BONNEVILLE PACIFIC CORP
8-K, 1997-02-26
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) February 17, 1997



                        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 January 1, 1997 to January 31, 1997,
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.

     On or about February 20, 1997, the Registrant,  through the Trustee entered
into a  settlement  agreement  with Dinuba  Energy,  Inc.  ("Dinuba"),  an Idaho
corporation,  and  Ronald C.  Yanke  ("Yanke"),  of  Boise,  Idaho.  The  formal
settlement  agreement was executed on February 24, 1997.  The  Trustee's  claims
against Dinuba and Yanke were part of a civil action entitled Segal (Trustee) v.
Dinuba Energy,  Inc. and Ronald C. Yanke,  United States  District Court for the
District of Utah, Case No. 92-CV-1116 J. The settlement  provides for payment by
Dinuba and Yanke to the Registrant of Four Million Five Hundred Thousand Dollars
($4,500,000.00)  by not later than March 20, 1997. The settlement is conditioned
upon  approval  by the United  States  District  Court (the  Honorable  Bruce S.
Jenkins)  and by the  Unites  States  Bankruptcy  Court (the  Honorable  John H.
Allen).

     Although Dinuba and Yanke have agreed to the settlement, they each continue
to deny all of the Trustee's allegations of wrongdoing or liability.

     The  litigation  was being  prosecuted  on behalf of the Trustee by the law
firm  of  Beus,  Gilbert  &  Morrill  (Phoenix)  pursuant  to a  contingent  fee
agreement.  That  contingent  fee  agreement,  which  as  been  approved  by the
Bankruptcy Court,  provides that Beus, Gilbert & Morrill is entitled,  as a fee,
after  deduction of  litigation  costs,  to  thirty-three  percent  (33%) of any
litigation  recoveries  received by the Trustee less fees paid to the  Trustee's
local counsel,  Cohne,  Rappaport & Segal (Salt Lake).  Any fees must be allowed
(approved) by the Bankruptcy Court.

     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



                                    /s/ Roger G. Segal
                                    By:  Roger G. Segal, Chapter 11 Trustee

DATED February 24, 1997



<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



                                 /s/ R. Stephen Blackham
                                 By:  R. Stephen Blackham, Assistant Controller

DATED February 24, 1997


                                      -3-

<PAGE>



                               INDEX TO EXHIBITS


Exhibit                                                               Page No.


28.1   Monthly Financial Report - Chapter 11, for the period January 1, 1997
       to January 31, 1997, of the Registrant, dated February 17, 1997 as filed
       by the Registrant with the United States Bankruptcy Court for the
       District of Utah, Central Division on February 17, 1997.............5



<PAGE>






                            MONTHLY FINANCIAL REPORT
                                   CHAPTER 11

DEBTOR:    BONNEVILLE PACIFIC CORPORATION

CASE NO.   91A-27701          For Period    January 1 to    January 31, 1997
        ---------------                  ------------    -------------
                  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     The debtor must attach each of the following reports/documents
For Each         unless the U.S. Trustee has waived the requirement in writing.
Required Report/ File original with Clerk of Court.  File duplicate with U.S. 
Document         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:   February 17, 1997

                                 Debtor(s):    BONNEVILLE PACIFIC CORPORATION

                                 By:            R. Stephen Blackham
                                 Position:      Assistant Controller


<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 17th day of February 1997.


                                      /x/ Roger G. Segal
                                      ---------------------------------------
                                      Roger G. Segal, Chapter 11 Trustee


<PAGE>





                           DEBTOR:  BONNEVILLE PACIFIC CORPORATION
                                  Bankruptcy No. 91A-27701
                                          Narrative
                            For the Month Ended January 31, 1997

                                          Form 2-G

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




Bonneville Pacific  Corporation (the "Company" or "Bonneville") has continued to
conduct its normal  business  activities  during the month of January  1997 (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 January and
the first part of February 1997(1) (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.
     For all practical  purposes the Litigation has been concluded (but also see
     the discussion below).

     On December 10, 1996 the Trustee entered into a verbal settlement agreement
     with Calpine  Corporation,  a Defendant in an action  severed from the main
     Litigation.  Pursuant to the  settlement,  which was documented by a formal
     settlement  agreement2 dated December 30, 1996, Calpine agreed a) to pay to
     Bonneville  Pacific the sum of $767,500.00;  and b) to release and withdraw
     with prejudice its filed claims in the total amount of  $3,057,969.60.  The
     Company and Calpine also agreed to jointly release one another from any and
     all  claims  or causes of  action.  The  settlement  was  conditioned  upon
     approval of the settlement by the

  -------- 

1    This  narrative  attempts to summarize  significant  events  affecting  the
     Company through February 14, 1997.

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


<PAGE>



      United States District Court and the United States  Bankruptcy  Court. The
      Trustee's  Motion for Approval of the  Settlement  Agreement  was heard as
      scheduled  on January  28,  1997 at which  hearing  the  Bankruptcy  Court
      granted the  Trustee's  Motion and  approved  the  settlement.  The United
      States District Court,  based upon the parties Stipulated Motion for Final
      Judgment and Order for Dismissal on February 4, 1997,  signed the Judgment
      and Order dismissing the lawsuit.  Calpine paid the $767,500.00 settlement
      amount to the estate (the Company) on February 11, 1997.

