1,551.80   STATE INCOME TAX
10/31/96 BNK STMT   KEY BANK OF UTAH                3.62   SERVICE CHARGE
                                            ------------

             TOTAL CASH DISBURSEMENTS          $9,673.30



























<PAGE>



                                         






                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                      General Corp Cash
                           For Period October 1 - October 31, 1996
- ------------------------------------------------------------------------------






                                    CASH RECEIPTS JOURNAL


 
 DATE      DOC #         PAYEE                  AMOUNT        DESCRIPTION

10/01/96 DS100196 C. MOWER                      $11.66  EXPENSE REIMBURSEMENT
10/01/96 DS100196 C. CAMOZZI                    290.93  INSURANCE REIMBURSEMENT
10/01/96 DS101596 J. MACK                       548.91  INSURANCE REIMBURSEMENT
10/15/96 DS101596 BONNEVILLE PACIFIC CORP 1,700,000.00  TRANSFER
10/15/96 DS101596 SAN DIEGO GAS & ELECTRIC    2,235.27  ENERGY REV-KYOCERA
10/15/96 DS101596 BONNEVILLE FUELS           11,454.20  EXPENSE REIMBURSEMENT
10/15/96 DS101596 D. GARDINER                   369.59  INSURANCE REIMBURSEMENT
10/15/96 DS101596 J. ALLSOP                     143.49  INSURANCE REIMBURSEMENT
10/28/96 DS102896 KYOCERA AMERICA            92,952.17  ENERGY REV-KYOCERA
10/28/96 DS102896 C. CAMOZZI                    283.83  INSURANCE REIMBURSEMENT
10/31/96 BNK STMT KEY BANK OF UTAH            2,811.48  INTEREST INCOME
                                           ------------
       TOTAL CASH RECEIPTS               $1,811,101.53
                                        ===============
































<PAGE>

                                            



                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                      General Corp Cash
                           For Period October 1 - October 31, 1996
- -------------------------------------------------------------------------




