BONNEVILLE PACIFIC CORP
8-K, 1997-01-23
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) January  15, 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  December 1, 1996 to December  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 other matters,  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 January 15, 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




                               By:  R. Stephen Blackham, Assistant Controller

DATED January 15, 1997


                                      -3-

<PAGE>



                               INDEX TO EXHIBITS


Exhibit                                                               Page No.


28.1              Monthly Financial Report - Chapter 11, for the period
                  December 1, 1996 to December 31, 1996, of the Registrant,
                  dated Janaury 15, 1997 as filed by the Registrant with the
                  United States Bankruptcy Court for the District of Utah,
                  Central Division on January 15, 1997.......................5



<PAGE>






                            MONTHLY FINANCIAL REPORT
                                   CHAPTER 11

DEBTOR:    BONNEVILLE PACIFIC CORPORATION

CASE NO.   91A-27701          For Period    December 1 to    December 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  The debtor must attach each of the following reports/documents
Each Required     unless the U.S. Trustee has waived the requirement in writing.
Report/Document   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:   January 15, 1997

                                   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 December 31, 1996

                                          Form 2-G

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




Bonneville Pacific  Corporation (the "Company" or "Bonneville") has continued to
conduct its normal  business  activities  during the month of December 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 December and the
first  part of  January  1997  (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 reached by the Trustee.
     Except for the severed action of Segal  (Trustee) v. Dinuba Energy,  Inc. &
     Ronald C. Yanke,  United  States  District  Court for the District of Utah,
     Case No. 92-CV- 1116-J-H which is now scheduled for trial in March of 1997,
     for all practical  purposes the Litigation has been concluded (but also see
     the discussion below).

     On  December  2,  1996,  the  Trustee  entered  into a  verbal  settlement
     agreement with  Westinghouse  Electric  ("Westinghouse").  Pursuant to the
     settlement,  which was  documented by formal  settlement  agreement  dated
     December  3,  1996,  Westinghouse  agreed  a)  to  pay  $6,000,000.00  to
     Bonneville Pacific Corporation payable  $3,000,000.00 not later than April
     10, 1997 and  $3,000,000.00 not later than April 10, 1998; and b) withdraw
     with prejudice its unsecured $6,000,000.00 subordinated claim. The Company
     and  Westinghouse  also agreed to jointly release one another from any and
     all claims or causes of action. The settlement was

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

1    This  narrative  attempts to summarize  significant  events  affecting  the
     Company through January 13, 1997.

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


<PAGE>



      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 was heard as scheduled on December 20, 1996 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 on December 20, 1996, signed the Judgment
      and Order of Dismissal of Westinghouse from the Litigation.

      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 agreement 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  is
      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 filed and a hearing on the Motion
      is scheduled before the Bankruptcy Court on January 28, 1997.

      On or about December 4, 1996 the Trustee entered into a formal  settlement
      agreement with Jack & Nancy Dunlop. The settlement agreement provides 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  is
      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 filed and a hearing on the Motion
      was held as scheduled  before the Bankruptcy Court on January 13, 1997, at
      which time the  Bankruptcy  Court  approved  the  settlement.  To date the
      District Court has not entered its final judgment  dismissing  Jack Dunlop
      from the Litigation.

      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). A hearing on the Trustee's Motion for Approval
      of the  Amendment to the  Settlement  Agreement  is  scheduled  before the
      Bankruptcy  Court on January 28,  1997.  If the Motion is approved and the
      tentative  settlement  agreement  between Mayer Brown & Platt and Portland
      General is  effectuated,  then the Trustee for  Bonneville  Pacific should
      receive the $1.75 million in February, 1997.


<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.

      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. Further hearing on
      the matter has not yet been scheduled.