      On or about December 4, 1996 the Trustee entered into a formal  settlement
      agreement with Jack & Nancy Dunlop. The settlement agreement provides2 for
      payment of $10,000.00 by Jack Dunlop and other consideration to Bonneville
      Pacific  Corporation  in exchange for a full release of any and all claims
      which  the  estate  may have  against  Jack  Dunlop.  The  settlement  was
      conditioned  upon approval of the settlement by the United States District
      Court and the United States  Bankruptcy  Court.  The Trustee's  Motion for
      Approval of the Settlement Agreement was heard as scheduled on January 13,
      1997, at which hearing the Bankruptcy  Court approved the settlement.  The
      United States District Court, based upon the parties Stipulated Motion for
      Final  Judgment  and Order for  Dismissal,  signed the  Judgment and Order
      dismissing  Dunlop  from  the  litigation.   Dunlop  paid  the  $10,000.00
      settlement amount to the estate (the Company) on February 14, 1997.

      On January 6, 1997 the Trustee filed a Motion for an Order Authorizing the
      Trustee to Amend the Estate's May 2, 1996 Settlement  Agreement with Mayer
      Brown & Platt. The proposed amendment to the Settlement  Agreement affects
      paragraph 11 of the Settlement  Agreement which provides for an additional
      payment  by Mayer  Brown & Platt  to the  Trustee  if Mayer  Brown & Platt
      subsequently  settled  claims  asserted  against it by  Portland  General.
      Specifically,  pursuant to  paragraph  11 of the  Settlement  Agreement as
      approved by the Court,  if  Portland  General  settled  with Mayer Brown &
      Platt before Portland  General  initiated suit against Mayer Brown & Platt
      then Mayer Brown & Platt would pay the Trustee for Bonneville Pacific $3.5
      million and if  Portland  General  settled  with Mayer Brown & Platt after
      suit was initiated,  but before trial commenced,  then Mayer Brown & Platt
      would pay to the Trustee for Bonneville Pacific $1.75 million. Conversely,
      if a trial on the merits  commenced  between  Portland  General  and Mayer
      Brown & Platt  and the  parties  then  settled,  or if the suit was  fully
      litigated to a judgment,  then the Trustee for  Bonneville  Pacific  would
      receive no additional  amount from Mayer Brown & Platt.  Without  Portland
      General having filed suit,  Mayer Brown & Platt and Portland  General have
      tentatively  reached  a  settlement  agreement  between  themselves  which
      settlement  is  conditioned   upon  the  Trustee  agreeing  to  amend  the
      Settlement  Agreement  so that the Trustee for  Bonneville  Pacific  would
      receive $1.75 million pursuant to paragraph 11 of the Settlement Agreement
      (rather  than $3.5  million).  The  Trustee's  Motion for  Approval of the
      Amendment to the  Settlement  Agreement  was held as scheduled  before the
      Bankruptcy  Court on January 28,  1997,  at which  hearing the  Bankruptcy
      Court  granted the  Trustee's  Motion and approved the  settlement.  Mayer
      Brown & Platt on February 4, 1997 paid the $1.75  Million to the estate of
      Bonneville Pacific (the Company).

      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


<PAGE>



      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.

      A continued  hearing was held by the District 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,
      United  States   District  Court  for  the  District  of  Utah,  Case  No.
      92-CV-1115-J-C). At the hearing the Court made an oral ruling granting the
      Defendant's  motion.  The  Defendant has filed a Proposed  Order  Granting
      Summary  Judgment and on December 16, 1996 the Trustee  filed a Motion for
      Reconsideration  and an objection to the Proposed Order. A further hearing
      on the matter has now been scheduled for February 28, 1997.

      The  Trustee has also  entered  into  "tolling  agreements"  with  certain
      persons or entities  which  agreements  toll the running of any applicable
      statute  of  limitation   which  might  otherwise  bar  the  Trustee  from
      initiating  suit  against  such  person or  entity.  The  Trustee  and his
      respective  attorneys are now completing  their  investigation  into those
      persons or entities which executed tolling  agreements.  If the Trustee is
      not able to settle possible claims held by the estate against such persons
      or entities who or which signed  tolling  agreements  and who or which the
      Trustee  believe are liable to the Bonneville  estate (e.g.,  Norwest Bank
      and the LDS Church), then in the next few months the Trustee,  through his
      special litigation counsel,  may commence additional  litigation on behalf
      of the Trustee for Bonneville Pacific.


In addition to the above described  litigation matters, the Company continues in
its business  operations.  Significant  actions and events  during  January 1997
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") has
     previously  curtailed  purchases  of  electrical  power  from NCA #1 but no
     curtailments  occurred during the Reporting Period. 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  an  effort  to  mitigate   future   difficulties   and   curtailments,
     representatives   of  NCA  #1  and  NPC  have  met  to  explore   possible
     modifications to the Power Purchase  Agreement between them. As previously
     reported a Displacement  Agreement was entered into by the parties for the
     Reporting   Period.   The   Displacement   Agreement   allows   NPC,   for
     consideration,  to  displace a portion of its energy  purchase  obligation
     under  the  Power  Purchase   Agreement.   January  operations  under  the
     Displacement Agreement were sufficiently  successful to warrant renewal of
     the  agreement  for the month of February.  The parties will still need to
     determine whether a long term Displacement Agreement would be economically
     feasible.


<PAGE>



      As previously reported,  various appeals have been filed by the NCA #1 and
      NPC  relative  to NPC  curtailment  actions.  The  Trustee and his counsel
      continue  to  monitor  these  cases.  Presently  NCA #1 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.
      Counsel has been informed  that oral  arguments on the case will not occur
      until late summer,  1997. The Trustee  continues to monitor matters before
      the First  Judicial  District Court of the State of Nevada which have been
      previously reported.