                                   CASH DISBURSEMENTS JOURNAL

<TABLE>
<CAPTION>
 DATE     CHECK #                PAYEE                AMOUNT   DESCRIPTION
<S>      <C>     <C>                                <C>        <C>  
10/01/96 1005873 AIRBORNE EXPRESS                      19.00   EXPRESS MAIL EXPENSE
10/01/96 1005874 AMPCO SYSTEM PARKING               1,292.00   RENT - PARKING
10/01/96 1005875 APPLE SPICE JUNCTION                  68.44   LUNCHEON MEETING
10/01/96 1005876 A T & T                            1,114.19   TELEPHONE EXPENSE
10/01/96 1005877 AUTOMATED OFFICE SYSTEMS INC.        248.86   OFFICE SUPPLIES & EXPENSE
10/01/96 1005878 BPC-KYOCERA MAINT RESERVE         11,195.00   TRANSFER-MAINT RESERVE
10/01/96 1005879 HERITAGE PRODUCTS INC                318.07   OFFICE SUPPLIES & EXPENSE
10/01/96 1005880 VOID                                VOID      VOID
10/01/96 1005881 MOUNT OLYMPUS WATER                   23.14   OFFICE SUPPLIES & EXPENSE
10/01/96 1005882 MOUNTAIN STATES OFF PRODUCTS          62.61   OFFICE SUPPLIES & EXPENSE
10/01/96 1005883 CLARK MOWER                        1,146.23   TRAVEL REIMBURSEMENT
10/01/96 1005884 NAT'L WHOLESALE DISTRBTRS             72.41   OFFICE SUPPLIES & EXPENSE
10/01/96 1005885 NEWSPAPER AGENCY CORPORATION         240.24   DUES & SUBSCRIPTIONS
10/01/96 1005886 PITNEY BOWES INC                     322.62   OFFICE SUPPLIES & EXPENSE
10/01/96 1005887 REDMAN VAN & STORAGE CO INC.          84.87   RENT-STORAGE
10/01/96 1005888 SAN DIEGO GAS & ELECTRIC             101.26   O&M EXPENSE-KYOCERA
10/01/96 1005889 STATE OF UTAH                         10.00   OFFICE SUPPLIES & EXPENSE
10/01/96 1005890 TRAVEL ZONE CRUISE ZONE              215.50   TRAVEL EXPENSE
10/01/96 1005891 UNUM LIFE INSURANCE CO OF AMERICA  1,496.08   INSURANCE-DISABILITY
10/01/96 1005892 US WEST COMMUNICATIONS               904.63   TELEPHONE EXPENSE
10/01/96 1005893 VOID                                VOID      VOID
10/01/96 1005894 VOID                                VOID      VOID
10/01/96 1005895 CLARK MOWER                          475.78   TRAVEL REIMBURSEMENT
10/01/96 1005896 VANIER BUSINESS FORMS GRAPHICS        97.83   OFFICE SUPPLIES & EXPENSE
10/01/96 1005897 WARREN GORHAM & LAMONT INC.           82.51   DUES & SUBSCRIPTIONS
10/01/96 1005898 KEY BANK                          47,175.00   OFFICE SUPPLIES & EXPENSE
10/04/96 1005899 50 WEST BROADWAY ASSOC INC        12,413.00   RENT-OFFICE SPACE & PARKING
10/04/96 1005900 AUTOMATED OFFICE SYSTEMS INC.        310.95   OFFICE SUPPLIES & EXPENSE
10/04/96 1005901 BENEFICIAL LIFE INSURANCE            698.48   INSURANCE-LIFE
10/04/96 1005902 BONNEVILLE PACIFIC SERVICES           92.40   O&M EXPENSE-KYOCERA
10/04/96 1005903 REDMAN VAN & STORAGE CO INC           84.87   RENT-STORAGE
10/04/96 1005904 TRAVEL ZONE CRUISE ZONE            1,369.80   TRAVEL EXPENSE
10/11/96 1005905 BONNEVILLE PACIFIC/PAYROLL        10,214.44   TRANSFER - PAYROLL ACCT
10/11/96 1005906 BPC PAYROLL TAX ACCOUNT            4,507.38   TRANSFER - PAYROLL TAX ACCT
10/11/96 1005907 WELLS FARGO BANK                     788.67   401K CONTRIBUTIONS
10/10/96 1005908 FIDELITY TRANSFER COMPANY          2,068.98   OFFICE SUPPLIES & EXPENSE
10/14/96 1005909 AIRBORNE EXPRESS                      57.03   EXPRESS MAIL EXPENSE
10/14/96 1005910 AMERICAN INSTITUTE OF CPA'S          120.00   MEMBERSHIP DUES
10/14/96 1005911 APPLE SPICE JUNCTION                  67.76   LUNCHEON MEETING
10/14/96 1005912 EXPRESS MESSENGER SYSTEMS              5.00   RUNNER SERVICES
10/14/96 1005913 EXECUTIVE ENTERPRISES              1,395.00   CONFERENCES & SEMINARS
10/14/96 1005914 GENERATOR POWER SYSTEMS INC       13,051.41   O&M EXPENSE-KYOCERA
10/14/96 1005915 LAW MAIL                           4,671.16   OFFICE SUPPLIES & EXPENSE
</TABLE>

<PAGE>



                                               




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                        General Corp Cash
                             For Period October 1 - October 31, 1996
- ------------------------------------------------------------------------------




                               CASH DISBURSEMENTS JOURNAL (CONT.)