      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 persons or
      entities who the Trustee believe are liable to the Bonneville estate, 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  December 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 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 a result of
     such negotiations, during the reporting period, the parties entered into a
     Displacement Agreement which allows NPC, for consideration,  to displace a
     portion of its energy purchase obligation under the Power Purchase


<PAGE>



      Agreement.  This is a trial  agreement and is effective only for the month
      of January,  1997.  Following  the trial  period,  the parties will assess
      their  positions  and  determine  whether a long term  agreement  would be
      economically feasible.

      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.
      Oral  arguments  on the appeal are  expected  to be heard in the Spring of
      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.  During  the  reporting  period NCA #1  submitted  additional
      information  regarding SCR operations which had been requested by the EPA.
      NCA #1 is presently awaiting EPA's response.

      On December 11, 1996, NCA #1 made a partnership  distribution  pursuant to
      which Bonneville Nevada received $4,480,000.00.




2.    During December of 1996, the Company received Federal tax refunds totaling
      approximately  $825,000.00  relating to prepetition taxes paid during 1988
      through 1990. The Trustee anticipates additional refunds from state taxing
      authorities sometime in 1997.

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.
ss.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


<PAGE>



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 200 additional claims have been filed since December 16, 1996. The
Trustee is currently in the process of reviewing  each of the claims and expects
to have a preliminary analysis of the claims completed by approximately  January
31, 1997. The  preliminary  analysis will allow the claims to be categorized and
for the Trustee and his attorneys to identify issues created by the claims.  The
Trustee  anticipates  that he will  likely  object to a number of the new claims
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
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). To date the IRS has
not granted the Company's application to change its tax year.

On December 4, 1996,  the Trustee  filed a Motion for Approval of the  Trustee's
Resolution  of  Intercompany  Receivable  and  Payables by which  certain  debts
allegedly due and owing by Bonneville  Pacific  Corporation to its  wholly-owned
subsidiaries  and  certain  obligations  of the  subsidiaries  due and  owing to
Bonneville  Pacific  pre-  petition  would  be  offset  and any net  payable  to
Bonneville  Pacific  would be converted  to equity.  A hearing on the Motion was
held as scheduled on December 20, 1996 at which hearing the Motion was approved;
consequently,  the  Trustee  and the  Company  have now taken all of the actions
necessary to so resolve the intercompany  receivables and payables as authorized
by the Bankruptcy Court.

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 proceeding with preliminary work for 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.



<PAGE>



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.

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>



                               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 January 1997.



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


<PAGE>



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

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



                                     CASH RECONCILIATION



1.  Beginning Cash Balance:                                     $118,389,281.45

2.  Cash Receipts: (See Page 2 of 2)105        2,705,540.98

3.  Cash Disbursements: (See Page 2 of 2)     (1,713,138.88)
                                               -------------

4.  Net Cash Flow:                                                   992,402.10

5.  Ending Cash Balance: (to Form 2-C)                          $119,381,683.55
                                                                ===============



                           CASH ACCOUNT SUMMARY - ENDING BALANCES


         ACCOUNT                     AMOUNT     FINANCIAL INSTITUTION

PAYROLL ACCOUNT                     $981.93      FIRST SECURITY BANK OF UTAH
PAYROLL TAX ACCOUNT                  350.60      KEY BANK OF UTAH
GENERAL CORP CASH              2,130,345.63      KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT    2,094,633.85 (A)  KEY BANK OF UTAH
CHPTR 11 TRUSTEE - CD ACCT    10,838,290.64 (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       18,535.00 (A)  BANK ONE
UNITED STATES TREASURY BILLS  88,629,248.41      BANK ONE
PROCEEDS FROM ASSET SALES          3,978.55 (A)  KEY BANK OF UTAH
KYOCERA MAINTENANCE RESERVE      194,981.94      KEY BANK OF UTAH
                              --------------


                            $119,381,683.55
                             ===============


(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 December 1 - December 31, 1996
- --------------------------------------------------------------------------