      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 ("SCR") to control Nox  emissions.  NCA #1 refutes these
      allegations  and  has  submitted  additional   information  regarding  SCR
      operations  which  had  been  requested  by the EPA.  NCA #1 is  presently
      awaiting EPA's response.


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 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  (see the  further  discussion  which
follows).

     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 have been filed relate to possible  claims  against
Bonneville arising out of the purchase or sale of its securities.  See 11 U.S.C.
Section  510(b).  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  proceeded  with the  action
authorized by the order  granting the Motion;  specifically,  notice was sent to
thousands of potential  claimants  and notice was  published  in  newspapers  of
general  circulation  throughout  the United States.  Through  December 16, 1996
approximately 4,000 new proofs of claim were filed with the Bankruptcy Court and
approximately 260 additional claims have been filed since December 16, 1996. The
Trustee is currently in the process of finalizing  his initial review of each of
the claims;  this review  process  has been  delayed due to the large  number of
claims and the  diverse  manner in which the claim  forms were filled out by the
claimants.  The Trustee anticipates completing his preliminary claim analysis in
the next few weeks.  The Trustee  anticipates  that he will  likely  object to a
number of the new claims which have been filed.

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 


<PAGE>



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.  Section 505). To date the
IRS has not granted the Company's application to change its tax year.

In  preparation  for a plan of  reorganization,  the  Trustee  on  behalf of the
Company has made a decision to employ Hein + Associates,  a national  accounting
firm,  to  prepare   audited   financial   statements  for  Bonneville   Pacific
Corporation.  An  application  seeking  approval of the employment was filed and
hearing on the  application  was held as scheduled on December 20, 1996.  At the
hearing the Court approved the Application.  Hein + Associates has been employed
and is now proceeding with work on the audits.

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 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.

In  January  of 1997 the  Trustee,  his  counsel  and the  Company's  Management
interviewed  several  firms who were  interested  in  serving  as the  Trustee's
Financial  Advisor in connection with valuing the Company's (and its affiliates)
business assets and assisting the Trustee  concerning the plan of reorganization
issues.  The Trustee  anticipates soon filing a motion with the Bankruptcy Court
for approval of his employment of a Financial Advisor.

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 and the  respective  Monthly  Financial  Statements for the period from
July 1, 1996  through the present  Monthly  Financial  Statement.  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.

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>



                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                          Cash Receipts and Disbursements Statement
                           For Period January 1 - January 31, 1997

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



                                     CASH RECONCILIATION



1.  Beginning Cash Balance:                                     $119,381,683.55

2.  Cash Receipts: (See Page 2 of 2)105         457,140.20

3.  Cash Disbursements: (See Page 2 of 2)      (220,508.24)
                                               ------------

4.  Net Cash Flow:                                                   236,631.96
                                                                     ----------
5.  Ending Cash Balance: (to Form 2-C)                          $119,618,315.51
                                                                ===============



                           CASH ACCOUNT SUMMARY - ENDING BALANCES


         ACCOUNT                   AMOUNT         FINANCIAL INSTITUTION

PAYROLL ACCOUNT                    $953.68        FIRST SECURITY BANK OF UTAH
PAYROLL TAX ACCOUNT                 129.27        KEY BANK OF UTAH
GENERAL CORP CASH             1,009,730.60        KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT   3,104,156.72   (A)  KEY BANK OF UTAH
CHPTR 11 TRUSTEE - CD ACCT   10,907,657.57   (A)  US BANK
CHPTR 11 TRUSTEE - JNT CD     5,273,014.77   (A)  KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT  10,197,322.23   (A)  BANK ONE
CHPTR 11 TRUSTEE JT SAVINGS      19,192.93   (A)  BANK ONE
UNITED STATES TREASURY BILLS 88,895,252.71        BANK ONE
PROCEEDS FROM ASSET SALES         3,989.86   (A)  KEY BANK OF UTAH
KYOCERA MAINTENANCE RESERVE     206,915.17        KEY BANK OF UTAH
                             --------------


                           $119,618,315.51
                           ===============


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










                                                                           
                                                                         


<PAGE>




                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                          Cash Receipts and Disbursements Statement
                           For Period January 1 - January 31, 1997
- --------------------------------------------------------------------------




                                   CASH RECEIPTS JOURNALS


                     BANK ACCOUNT                       TOTAL     PAGE REF

     PAYROLL ACCOUNT                                 $30,956.15       A
     PAYROLL TAX ACCOUNT                              17,337.65       B
     GENERAL CORP CASH                               110,795.51       C
     CHPTR 11 TRUSTEE JOINT ACCT                   1,009,565.99       E
     CHPTR 11 TRUSTEE - CD ACCT                       69,366.93       F
     CHPTR 11 TRUSTEE - JNT CD                             0.00      N/A
     CHPTR 11 TRUSTEE JOINT ACCT                           0.00      N/A
     CHPTR 11 TRUSTEE JT SAVINGS                  21,568,063.78       G
     UNITED STATES TREASURY BILLS                 21,834,004.30       H
     PROCEEDS FROM ASSET SALES                            11.31       I
     KYOCERA MAINTENANCE RESERVE                      11,933.23       J
                                                 ---------------

                                                  44,652,034.85
       LESS:  ACCOUNT TRANSFERS                  (44,194,894.65)