<TABLE>
<CAPTION>

 DATE     CHECK #                PAYEE                  AMOUNT        DESCRIPTION
<S>      <C>        <C>                               <C>         <C>  
10/14/96 1005916    MOUNT OLYMPUS WATER                   27.96   OFFICE SUPPLIES & EXPENSE
10/14/96 1005917    THE PLANT GALLERY                    139.00   OFFICE SUPPLIES & EXPENSE
10/14/96 1005918    THE PRUDENTIAL                       975.92   INSURANCE - DISABILITY
10/14/96 1005919    REDMAN VAN & STORAGE                 780.99   RENT - STORAGE
10/14/96 1005920    SAN DIEGO GAS & ELECTRIC             101.26   O&M EXPENSE-KYOCERA
10/14/96 1005921    SEDGWICK JAMES OF COLORADO           250.00   INSURANCE-RECLAMATION BOND
10/14/96 1005922    STEVEN H. STEPANEK                    88.05   TRAVEL REIMBURSEMENT
10/14/96 1005923    WARREN GORHAM & LAMONT INC            79.86   DUES & SUBSCRIPTIONS
10/14/96 1005924    WESTERN TRAVEL INC                 3,277.08   TRAVEL EXPENSE
10/14/96 1005925    XEROX CORPORATION                    383.28   OFFICE SUPPLIES & EXPENSE
10/15/96 1005926    KEY BANK                         500,000.00   FEDERAL INCOME TAX
10/15/96 1005927    UTAH STATE TAX COMMISSION         90,000.00   STATE INCOME TAX
10/15/96 1005928    FRANCHISE TAX BOARD OF CAL        10,000.00   STATE INCOME TAX
10/16/96 1005929    PARSONS BEHLE & LATIMER          100,000.00   PROFESSIONAL FEES (SETTLEMENT)
10/21/96 1005930    BOT FINANCIAL CORPORATION        951,507.89   LOAN PAYMENT
10/22/96 1005931    WORKERS COMPENSATION FND OF UTAH     293.97   INSURANCE-WORKERS COMP
10/22/96 1005932    BPC PAYROLL TAX ACCOUNT              535.61   TRANSFER-PAYROLL TAX ACCT
10/25/96 1005933    AIRBORNE EXPRESS                      89.82   EXPRESS MAIL EXPENSE
10/25/96 1005934    AMPCO SYSTEM PARKING                  55.00   RENT - PARKING
10/25/96 1005935    A T & T                            1,230.34   TELEPHONE EXPENSE
10/25/96 1005936    AUTOMATED OFFICE SYSTEMS INC         119.39   OFFICE SUPPLIES & EXPENSE
10/25/96 1005937    CSC NETWORKS                       1,544.40   OFFICE SUPPLIES & EXPENSE
10/25/96 1005938    EXPRESS MESSENGER SYSTEMS              7.50   RUNNER SERVICES
10/25/96 1005939    MOUNT OLYMPUS WATER                   38.15   OFFICE SUPPLIES & EXPENSE
10/25/96 1005940    MOUNTAIN STATES OFF PRODUCTS         317.95   OFFICE SUPPLIES & EXPENSE
10/25/96 1005941    CLARK MOWER                        1,625.11   TRAVEL REIMBURSEMENT
10/25/96 1005942    VOID                                VOID      VOID
10/25/96 1005943    PURCHASE POWER PITNEY BOWES          779.50   OFFICE SUPPLIES & EXPENSE
10/25/96 1005944    US WEST COMMUNICATIONS               871.31   TELEPHONE EXPENSE
10/25/96 1005945    NAT'L WHOLESALE DISTRBTRS            348.39   OFFICE SUPPLIES & EXPENSE
10/28/96 1005946    ALPHA GRAPHICS                       388.42   OFFICE SUPPLIES & EXPENSE
10/28/96 1005947    BONNEVILLE PACIFIC/PAYROLL        10,443.91   TRANSFER - PAYROLL ACCT
10/28/96 1005948    BPC PAYROLL TAX ACCOUNT            4,626.69   TRANSFER - PAYROLL TAX ACCT
10/28/96 1005949    WELLS FARGO BANK                     788.67   401K CONTRIBUTIONS
10/28/96 1005950    INTERNAL REVENUE SERVICE           2,894.59   FEDERAL INCOME TAX
10/31/96 BANK STMT  KEY BANK                              49.02   SERVICE CHARGE
                                                      ------------

                TOTAL CASH DISBURSEMENTS          $1,803,341.63
                                                  ==============

</TABLE>

                                             
<PAGE>





                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                Chapter 11 Trustee Joint Account
                             For Period October 1 - October 31, 1996
- -------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #         PAYOR             AMOUNT        DESCRIPTION

10/01/96 GJ279      WYNN JOHNSON        $50,000.00  SETTLEMENT PAYMENT
10/31/96 BNK STMT   KEY BANK OF UTAH      4,701.93  INTEREST INCOME
                                        __________
   TOTAL CASH RECEIPTS                  $54,701.93
                                        ==========




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE          AMOUNT      DESCRIPTION