                                   CASH RECEIPTS JOURNALS


   BANK ACCOUNT                          TOTAL       PAGE REF

   PAYROLL ACCOUNT                    $40,582.20        A
   PAYROLL TAX ACCOUNT                 20,930.16        B
   GENERAL CORP CASH                3,957,209.64        C
   CHPTR 11 TRUSTEE JOINT ACCT         11,220.24        E
   CHPTR 11 TRUSTEE - CD ACCT               0.00       N/A
   CHPTR 11 TRUSTEE - JNT CD                0.00       N/A
   CHPTR 11 TRUSTEE JOINT ACCT      5,045,731.40        F
   CHPTR 11 TRUSTEE JT SAVINGS     37,969,766.34        G
   UNITED STATES TREASURY BILLS    33,988,219.62        H
   PROCEEDS FROM ASSET SALES               11.03        I
   KYOCERA MAINTENANCE RESERVE         11,890.76        J
                                  ---------------

                                   81,045,561.39
   LESS:  ACCOUNT TRANSFERS       (78,340,020.41)
                                  ---------------
   TOTAL CASH RECEIPTS             $2,705,540.98
                                   ==============




                           CASH DISBURSEMENTS JOURNALS


   BANK ACCOUNT                             TOTAL       PAGE REF

   PAYROLL ACCOUNT                       $40,614.33        A
   PAYROLL TAX ACCOUNT                    20,932.28        B
   GENERAL CORP CASH                   1,719,454.24        D
   CHPTR 11 TRUSTEE JOINT ACCT         2,000,043.29        E
   CHPTR 11 TRUSTEE - CD ACCT                  0.00       N/A
   CHPTR 11 TRUSTEE - JNT CD                   0.00       N/A
   CHPTR 11 TRUSTEE JOINT ACCT                 0.00        F
   CHPTR 11 TRUSTEE JT SAVINGS        38,299,313.05        G
   UNITED STATES TREASURY BILLS       37,968,000.00        H
   PROCEEDS FROM ASSET SALES                   0.00        I
   KYOCERA MAINTENANCE RESERVE             4,802.10        J
                                   -----------------
                                      80,053,159.29
   LESS:  ACCOUNT TRANSFERS          (78,340,020.41)
                                   -----------------
   TOTAL CASH DISBURSEMENTS           $1,713,138.88
                                   =================
                                                                   


<PAGE>




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





                                    CASH RECEIPTS JOURNAL


  DATE     DOC #        PAYOR                  AMOUNT        DESCRIPTION

12/11/96 CK# 6024   BPC - GENERAL            $10,141.83   PAYROLL TRANSFER
12/19/96 CK# 6046   BPC - GENERAL             19,762.06   PAYROLL TRANSFER
12/27/96 CK# 6063   BPC - GENERAL             10,678.31   PAYROLL TRANSFER
                                              ---------

         TOTAL CASH RECEIPTS                 $40,582.20
                                             ==========





                                 CASH DISBURSEMENTS JOURNAL


 DATE      DOC #        PAYEE                  AMOUNT        DESCRIPTION

12/15/96            PAYROLL SUMMARY          $10,141.83
12/19/96            PAYROLL SUMMARY           19,762.06
12/31/96            PAYROLL SUMMARY           10,678.31
12/31/96 BNK STMT   KEY BANK OF UTAH              32.13     SERVICE CHARGE
                                            ------------

           TOTAL CASH DISBURSEMENTS          $40,614.33
                                             ==========

























<PAGE>



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




                                    CASH RECEIPTS JOURNAL


DATE     DOC #        PAYOR              AMOUNT    DESCRIPTION

12/11/96 CK# 6025   BPC - GENERAL      $4,469.76   PR TAX TRANSFER
12/19/96 CK# 6047   BPC - GENERAL      11,995.68   PR TAX TRANSFER
12/27/96 CK# 6064   BPC - GENERAL       4,464.72   PR TAX TRANSFER
                                       ---------
    TOTAL CASH RECEIPTS               $20,930.16
                                      ==========