           TOTAL CASH RECEIPTS                      $457,140.20




                                 CASH DISBURSEMENTS JOURNALS

          BANK ACCOUNT                                  TOTAL       PAGE REF

      PAYROLL ACCOUNT                                 $30,984.40        A
      PAYROLL TAX ACCOUNT                              17,558.98        B
      GENERAL CORP CASH                             1,231,410.54        D
      CHPTR 11 TRUSTEE JOINT ACCT                          43.12        E
      CHPTR 11 TRUSTEE - CD ACCT                            0.00        F
      CHPTR 11 TRUSTEE - JNT CD                             0.00       N/A
      CHPTR 11 TRUSTEE JOINT ACCT                           0.00       N/A
      CHPTR 11 TRUSTEE JT SAVINGS                  21,567,405.85        G
      UNITED STATES TREASURY BILLS                 21,568,000.00        H
      PROCEEDS FROM ASSET SALES                             0.00        I
      KYOCERA MAINTENANCE RESERVE                           0.00        J
                                                ----------------

                                                   44,415,402.89
        LESS:  ACCOUNT TRANSFERS                  (44,194,894.65)

        TOTAL CASH DISBURSEMENTS                     $220,508.24



                                                                       
                                                                       


<PAGE>




                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                       Payroll Account
                           For Period January 1 - January 31, 1997
- ------------------------------------------------------------------------





                                    CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR            AMOUNT        DESCRIPTION

01/13/97 CK# 6081   BPC - GENERAL                 $10,365.74  PAYROLL TRANSFER
01/16/97 CK# 6101   BPC - GENERAL                   9,956.02  PAYROLL TRANSFER
01/29/97 CK# 6128   BPC - GENERAL                  10,634.39  PAYROLL TRANSFER
                                                   ---------

         TOTAL CASH RECEIPTS                      $30,956.15





                                 CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE             AMOUNT        DESCRIPTION

01/15/97            PAYROLL SUMMARY              $10,365.74
01/21/97            PAYROLL SUMMARY                9,956.02
01/31/97            PAYROLL SUMMARY               10,634.39
01/31/97 BNK STMT   KEY BANK OF UTAH                  28.25    SERVICE CHARGE
                                               ------------

               TOTAL CASH DISBURSEMENTS          $30,984.40
                                               ============


























<PAGE>




                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                     Payroll Tax Account
                           For Period January 1 - January 31, 1997
- -----------------------------------------------------------------------------




                                    CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR              AMOUNT      DESCRIPTION

01/13/97 CK# 6082   BPC - GENERAL                 $5,545.90   PR TAX TRANSFER
01/16/97 CK# 6102   BPC - GENERAL                  6,144.29   PR TAX TRANSFER
01/29/97 CK# 6129   BPC - GENERAL                  5,647.46   PR TAX TRANSFER
                                                  ---------

                   TOTAL CASH RECEIPTS           $17,337.65




                                 CASH DISBURSEMENTS JOURNAL


DATE      DOC #                 PAYEE              AMOUNT        DESCRIPTION

01/09/97 CK# 1222   UTAH DEPT OF EMPLOYMENT SEC.  $216.78   STATE UNEMPLOYMENT
01/13/97 CK# 1223   KEY BANK OF UTAH             4,731.23   FEDERAL TAX DEPOSIT
01/16/97 CK# 1224   KEY BANK OF UTAH             5,307.06   FEDERAL TAX DEPOSIT
01/29/97 CK# 1225   KEY BANK OF UTAH             4,815.43   FEDERAL TAX DEPOSIT
01/29/97 CK# 1226   UTAH STATE TAX COMMISSION    2,483.93   STATE TAX DEPOSIT
01/31/97 BNK STMT   KEY BANK OF UTAH                 4.55   SERVICE CHARGE
                                              ------------

             TOTAL CASH DISBURSEMENTS          $17,558.98
                                              ============


























<PAGE>




                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                      General Corp Cash
                           For Period January 1 - January 31, 1997
- ------------------------------------------------------------------------------






                                    CASH RECEIPTS JOURNAL



 DATE      DOC #                 PAYEE          AMOUNT        DESCRIPTION

01/07/97 DS010797   W. JOHNSON               $50,000.00 SETTLEMENT PAYMENT
01/07/97 DS010797   WESTERN TRAVEL               380.22 EXPENSE REIMBURSEMENT
01/07/97 DS010797   BONNEVILLE FUELS          10,837.11 EXPENSE REIMBURSEMENT
01/22/97 DS012297   SAN DIEGO GAS & ELECTRIC   1,300.00 ENERGY REVENUE-KYOCERA
01/22/97 DS012297   COHNE RAPPAPORT & SEGAL      458.70 EXPENSE REIMBURSEMENT
01/22/97 DS012297   D. GARDINER                  369.59 INSURANCE REIMBURSEMENT
01/29/97 DS012997   KYOCERA AMERICA           21,283.66 ENERGY REVENUE-KYOCERA
01/29/96 DS012997   J. ALLSOP                  1,135.32 INSURANCE REIMBURSEMENT
01/31/97 DS013197   HARTFORD INSURANCE        17,836.71 INSURANCE REFUND
01/31/97 BNK STMT   KEY BANK OF UTAH           7,194.20 INTEREST INCOME
                                           ------------

                    TOTAL CASH RECEIPTS     $110,795.51
                                            ===========


<PAGE>





                           DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                     Case No. 91A-27701
                                      General Corp Cash
                           For Period January 1 - January 31, 1997
- ------------------------------------------------------------------------------