10/15/96 DS101596   BPC-GENERAL ACCT        $1,700,000.00   TRANSFER
10/31/96 BANK STMT  KEY BANK OF UTAH                43.93   BANK SERVICE CHARGE
                                            -------------
                  TOTAL CASH DISBARMENTS    $1,700,043.93
                                            =============






























<PAGE>



                                                








                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                               Chapter 11 US Trustee Joint Account
                             For Period October 1 - October 31, 1996
- ------------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #        PAYOR             AMOUNT        DESCRIPTION

10/04/96 AJE1025    KIDDER PEABODY     $15,046,721.30  SETTLEMENT PYMNT & INT*
10/31/96 BANK STMT  US BANK                  7,786.89  INTEREST INCOME

      TOTAL CASH RECEIPTS              $15,054,508.19
                                       ==============





                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #          PAYEE                  AMOUNT        DESCRIPTION

           NONE






*  The Kidder Peabody settlement was for $15,000,000.  The $46,721.30 represents
   interest earned on the settlement  while pending final court approval,  which
   approval was received on October 28, 1996.























<PAGE>

                                                



                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                 Chapter 11 Trustee - CD Account
                             For Period October 1 - October 31, 1996
- --------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR           AMOUNT      DESCRIPTION

10/31/96 BANK STMT  US BANK                  $69,397.62      INTEREST INCOME





                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE          AMOUNT        DESCRIPTION

                    NONE



































<PAGE>
                                               




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                 Chapter 11 Trustee - CD Account
                             For Period October 1 - October 31, 1996
- -------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR         AMOUNT      DESCRIPTION

10/31/96 AJE1007    BANK ONE                 $23,085.30    INTEREST INCOME





                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE        AMOUNT       DESCRIPTION


                    NONE
































                                                


<PAGE>





                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                  Chapter 11 Trustee JT Savings
                             For Period October 1 - October 31, 1996
- -------------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR         AMOUNT        DESCRIPTION

10/03/96 AJE1026    BANK ONE               $21,302,000.00   MATURITY OF T BILLS
10/31/96 BANK STMT  BANK ONE                     1,393.05   INTEREST INCOME

                                           $21,303,393.05
                                           ==============





                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #           PAYEE            AMOUNT         DESCRIPTION

10/03/96 AJE1027  BONNEVILLE PACIFIC CORP  $21,301,401.55  PURCHASE OF T BILLS
































<PAGE>

                                               




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                Short Term Marketable Securities
                             For Period October 1 - October 31, 1996
- -----------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR           AMOUNT        DESCRIPTION

10/03/96 AJE1027    BONNEVILLE PACIFIC CORP    $21,301,401.55  TRANSFER
10/31/96 BANK STMT  BANK ONE                       163,694.03  INTEREST INCOME
                                               ---------------
                                               $21,465,095.58
                                               ===============



                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE             AMOUNT         DESCRIPTION

10/03/96 AJE1026    BONNEVILLE PACIFIC CORP       $21,302,000.00  TRANSFER


































<PAGE>
                                             




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                    Proceeds From Asset Sales
                             For Period October 1 - October 31, 1996
- ---------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR          AMOUNT       DESCRIPTION

10/31/96 BANK STMT  KEY BANK OF UTAH            $10.54       INTEREST INCOME




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE              AMOUNT        DESCRIPTION

                    NONE





































<PAGE>

                                               




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                   Kyocera Maintenance Reserve
                             For Period October 1 - October 31, 1996
- ------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR             AMOUNT    DESCRIPTION

10/01/96 CK# 5878   BONNEVILLE PACIFIC CORP     $11,195.00  TRANSFER
10/31/96 BNK STMT   KEY BANK OF UTAH                592.43  INTEREST INCOME
                                                ----------

                    TOTAL CASH RECEIPTS         $11,787.43

                                   CASH DISBURSEMENTS JOURNAL


  DATE     DOC #                 PAYEE                  AMOUNT     DESCRIPTION

                    NONE






























                                                



<PAGE>





                            DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                      Case No. 91A-27701
                                         Balance Sheet
                                    As of October 31, 1996
- -------------------------------------------------------------------------


ASSETS
Current Assets:
    Cash                                        $130,057,802
    Accounts receivable - trade                       84,326
    Accounts receivable - settlements (Note 4)     4,300,000
    Accounts receivable - affiliates                 255,096
    Prepaid Insurance                                 55,426
    Accrued interest receivable                      858,362
                                              