                                CASH DISBURSEMENTS JOURNAL


 DATE      DOC #       PAYEE                  AMOUNT        DESCRIPTION

12/04/96 CK# 1216   KEY BANK OF UTAH          $169.39   FEDERAL TAX DEPOSIT
12/11/96 CK# 1217   KEY BANK OF UTAH         3,711.04   FEDERAL TAX DEPOSIT
12/19/96 CK# 1219   KEY BANK OF UTAH        10,155.57   FEDERAL TAX DEPOSIT
12/27/96 CK# 1220   KEY BANK OF UTAH         3,511.18   FEDERAL TAX DEPOSIT
12/27/96 CK# 1221   UTAH STATE TAX COMM.     3,382.98   STATE TAX DEPOSIT
12/31/96 BNK STMT   KEY BANK OF UTAH             2.12   SERVICE CHARGE
                                          ------------
         TOTAL CASH DISBURSEMENTS          $20,932.28
                                          ============



























<PAGE>




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






                                    CASH RECEIPTS JOURNAL

<TABLE>
<CAPTION>
DATE      DOC #         PAYEE                           AMOUNT    DESCRIPTION

<S>      <C>        <C>                              <C>          <C>
12/04/96 DS120496   BONNEVILLE PACIFIC SER.          $20,311.73   EXPENSE REIMBURSEMENT
12/04/96 DS120496   C. CAMOZZI                           283.83   INSURANCE REIMBURSEMENT
12/04/96 DS120496   D. GARDINER                          369.00   INSURANCE REIMBURSEMENT
12/04/96 DS120496   WATSONVILLE COGENERATION           7,429.00   EXPENSE REIMBURSEMENT
12/06/96 DS120696   D. CORRADINI & Y. ROSS/FISCORP    34,615.14   SETTLEMENT PAYMENT
12/09/96 DS120996   CHPTR 11 TRUSTEES JOINT ACCT   2,000,000.00   TRANSFER
12/16/96 DS121696   SAN DIEGO GAS & ELECTRIC             749.18   ENERGY REVENUE-KYOCERA
12/19/96 DS121996   BONNEVILLE NEVADA CORP.          951,507.89   SUBSIDIARY DIVIDEND
12/23/96 DS122396   KYOCERA AMERICA                   51,516.64   ENERGY REVENUE-KYOCERA
12/23/96 DS122396   BONNEVILLE FUELS                   8,125.48   EXPENSE REIMBURSEMENT
12/23/96 DS122396   J. MACK                              548.91   INSURANCE REIMBURSEMENT
12/23/96 DS122396   BEUS GILBERT & MORRILL                20.56   EXPENSE REIMBURSEMENT
12/31/96 DS123196   BONNEVILLE PACIFIC SERVICES       43,061.23   EXPENSE REIMBURSEMENT
12/31/96 DS123196   R. HIXSON TRUST                    7,956.38   SETTLEMENT PAYMENT
12/31/96 DS123196   BEUS GILBERT & MORRILL                85.50   EXPENSE REIMBURSEMENT
12/31/96 DS123196   US TREASURY                      183,836.06   INCOME TAX REFUND-1988
12/31/96 DS123196   US TREASURY                      504,810.06   INCOME TAX REFUND-1989
12/31/96 DS123196   US TREASURY                      137,813.74   INCOME TAX REFUND-1990
12/31/96 DS123196   US TREASURY                           11.03   PR TAX REFUND - 3/93
12/31/96 DS123196   US TREASURY                            4.70   PR TAX REFUND - 12/91
12/31/96 BNK STMT   KEY BANK OF UTAH                   4,153.58   INTEREST INCOME
                                                   ------------