                                   CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION>
 DATE    CHECK #                PAYEE                  AMOUNT     DESCRIPTION
<S>      <C>        <C>                               <C>         <C> 
01/06/97 1006067    50 WEST BROADWAY ASSOC INC        12,573.00   RENT-OFFICE SPACE & PARKING
01/06/97 1006068    VOID                                VOID
01/06/97 1006069    AMPCO SYSTEM PARKING                 591.00   RENT - PARKING
01/06/97 1006070    AMERICAN INSTITUTE OF CPA'           187.06   PUBLICATIONS & SUBSCRIPTIONS
01/06/97 1006071    BENEFICIAL LIFE INSURANCE            734.98   INSURANCE - LIFE
01/06/97 1006072    BONNEVILLE PACIFIC SERVICES           34.65   O&M EXPENSE - KYOCERA
01/06/97 1006073    BPC-KYOCERA MAINT RESERVE         11,195.00   TRANSFER-MAINT RESERVE ACCT
01/06/97 1006074    JD GRIFFIN & ASSOCIATES PC         7,845.00   OFFICE SUPPLIES & EXPENSE
01/06/97 1006075    MOUNT OLYMPUS WATER                   11.57   OFFICE SUPPLIES & EXPENSE
01/06/97 1006076    NATIONAL HEALTH CARE TRUST        26,673.36   INSURANCE - HEALTH
01/06/97 1006077    UNUM LIFE INSURANCE CO OF          1,581.05   INSURANCE - DISABILITY
01/06/97 1006078    AIRBORNE EXPRESS                     110.43   EXPRESS MAIL
01/07/97 1006079    AMPCO SYSTEM PARKING                  75.00   RENT - PARKING
01/09/97 1006080    WORKERS COMPENSATION FND             474.82   INSURANCE - WORKERS COMP
01/13/97 1006081    BONNEVILLE PACIFIC/PAYROLL        10,365.74   TRANSFER - PAYROLL ACCT
01/13/97 1006082    BPC PAYROLL TAX ACCOUNT            5,545.90   TRANSFER - PAYROLL TAX ACCT
01/13/97 1006083    WELLS FARGO BANK                     799.04   401K CONTRIBUTIONS
01/15/97 1006084    BANK ONE INVESTMENT MANAGE         7,855.22   PRINCIPAL INVESTMENT FEE
01/15/97 1006085    R. STEPHEN BLACKHAM                  455.61   EXPENSE REIMBURSEMENT
01/15/97 1006086    CYMA HELP!                            60.00   OFFICE SUPPLIES & EXPENSE
01/15/97 1006087    DEAN WITTER REYNOLDS INC           1,207.20   OFFICE SUPPLIES & EXPENSE
01/15/97 1006088    FIDELITY TRANSFER COMPANY            440.00   OFFICE SUPPLIES & EXPENSE
01/15/97 1006089    GENERATOR POWER SYSTEMS           14,613.95   O&M EXPENSE - KYOCERA
01/15/97 1006090    HERITAGE PRODUCTS INC                 64.87   OFFICE SUPPLIES & EXPENSE
01/15/97 1006091    MOUNT OLYMPUS WATER                   10.61   OFFICE SUPPLIES & EXPENSE
01/15/97 1006092    MOUNTAIN STATES OFF PRODUCTS          94.70   OFFICE SUPPLIES & EXPENSE
01/15/97 1006093    CLARK MOWER                          775.01   EXPENSE REIMBURSEMENT
01/15/97 1006094    THE PLANT GALLERY                     69.50   OFFICE SUPPLIES & EXPENSE
01/15/97 1006095    THE PRUDENTIAL                       990.17   INSURANCE - DISABILITY
01/15/97 1006096    PRINTELLIGENT INC                    196.52   OFFICE SUPPLIES & EXPENSE
01/15/97 1006097    REDMAN VAN & STORAGE CO              472.35   RENT - STORAGE SPACE
01/15/97 1006098    SAN DIEGO GAS & ELECTRIC             101.26   O&M EXPENSE - KYOCERA
01/15/97 1006099    SAN DIEGO COUNTY APCD             19,280.00   O&M EXPENSE - KYOCERA
01/15/97 1006100    XEROX CORPORATION                    337.34   OFFICE SUPPLIES & EXPENSE
01/16/97 1006101    BONNEVILLE PACIFIC/PAYROLL         9,956.02   TRANSFER - PAYROLL ACCT
01/16/97 1006102    BPC PAYROLL TAX ACCOUNT            6,144.29   TRANSFER - PAYROLL TAX ACCT
01/21/97 1006103    BPC-CHAPTER 11 TTEES JOINT     1,000,000.00   TRANSFER - CHPTR 11 TTEES ACCT
01/22/97 1006104    US TRUSTEE                        10,000.00   QUARTERLY DISBURSEMENT FEE
01/27/97 1006105    AIRBORNE EXPRESS                      34.49   EXPRESS MAIL EXPENSE
01/27/97 1006106    AIR POLLUTION CONTROL DIST         1,406.00   O&M EXPENSE - KYOCERA
01/27/97 1006107    AMPCO SYSTEM PARKING                 591.00   RENT - PARKING
01/27/97 1006108    AUTOMATED OFFICE SYSTEMS             311.24   OFFICE SUPPLIES & EXPENSE
01/27/97 1006109    BEUS GILBERT & MORRILL               541.92   EXPENSE REIMBURSEMENT
</TABLE>