    Total current assets                                         $135,611,012
Fixed Assets:
    Land                                             198,424
    Equipment, furniture and fixtures              3,745,635
    Total fixed assets                             3,944,059
    Less:  Accumulated depreciation               (2,937,990)
    Net fixed assets                                                1,006,069
Other Assets:
    Investment in and advances to subsidiaries
     and partnership                              28,921,743
    Other assets                                      61,243
      Total other assets                                           28,982,986
TOTAL ASSETS                                                     $165,600,067

LIABILITIES
Post-petition liabilities:
    Accounts payable - trade                    $     18,537
    Accounts payable - professional fees
      and costs (Note 4)                          13,842,165
    Accrued income taxes payable (Note 5)            990,656
    Taxes payable                                     88,680
    Accrued interest (Note 6)                              0
                                                
    Total post-petition liabilities                               $14,940,038
Pre-petition liabilities:
    Priority claims                                   61,186
    Secured debt (Note 6)                                  0
    Unsecured debt  (Notes 1 and 3)              101,219,713
                                                
Total pre-petition liabilities                                    101,280,899
TOTAL LIABILITIES                                                 116,220,937

Commitments and Contingent Liabilities (Note 3)

OWNERS' EQUITY
Capital stock or owners' investment                  213,752
Paid-in-capital                                  121,590,029
Treasury stock                                    (2,308,255)
Retained earnings:


<PAGE>



    Pre-petition                                (56,551,908)
    Post-petition                               (13,564,488)
TOTAL OWNERS' EQUITY (Notes 1 and 3)                               49,379,130
TOTAL LIABILITIES AND OWNERS' EQUITY                             $165,600,067

                                                                           

<PAGE>




                          DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                    Case No. 91A-27701
                                 Profit and Loss Statement
                          For Period October 1 - October 31, 1996
- ----------------------------------------------------------------------------



Gross operating revenue                     $  132,478
Less discount, returns and allowances                0
                                          
  Net operating revenue                                        $   132,478

 Cost of goods sold                                               (108,598)

  Gross profit                                                      23,880

Operating expenses:
  Salaries and wages                            30,552
  Rent and leases                               12,263
  Payroll taxes                                  2,073
  Insurance                                        232
  Other                                         21,589
                                          
  Total operating expenses                                        (66,709)
                                                               

  Operating income (loss)                                         (42,829)

Legal and professional fees and costs
  (Note 4)                                   4,544,136
Depreciation, depletion and amortization         1,203
Interest expense (Note 6)                        5,693
                                             
  Total                                                       (4,551,032)
  Net operating income (loss)                                 (4,593,861)

Non-operating income and (expenses):
  Interest income                              569,886
  Other income                                   2,338
 Other income - settlements (Notes 4 and 7) 15,892,690
  Equity in earnings (losses) of subsidiaries
   and partnerships (Note 2)                   454,091
                                           
     Net non-operating income or (expenses)                   16,919,005
                                           

     Net income (loss) before income taxes                    12,325,144

     Provision for income taxes (Note 5)                         266,600
                                                                   

     NET INCOME (LOSS)                                       $12,058,544









<PAGE>









                    DEBTOR: BONNEVILLE PACIFIC CORPORATION
                              Case No. 91A-27701
                     General Notes to Financial Statements
                   For Period October 1 to October 31, 1996
- ------------------------------------------------------------------------------



     1.   The  Balance  Sheet  and  Income   Statement  of  Bonneville   Pacific
          Corporation, included in the Monthly Financial Report, are prepared on
          the accrual basis. As a result,  revenues are generally  recorded when
          earned rather than when received and expenses are generally recognized
          when the  obligation  is incurred  rather than when the  expenses  are
          paid. During  bankruptcy  accrued interest payable is recorded only on
          post  petition debt and  pre-petition  secured debt to the extent that
          the underlying  collateral equals or exceeds the outstanding principal
          plus the accrued interest payable. Specifically, prepetition unsecured
          debt does not include any accrual of interest  after December 5, 1991.
          These  financial  statements are prepared in a format  required by the
          U.S.  Bankruptcy  Code.  While  every  effort is made to  comply  with
          generally  accepted  accounting  principles  (GAAP),  these  financial
          statements  may not  comply  with GAAP in all  respects.  Also see the
          narrative which is attached hereto.