                    TOTAL CASH RECEIPTS           $3,957,209.64
                                                  =============
</TABLE>





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




                                   CASH DISBURSEMENTS JOURNAL

<TABLE>
<CAPTION>
 DATE    CHECK #                PAYEE                  AMOUNT     DESCRIPTION
<S>      <C>        <C>                               <C>         <C>  
12/05/96 1006010    50 WEST BROADWAY ASSOC INC        12,413.00   RENT-OFFICE SPACE & PARKING
12/05/96 1006011    AIRBORNE EXPRESS                     315.78   EXPRESS MAIL EXPENSE
12/05/96 1006012    AMPCO SYSTEM PARKING                 591.00   RENT - PARKING
12/05/06 1006013    AUTOMATED OFFICE SYSTEMS I           621.89   OFFICE SUPPLIES & EXPENSE
12/05/96 1006014    BENEFICIAL LIFE INSURANCE            708.90   INSURANCE - LIFE
12/05/96 1006015    BONNEVILLE PACIFIC SERVICE         1,346.54   O&M EXPENSE - KYOCERA
12/05/96 1006016    BPC-KYOCERA MAINT RESERVE         11,195.00   TRANSFER-MAINT RESERVE ACCT
12/05/96 1006017    CBSA-CRP BNFT SRV AMR/SEE         43,039.63   INSURANCE - HEALTH
12/05/96 1006018    FRONTIER COMMUNICATIONS SR           997.02   TELEPHONE EXPENSE
12/05/96 1006019    THE PLANT GALLERY                    139.00   OFFICE SUPPLIES & EXPENSE
12/05/96 1006020    PRINTELLEGENT INC                     63.66   OFFICE SUPPLIES & EXPENSE
12/05/96 1006021    WESTERN TRAVEL INC                   468.00   TRAVEL EXPENSE
12/06/96 1006022    MARCIA CUSTER                         75.00   RENT PARKING
12/06/96 1006023    COLORADO DEPARTMENT OF REV        97,190.00   STATE INCOME TAX & INTEREST
12/11/96 1006024    BONNEVILLE PACIFIC/PAYROLL        10,141.83   TRANSFER - PAYROLL ACCT
12/11/96 1006025    BPC PAYROLL TAX ACCOUNT            4,469.76   TRANSFER - PAYROLL TAX ACCT
12/11/96 1006026    WELLS FARGO BANK                     788.67   401K CONTRIBUTIONS
12/16/96 1006027    ANDERSON FLORAL & GIFTS               53.06   OFFICE SUPPLIES & EXPENSE
12/16/96 1006028    CASH                                 472.93   OFFICE SUPPLIES & EXPENSE
12/16/96 1006029    FLORAL TAPESTRY                      123.11   OFFICE SUPPLIES & EXPENSE
12/16/96 1006030    DEEA L. HOBBS                         16.95   OFFICE SUPPLIES & EXPENSE
12/16/96 1006031    MOUNT OLYMPUS WATER                   23.14   OFFICE SUPPLIES & EXPENSE
12/16/96 1006032    MOUNTAIN STATES OFF PRODUCT           69.33   OFFICE SUPPLIES & EXPENSE
12/16/96 1006033    CLARK MOWER                          266.85   TRAVEL REIMBURSEMENT
12/16/96 1006034    THE PRUDENTIAL                       953.68   INSURANCE - DISABILITY
12/16/96 1006035    PROTEL                                73.26   OFFICE SUPPLIES & EXPENSE
12/16/96 1006036    REDMAN VAN & STORAGE CO IN           497.73   RENT - STORAGE SPACE
12/16/96 1006037    SAN DIEGO GAS & ELECTRIC             101.26   O&M EXPENSE - KYOCERA
12/16/96 1006038    TUSCANY                            1,250.00   EMPLOYEE CHRISTMAS PARTY
12/16/96 1006039    XEROX CORPORATION                    379.35   OFFICE SUPPLIES & EXPENSE
12/16/96 1006040    GENERATOR POWER SYSTEMS IN        13,003.41   O&M EXPENSE - KYOCERA
12/16/96 1006041    KEY BANK                       1,315,000.00   FEDERAL INCOME TAX
12/16/96 1006042    UTAH STATE TAX COMMISSION        115,000.00   STATE INCOME TAX
12/16/96 1006043    FRANCHISE TAX BOARD OF CAL        27,000.00   STATE INCOME TAX
12/17/96 1006044    CUTLERS SANDWICHES & COOKIES          33.00   LUNCHEON MEETING
         1006045    VOID                                          VOID
12/19/96 1006046    BONNEVILLE PACIFIC/PAYROLL        19,762.06   TRANSFER - PAYROLL ACCT
12/19/96 1006047    BPC PAYROLL TAX ACCOUNT           11,995.68   TRANSFER - PAYROLL TAX ACCT
12/27/96 1006048    AIRBORNE EXPRESS                      39.92   EXPRESS MAIL EXPENSE
12/27/96 1006049    AMPCO SYSTEM PARKING                  75.00   RENT - PARKING
12/27/96 1006050    A T & T                              240.71   TELEPHONE EXPENSE
12/27/96 1006051    AUTOMATED OFFICE SYSTEMS I         1,442.51   OFFICE SUPPLIES & EXPENSE
12/27/96 1006052    MARCIA CUSTER                        376.95   EXP RMBRSMNT/CHRISTMAS PARTY