<PAGE>




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




                               CASH DISBURSEMENTS JOURNAL (CONT.)
<TABLE>
<CAPTION>
DATE     CHECK #                PAYEE                    AMOUNT   DESCRIPTION
<S>      <C>        <C>                                  <C>      <C>  
01/27/97 1006110    COMPUSERVE                           100.00   OFFICE SUPPLIES AND EXPENSE
01/27/97 1006111    VOID                                VOID
01/27/97 1006112    ENERGY & BUSINESS NEWSLETTER         945.00   CONFERENCES & SEMINARS
01/27/97 1006113    FRONTIER COMMUNICATIONS SR           794.91   TELEPHONE EXPENSE
01/27/97 1006114    DEEA L HOBBS                          16.97   EXPENSE REIMBURSEMENT
01/27/97 1006115    JD GRIFFIN & ASSOCIATES PC         6,531.00   OFFICE SUPPLIES & EXPENSE
01/27/97 1006116    MOUNT OLYMPUS WATER                   23.17   OFFICE SUPPLIES & EXPENSE
01/27/97 1006117    MOUNTAIN STATES OFF PRODUCTS         295.09   OFFICE SUPPLIES & EXPENSE
01/27/97 1006118    NATIONAL HEALTH CARE TRUST        22,238.56   INSURANCE - HEALTH
01/27/97 1006119    OFFICE TEAM                          426.94   OFFICE SUPPLIES & EXPENSE
01/27/97 1006120    PRYOR RESOURCES INC                  158.00   CONFERENCES & SEMINARS
01/27/97 1006121    REDMAN VAN & STORAGE CO               84.87   RENT - STORAGE
01/27/97 1006122    TRAVEL ZONE CRUISE ZONE              760.38   TRAVEL EXPENSE
01/27/97 1006123    US WEST COMMUNICATIONS               773.46   TELEPHONE EXPENSE
01/27/97 1006124    VOID                                VOID
01/27/97 1006125    MARCIA CUSTER                        160.93   EXPENSE REIMBURSEMENT
01/27/97 1006126    TRAVEL ZONE CRUISE ZONE              859.00   TRAVEL EXPENSE
01/27/97 1006127    AMPCO SYSTEM PARKING                 150.00   RENT - PARKING
01/29/97 1006128    BONNEVILLE PACIFIC/PAYROLL        10,634.39   TRANSFER - PAYROLL ACCT
01/29/97 1006129    BPC PAYROLL TAX ACCOUNT            5,647.46   TRANSFER - PAYROLL TAX ACCT
01/29/97 1006130    WELLS FARGO BANK                     799.04   401K CONTRIBUTIONS
01/27/97 1006131    FRANCHISE TAX BOARD OF CAL        25,095.33   CLAIMS SETTLEMENT
01/31/97 BANK STMT  KEY BANK                             109.17   BANK SERVICE CHARGE
                                                   ------------

                    TOTAL CASH DISBURSEMENTS      $1,231,410.54
                                                  =============

</TABLE>


<PAGE>





                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                Chapter 11 Trustee Joint Account
                             For Period January 1 - January 31, 1997
- ------------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR         AMOUNT        DESCRIPTION

01/21/97 CK# 6103  BONNEVILLE PACIFIC CORP $1,000,000.00 TRANSFER FROM GEN ACCT
01/31/97 BANK STMT KEY BANK OF UTAH             9,565.99 INTEREST INCOME

                    TOTAL                  $1,009,565.99





                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #        PAYEE                  AMOUNT     DESCRIPTION

01/31/97 BANK STMT  KEY BANK OF UTAH            43.12     BANK SERVICE CHARGE




<PAGE>





                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                 Chapter 11 Trustee - CD Account
                             For Period January 1 - January 31, 1997
- ----------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR            AMOUNT      DESCRIPTION

01/31/97 BANK STMT  US BANK                   $69,366.93      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 January 1 - January 31, 1997
- ---------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR          AMOUNT        DESCRIPTION

01/31/97 BANK STMT BONNEVILLE PACIFIC CORP $21,568,000.00 TRNSFR FROM SECURITY
01/31/97 BANK STMT BANK ONE                         63.78 INTEREST INCOME
                                           --------------
                    TOTAL                  $21,568,063.78
                                           ==============




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #            PAYEE          AMOUNT        DESCRIPTION

01/31/97 BANK STMT                    $21,567,405.85  TRNSFR-PURCHASE SECURITY

<PAGE>




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                  United States Treasury Bills
                             For Period January 1 - January 31, 1997
- -------------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


DATE     DOC #            PAYOR                  AMOUNT        DESCRIPTION

01/31/97 BANK STMT BONNEVILLE PACIFIC CORP $21,567,405.85 TRNSFR-PURCHASE SEC.
01/31/97 BANK STMT BANK ONE TRUST              266,598.45 EARNED DISCOUNT T-BILL

                    TOTAL                  $21,834,004.30




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE        AMOUNT        DESCRIPTION

01/31/97 BANK STMT  BONNEVILLE PACIFIC CORP $21,568,000.00  TRANSFER TO SAVINGS


<PAGE>




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                    Proceeds From Asset Sales
                             For Period January 1 - January 31, 1997
- ---------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR           AMOUNT       DESCRIPTION

01/31/97 BANK STMT  KEY BANK OF UTAH             $11.31       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 January 1 - January 31, 1997
- ----------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR             AMOUNT    DESCRIPTION