     2.   Equity in earnings of  subsidiaries  and  partnerships  represents  an
          accrual of the Company's  share of earnings or losses of its operating
          subsidiaries and partnerships. These earnings are affected by a number
          of  factors  including  seasonality,  operating  costs  and  operating
          efficiency.  The operating  entities  which  comprise  these  earnings
          include   Bonneville   Pacific  Services  Company,   Bonneville  Fuels
          Corporation,  and Bonneville Nevada Corporation through its investment
          in the NCA #1 Partnership.

     3.   Unrecorded Liabilities and Potential Claims.

               Deeply subordinated claims             $14,945,000
               Subordinated CIGNA claim                10,000,000
               Potential claims                       125,000,000

     Deeply  subordinated claims are court approved claims in which the creditor
     has agreed to be subordinated to all other claims.  The subordinated  CIGNA
     claim is an allowed  claim on par with  allowed  equity  claims.  Potential
     claims are unrecorded  claims pending trustee and or court  approval.  This
     amount includes but is not limited to potential claims of limited partners,
     potential claims of equity holders,  disputed claims,  and accrued interest
     on certain claims, and potential  administrative  fees as may be allowed by
     the  Bankruptcy  Court.  The  recording  of any of  these  liabilities  and
     potential claims may reduce equity by a corresponding amount. See narrative
     for information  concerning the December 16, 1996  supplemental  claims bar
     deadline.



                                                                    
                                                                   



<PAGE>



                    DEBTOR: BONNEVILLE PACIFIC CORPORATION
                              Case No. 91A-27701
                     General Notes to Financial Statements
                   For Period October 1 to October 31, 1996
- ------------------------------------------------------------------------------




     4.   Accounts   Receivable   Settlements   represent  only  court  approved
          settlements  where all  conditions  precedent  have  occurred  and the
          settlements  were  fully  effective  as of  October  31,  1996 and are
          reflected on the October 31, 1996 Financial Statements.

     5.   As of April 30, 1995,  Bonneville and Subsidiaries  had  approximately
          $124,000,000   in  federal  net  operating  loss   carryforwards   and
          approximately   $114,000,000   in   alternative   minimum   tax   loss
          carryforwards for Federal Income Tax purposes.  The April 30, 1996 tax
          return for  Bonneville  Pacific and  Subsidiaries  is currently  being
          prepared by the Trustee's accountants. Although this tax return is not
          yet complete it is  estimated  that the tax return will show a federal
          net operating loss  carryforward  of  approximately  $100,000,000  for
          regular  income  tax  purposes  and an  alternative  minimum  tax loss
          carryforward  of  approximately  $90,000,000.  Pursuant to current tax
          law, only 90 percent of current alternative minimum taxable income can
          be offset by alternative minimum tax loss carryforwards. The financial
          statements reflect the accrual of an estimated $2,300,000  alternative
          minimum tax liability  resulting  from  operations  and the receipt of
          proceeds from settlements.

     6.   Interest  expense and accrued  interest  payable that are reflected on
          the  financial  statements  are related only to financial  obligations
          incurred   post-bankruptcy  and  do  not  relate  to  pre-  bankruptcy
          liabilities.

     7.   Included in Other Income - Settlements is $865,540 for  forgiveness of
          the  accrued  interest  on the  Portland  General  advances  and other
          expenses which were deducted as an expense in prior periods. Any other
          income statement impact resulting from the Portland General settlement
          has  not  yet  been   determined  at  this  date.  See  narrative  for
          explanation of the Portland General settlement.