</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>  
12/27/96 1006053    HERITAGE PRODUCTS INC                110.51   OFFICE SUPPLIES AND EXPENSE
12/27/96 1006054    INDEPENDENT POWER REPORT             915.00   DUES & SUBSCRIPTIONS
12/27/96 1006055    MOUNT OLYMPUS WATER                   11.57   OFFICE SUPPLIES & EXPENSE
12/27/96 1006056    PURCHASE POWER PITNEY BOWE         1,009.50   OFFICE SUPPLIES & EXPENSE
12/27/96 1006057    REDMAN VAN & STORAGE CO IN            84.87   RENT - STORAGE SPACE
12/27/96 1006058    SALT LAKE CITY CORPORATION           142.00   FEES & LICENSES
12/27/96 1006059    STEVEN H. STEPANEK                   111.08   TRAVEL REIMBURSEMENT
12/27/96 1006060    TRAVEL ZONE CRUISE ZONE            1,474.00   TRAVEL EXPENSE
12/27/96 1006061    US WEST COMMUNICATIONS               988.50   TELEPHONE EXPENSE
12/27/96 1006062    TODD L. WITWER                       106.82   TRAVEL REIMBURSEMENT
12/27/96 1006063    BONNEVILLE PACIFIC/PAYROLL        10,678.31   TRANSFER - PAYROLL ACCT
12/27/96 1006064    BPC PAYROLL TAX ACCOUNT            4,464.72   TRANSFER - PAYROLL TAX ACCT
12/27/96 1006065    WELLS FARGO BANK                     672.51   401K CONTRIBUTIONS
12/30/96 1006066    BONNEVILLE NEVADA                  5,798.79   EXPENSE REIMBURSEMENT
12/31/96 BANK STMT  KEY BANK                              71.49   BANK SERVICE CHARGE
                                                   ------------
                    TOTAL CASH DISBURSEMENTS      $1,719,454.24
                                                  =============

</TABLE>










<PAGE>





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




                              CASH RECEIPTS JOURNAL


  DATE     DOC #        PAYOR                  AMOUNT        DESCRIPTION

12/31/96 BANK STMT  KEY BANK OF UTAH         $11,220.24      INTEREST INCOME





                           CASH DISBURSEMENTS JOURNAL


 DATE      DOC #          PAYEE                  AMOUNT        DESCRIPTION

12/09/96 DS120996   BONNEVILLE PACIFIC CORP $2,000,000.00 TRNSFR TO GENERAL ACCT
12/31/96 BANK STMT  KEY BANK OF UTAH                43.29 BANK SERVICE CHARGE
                                            --------------
                    TOTAL                   $2,000,043.29
                                            ==============






























<PAGE>




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




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR              AMOUNT       DESCRIPTION