01/01/97 CK# 6073   BONNEVILLE PACIFIC CORP      $11,195.00  TRANSFER
01/31/97 BNK STMT   KEY BANK OF UTAH                 738.23  INTEREST INCOME
                                                 ----------

                    TOTAL CASH RECEIPTS          $11,933.23
                                                 ==========



                                   CASH DISBURSEMENTS JOURNAL


  DATE     DOC #                 PAYEE               AMOUNT        DESCRIPTION

                    NONE




<PAGE>





                            DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                      Case No. 91A-27701
                                         Balance Sheet
                                    As of January 31, 1997
- -----------------------------------------------------------------------------

<TABLE>
<S>                                                      <C>                  <C>
ASSETS
Current Assets:
    Cash                                                 $119,618,316
    Accounts receivable - trade                                 1,489
    Accounts receivable - settlements (Note 4)             12,000,000
    Accounts receivable - affiliates                          270,701
    Prepaid Insurance                                          35,390
    Accrued interest receivable                             1,236,904
                                                         ------------
    Total current assets                                                      $133,162,800
Fixed Assets:
    Land                                                      198,424
    Equipment, furniture and fixtures                       3,754,893
    Total fixed assets                                      3,953,317
    Less:  Accumulated depreciation                        (3,052,152)
    Net fixed assets                                                              901,165
Other Assets:
    Investment in and advances to subsidiaries
     and partnership                                       28,858,712
    Other assets                                                1,820
      Total other assets                                                       28,860,532
TOTAL ASSETS                                                                 $162,924,497

LIABILITIES
Post-petition liabilities:
    Accounts payable - trade                             $    135,743
    Accounts payable - professional fees
      and costs (Note 4)                                    4,965,926
    Accrued income taxes payable (Note 5)                      51,347
    Taxes payable                                             128,331
    Accrued interest                                                0
                                                         ------------
    Total post-petition liabilities                                           $ 5,281,347
Pre-petition liabilities:
    Priority claims                                            61,186
    Secured debt                                                    0
    Unsecured debt  (Notes 1 and 3)                        99,699,658
                                                         ------------
Total pre-petition liabilities                                                 99,760,844
TOTAL LIABILITIES                                                             105,042,191

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:
    Pre-petition                                          (56,551,908)
    Post-petition                                          (5,061,312)
TOTAL OWNERS' EQUITY (Notes 1 and 3)                                          57,882,306
TOTAL LIABILITIES AND OWNERS' EQUITY                                        $162,924,497

</TABLE>
                                                                           


<PAGE>




                          DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                    Case No. 91A-27701
                                 Profit and Loss Statement
                          For Period January 1 - January 31, 1997
- ------------------------------------------------------------------------------



Gross operating revenue                      $ 104,082
Less discount, returns and allowances                0
                                             ---------
  Net operating revenue                                          $   104,082

  Cost of goods sold                                                (165,259)

  Gross profit                                                       (61,177)

Operating expenses:
  Salaries and wages                            47,067
  Rent and leases                               12,905
  Payroll taxes                                  3,762
  Insurance                                     11,392
  Other                                         78,094
                                            ----------
  Total operating expenses                                          (153,220)
                                                                  -----------

  Operating income (loss)                                           (214,397)

Legal and professional fees and costs
  (Note 4)                                     639,962
Depreciation, depletion and Administration       1,333
  Total                                       (641,295)
  Net operating income (loss)                                       (855,692)

Non-operating income and (expenses):
  Interest income                              537,308
  Other income                                  20,192
 Other income - settlements (Note 4)         1,750,000
  Equity in earnings (losses) of subsidiaries
   and partnerships (Note 2)                   822,759
                                            ----------
     Net non-operating income or (expenses)                         3,130,259
                                            ---------------------------------

     Net income (loss) before income taxes                          2,274,567

     Provision for income taxes (Note 5)                               45,691
                                                                  -----------

     NET INCOME (LOSS)                                            $ 2,228,876
                                                                  ===========



<PAGE>



                    DEBTOR: BONNEVILLE PACIFIC CORPORATION
                              Case No. 91A-27701
                     General Notes to Financial Statements
                   For Period January 1 to January 31, 1997
- ------------------------------------------------------------------------------



     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              $8,945,000
                  Subordinated CIGNA claim                10,000,000
                  Potential claims (estimated)           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
      estimated  amount  includes  but is not  limited  to  potential  claims of
      limited  partners,  potential  claims of equity  holders,  claims  against
      Bonneville  arising  out  of  the  purchase  and  subsequent  sale  of its
      securities,  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 January 1 to January 31, 1997
- ------------------------------------------------------------------------------




4.    Accounts Receivable  Settlements represent only court approved settlements
      where all  conditions  precedent  have occurred and the  settlements  were
      fully  effective  as of January 31, 1997 and are  reflected on the January
      31, 1997 Financial Statements. Approved settlements are as follows:

                  W. Johnson                              $1,250,000
                  Westinghouse Electric                    6,000,000
                  Piper Jaffray                            3,000,000
                  Mayer Brown and Platt                    1,750,000
                                                         ___________
                                                         $12,000,000

5.    As of April  30,  1996,  Bonneville  and  Subsidiaries  had  approximately
      $150,000,000  in federal net  operating  loss  carry-forwards  for Federal
      Income Tax purposes and approximately  $140,000,000 in Alternative Minimum
      Tax Loss  carry-forwards.  Pursuant to current tax law, only 90 percent of
      current  Alternative  Minimum  Taxable Income can be offset by Alternative
      Minimum Tax Loss  carry-forwards.  The  financial  statements  reflect the
      accrual of an estimated  $2,490,000  alternative minimum tax liability and
      an estimated  $350,000 state tax liability  resulting from  operations and
      the receipt of proceeds  from  settlements  through the end of the current
      period.