                                                                      


<PAGE>
                                                                   




                                 BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                             Taxes Payable Schedule (Post-Petition)
                            For Period October 1 to October 31, 1996
- --------------------------------------------------------------------------
<TABLE>
<CAPTION>
                        Beginning                                       Payments       Date    Check        Ending
                         Balance      Adjustments      Additions        Deposits       Paid    Numb.       Balance
<S>                   <C>             <C>              <C>              <C>          <C>       <C>

Income tax withheld:
     Federal          $     -0-       $              $ (4,507.71)       $ 2,229.55   10/11/96  1208                   
                                                                          2,278.16   10/28/96  1211     $     -0-


     State                  -0-                        (1,551.80)         1,551.80   10/22/96  1212           -0-

FICA tax withheld           -0-                        (1,537.28)           756.23   10/11/96  1208
                                                                            781.05   10/28/96  1211           -0-


Employer's FICA tax         -0-                        (1,559.08)           756.23   10/11/96  1208
                                                                             21.80   10/22/96  1209           -0-
                                                                            781.05   10/28/96  1211


Unemployment tax:
     Federal                -0-                                                                               -0-
     State                  -0-                         (513.81)            513.81   10/22/96  1210

Sales, use & excise taxes   -0-                                                                               -0-
Property taxes           (86,463.00)                  (2,217.00)                                          (88,680.00)

Accrued income tax:
     Federal          (1,400,799.00)                (266,600.00)       500,000.00   10/15/96   1005926  (1,167,399.00)
     State                76,743.00                                     90,000.00   10/15/96   1005927     176,743.00
                                                                        10,000.00   10/15/96   1005928

Delaware franchise tax      -0-                                                                              -0-

Employee withholding        -0-                       (1,577.34)           788.67   10/11/96  1005907        -0-
                                                                           788.67   10/28/96  1005949              


<PAGE>



TOTALS               $(1,410,519.00)   $    -0-        $(280,064.02)  $611,247.02                      $(1,079,336.00)
                      ==============    ===========   ==============  ===========                      ==============

</TABLE>

<PAGE>



                             DEBTOR:  BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                       Insurance Schedule
                            For Period October 1 to October 31, 1996
- ---------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                       Policy
                                                                     Amount of         Expiration        Premium Paid
                                   Carrier/Agent                     Coverage          Date              Thru Date
   <S>                             <C>                               <C>               <C>               <C>    

   Worker's Compensation           Various State Funds               Statutory
                                                                     $1,000,000        (A)               10/31/96


   General Liability               Travelers Insurance/
                                   Sedgwick James                    5,000,000         06/06/97          06/06/97

   Vehicles                        Travelers Insurance/
   [Hired/Non-owned]               Sedgwick James                    5,000,000         06/06/97          06/06/97

   Property:
         Bonneville Pacific        Federal Insurance Co./
                                   Sedgwick James                    735,000           08/17/96          08/17/97

      Kyocera                      Federal/Hartford Steam/
                                   Sedgwick James                    5,352,879         08/17/96          08/17/97


(A)      All workers compensation insurance policies are insured through various
         state insurance  funds. As such, they continue in force as premiums are
         paid and have no policy expiration dates.




<PAGE>



                     DEBTOR: BONNEVILLE PACIFIC CORPORATION
                               Case No. 91A-27701
                      Accounts Receivable and Payable Aging
                    For Period October 1 to October 31, 1996

- ----------------------------------------------------------------------------



                                            Non-Affiliate
                                              Accounts           Accounts
                                             Receivable           Payable

Under 30 days                               $ 4,383,707         $13,583,788
30 to 60 days                                         3                   0
61 to 90 days                                        19                   0
Over 90 days                                        596             276,914
                                            

Total post-petition                           4,384,326          13,860,702

Pre-petition amounts                                  0           3,948,725
                                            

Total accounts receivable                   $ 4,384,326
                                            

Total accounts payable                                          $17,809,427



                                             Affiliate
                                              Accounts
                                             Receivable

Under 30 days                               $     7,996
30 to 60 days                                    21,662
61 to 90 days                                         0
Over 90 days                                    225,438
                                            

Total post-petition affiliate
 accounts receivable                        $   255,096
                                            


(*)     Accounts payable over 90 days past due primarily represents professional
        fees  incurred  prior  to  the  Trustee's  appointment  currently  being
        considered by the court for payment.








<PAGE>


                                                                     
                                                                     



                     DEBTOR: BONNEVILLE PACIFIC CORPORATION
                               Case No. 91A-27701
   Schedule of Payments of Fees and Costs to Attorneys and Other Professionals
                    For Period October 1 to October 31, 1996
- -------------------------------------------------------------------------


                                                       Date of
                                                        Court     Estimated
                                    Amount Paid       Approval   Balance Due

Debtor's Counsel                      $100,000           $0           (1)
Counsel for Unsecured
     Creditors' Committee                 0                        139,487
Court Appointed Trustee                   0                         80,508  (2)
Trustee's Counsel                         0                        298,290  (2)
Trustee's Accountants                     0                        190,117
Trustee's Special Plan Counsel            0                        150,000
Special Litigation Counsel for
     Trustee - Costs                      0                        753,513
     Trustee - Fees                       0                     12,097,397  (3)
Buccino and Associates                    0                         132,85  (4)
Financial Advisors Unsecured
     Creditors' Committee                 0
Creditors' Committee                      0                                 (6)
                                     -----------                 ----------


     Total                     $          0                    $13,842,165
                               ========================================



(1)    Settlement amounts under advisement by the Court were approved on October
       7, 1996.  A check was issued to Parsons  Behle & Latimer for  $100,000 on
       October 16, 1996.

(2)    Includes  only  hourly rate and  miscellaneous  Trustee  costs.  Does not
       include any additional  amounts that may be awarded by the Court relating
       to 11 USC Section 326 or as an enhanced  fee to either the Trustee or the
       Trustee's general counsel.

(3)    Includes  an  accrual  for any  contingent  fees due as a result of court
       approved  settlements or recoveries.  Estimated  contingent  fees will be
       accrued when  settlements  are approved by the court and the accrual will
       be revised when fee applications are filed with the Bankruptcy Court.

(4)    Pursuant  to Order  dated  October  15,  1996,  the  Court  approved  the
       application  for certain  costs in the amount of  $60,297.24 of Buccino &
       Associates taken under advisement at a hearing held


<PAGE>



       on August 11, 1992.  Payment of the  $60,297.24 was ordered but Buccino &
       Associates was paid an $80,000.00 pre-petition retainer, for which it may
       not have  accounted and  therefore  the amount  actually due and owing to
       Buccino & Associates is undetermined.
                                                                  
(5)    Pursuant to Order dated October 15, 1996, the Court denied the
       application for fees and costs of Ernst & Young, Accountants
       and Financial Advisors to the Official Unsecured Creditors Committee,
       in the amount of $275,763.00 which was taken under advisement at
       a hearing held on August 11, 1992.  The Court further ordered
       disgorgement of $26,764.00 previously awarded and paid to Ernst
       & Young.

(6)    Pursuant  to  Order  dated  October  15,  1996,   the  Court  denied  the
       application  of  certain  members  of the  Official  Unsecured  Creditors
       Committee for  reimbursement of expenses in the amount of $9,634.00 taken
       under advisement at a hearing held on August 11, 1992.

Further information  concerning  settlements is contained in the narrative which
is attached.


































<PAGE>




                                                                       
                                                                  




                          DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                    Case No. 91A-27701
                       Schedule of Payments to Principal/Executives
                         For Period October 1 to October 31, 1996

- ------------------------------------------------------------------------------------------



Payee Name         Position    Nature of Payment         Amount

Ralph F Cox        Director    Director fees              -0-

Calvin L Rampton   Director    Director fees              -0-

Clark M Mower      President   Salary                  12,014.60
                               Expense Reimbursement                  3,247.12


































<PAGE>

                                                                      
                                                                      




                         DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                   Case No. 91A-27701
                                Quarterly Fee Summary (1)
                              Month Ended October 31, 1996

- ----------------------------------------------------------------------------------------



                      Cash               Quarterly       Payment
                      Disbursement       Fee Due         Check No.       Date

January               $1,328,436.60
February                 250,804.29
March                  2,301,171.04
                      
Total 1st Quarter      3,880,411.93      $5,000.00       1005634        4/23/96

April    262,428.76
May                      113,914.30
June                     793,980.15
Total 2nd Quarter      1,170,323.21       3,750.00       1005783        7/25/96

July                  14,435,215.07
August                 1,092,955.09
September             23,406,763.83
Total 3rd Quarter     38,934,933.99       5,000.00       1005980       11/13/96

October                1,792,229.61
November
December
Total 4th Quarter      1,792,229.61

(1) This  summary  is  to  reflect  the  current  calendar  year's   information
    cumulative to the end of the current reporting period.
                                                                            
</TABLE>


<PAGE>




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