      The Trustee has requested  permission from the Internal Revenue Service to
      change the tax year end of Bonneville and Subsidiaries to December 31. The
      response to this request is still  pending.  If  permission  is granted to
      change the tax year end of the debtor,  amounts required to be accrued for
      federal and state taxes may change.
















<PAGE>




                                 BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                             Taxes Payable Schedule (Post-Petition)
                            For Period January 1 to January 31, 1997
- ----------------------------------------------------------------------------
<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                  $    0.00      $               $  (7,762.68)     $ 2,356.15   01/13/97  1223        $   0.00
                                                                                 3,018.80   01/16/97  1224
                                                                                 2,387.73   01/29/97  1225

     State                         0.00                         (2,483.93)       2,483.93

FICA tax withheld                  0.00                         (3,545.52)       1,187.54   01/13/97  1223
                                                                                 1,144.13   01/16/97  1224            0.00
                                                                                 1,213.85   01/29/97  1225

Employer's FICA tax                0.00                         (3,545.52)       1,187.54   01/13/97  1223
                                                                                 1,144.13   01/16/97  1224            0.00
                                                                                 1,213.85   01/29/97  1225


Unemployment tax:
     Federal                       0.00                                                                               0.00
     State                         0.00                           (216.78)        216.78    01/09/97  1222

Sales, use & excise taxes          0.00                                                                               0.00
Property taxes               (93,114.00)                        (2,217.00)                                      (95,331.00)

Accrued income tax:
     Federal                  (5,656.00)          0.00         (45,691.00)          0.00                        (51,347.00)
     State                         0.00           0.00                              0.00


Delaware franchise tax             0.00                        (33,000.00)                                       33,000.00

Employee withholding               0.00                         (1,598.08)        799.04    01/11/97  1006083         0.00
                                                                                  799.04    01/21/97  1006130      
                           --------------      -----------    -------------   ------------                       -----------
TOTALS                     $ (98,770.00)       $  0.00        $(100,060.51)   $19,152.51                     $ (179,678.00)
                           ==============      ===========    ============    ============                   ===============

</TABLE>


<PAGE>



                             9EBTOR:  BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                       Insurance Schedule
                            For Period January 1 to January 31, 1997
- -----------------------------------------------------------------------------
<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)               01/31/97


   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.

</TABLE>

<PAGE>



                     DEBTOR: BONNEVILLE PACIFIC CORPORATION
                               Case No. 91A-27701
                      Accounts Receivable and Payable Aging
                    For Period January 1 to January 31, 1997

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



                                            Non-Affiliate
                                              Accounts           Accounts
                                             Receivable           Payable

Under 30 days                               $12,001,489         $ 4,824,512
30 to 60 days                                         0                 243
61 to 90 days                                         0                   0
Over 90 days                                          0             276,914
                                            -----------         -----------

Total post-petition                          12,001,489           5,101,669

Pre-petition amounts                                  0           3,527,206
                                            -----------         -----------

Total accounts receivable                   $12,001,489

Total accounts payable                                          $ 8,628,875
                                                                ===========



                                             Affiliate
                                              Accounts
                                             Receivable

Under 30 days                               $    45,205
30 to 60 days                                        58
61 to 90 days                                         0
Over 90 days                                    225,438
                                            -----------

Total post-petition affiliate
 accounts receivable                        $   270,701
                                            ===========


(*)     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 January 1 to January 31, 1997

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


                                     Date of
                                                    Court     Estimated
                                 Amount Paid       Approval   Balance Due

Counsel for Unsecured
     Creditors' Committee             $0                      $139,487
Court Appointed Trustee                0                        63,147  (1)
Trustee's Counsel                      0                       186,981  (1)
Trustee's Accountants                  0                        70,799
Trustee's Special Plan Counsel         0                       116,699
Special Litigation Counsel for
     Trustee - Costs                   0                       279,460
     Trustee - Fees                    0                     3,976,500  (2)
Buccino and Associates                 0                       132,853  (3)


     Total         $         0                   $4,965,926
                   ========================================



(1)    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.

(2)    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.

(3)    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 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.

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 January 1 to January 31, 1997

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



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                     12,566.68
                                      Unused Vacation/Sick
                                         Day All                 11,587.78
                                      Expense Reimbursement         775.01


<PAGE>



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

- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                Cash            Quarterly          Payment
                            Disbursement         Fee Due          Check No.       Date
<S>                         <C>                 <C>               <C>             <C>    

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                    11,800,656.99
December                     1,713,138.88
                            -------------
    Total 4th Quarter       15,306,025.48         10,000.00       1006104       01/22/97



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

</TABLE>

<PAGE>



                         DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                   Case No. 91A-27701
                                Quarterly Fee Summary (1)
                              Month Ended January 31, 1997

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

<TABLE>
<CAPTION>
                                Cash            Quarterly          Payment
                            Disbursement         Fee Due          Check No.       Date
<S>                         <C>                 <C>               <C>             <C>  

January                     $  220,508.24
February
March
Total 1st Quarter              220,508.24

April
May
June
    Total 2nd Quarter

July
August
September
    Total 3rd Quarter

October
November
December
    Total 4th Quarter

</TABLE>


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




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