12/26/96 BANK STMT  BONNEVILLE PACIFIC CORP      $5,000,000.00   TRANSFER
12/31/96 BANK STMT  BANK ONE OF UTAH                 45,731.40   INTEREST INCOME
                                                 -------------
                    TOTAL                        $5,045,731.40
                                                 =============





                                   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 December 1 - December 31, 1996
- ----------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR              AMOUNT        DESCRIPTION

12/05/96 BANK STMT  BONNEVILLE PACIFIC CORP   $5,000,000.00  MATURITY OF T-BILL
12/26/96 BANK STMT  BONNEVILLE PACIFIC CORP   32,968,000.00  MATURITY OF T-BILL
12/31/96 BANK STMT  BANK ONE                       1,766.34  INTEREST INCOME
                                             --------------
                    TOTAL                    $37,969,766.34
                                             ==============




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE         AMOUNT        DESCRIPTION

12/05/96 BANK STMT                         $4,999,365.48  TRNSFR-PURCHASE T-BILL
12/26/96 BANK STMT                         28,299,947.57  TRNSFR-PURCHASE T-BILL
12/26/96 BANK STMT                          5,000,000.00  TRANSFER-PURCHASE CD
                                          --------------
                    TOTAL                 $38,299,313.05
                                          ==============





















<PAGE>




                             DEBTOR: BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                  United States Treasury Bills
                            For Period December 1 - December 31, 1996
- ---------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #      PAYOR                  AMOUNT        DESCRIPTION

12/05/96 BANK STMT BONNEVILLE PACIFIC CORP $4,999,365.48 TRNSFR-PURCHASE T-BILL
12/05/96 BANK STMT BANK ONE TRUST              65,000.00 EARNED DISCOUNT T-BILL
12/26/96 BANK STMT BONNEVILLE PACIFIC CORP 28,299,947.57 TRNSFR-PURCHASE T-BILL
12/26/96 BANK STMT BANK ONE TRUST             623,906.57 EARNED DISCOUNT T-BILL
                                          --------------
                    TOTAL                 $33,988,219.62
                                          ==============




                                   CASH DISBURSEMENTS JOURNAL


 DATE      DOC #                 PAYEE         AMOUNT        DESCRIPTION

12/05/96 BANK STMT  BONNEVILLE PACIFIC CORP $5,000,000.00 TRANSFER-MAT OF T-BILL
12/26/96 BANK STMT  BONNEVILLE PACIFIC CORP 32,968,000.00 TRANSFER-MAT OF T-BILL
                                           --------------
                    TOTAL                  $37,968,000.00
                                           ==============





























<PAGE>






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




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #       PAYOR                  AMOUNT        DESCRIPTION

12/31/96 BANK STMT  KEY BANK OF UTAH          $11.03        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 December 1 - December 31, 1996
- ---------------------------------------------------------------------------




                                      CASH RECEIPTS JOURNAL


  DATE     DOC #                 PAYOR             AMOUNT       DESCRIPTION

12/02/96 CK# 6016   BONNEVILLE PACIFIC CORP      $11,195.00     TRANSFER
12/31/96 BNK STMT   KEY BANK OF UTAH                 695.76     INTEREST INCOME
                                                 ----------

                    TOTAL CASH RECEIPTS          $11,890.76
                                                 ==========
    


                                   CASH DISBURSEMENTS JOURNAL


  DATE     DOC #                 PAYEE           AMOUNT     DESCRIPTION

12/31/96 CK# 1025   GENERATOR POWER SYSTEMS    $4,802.10    O&M EXPENSE-KYOCERA




































<PAGE>



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

<TABLE>
<CAPTION>
ASSETS
<S>                                                      <C>                  <C>

Current Assets:
    Cash                                                 $119,381,684
    Accounts receivable - trade                                21,284
    Accounts receivable - settlements (Note 4)             10,300,000
    Accounts receivable - affiliates                          236,333
    Prepaid Insurance                                          42,068
    Accrued interest receivable                             1,053,135
                                                         ------------
    Total current assets                                                      $131,034,504
Fixed Assets:
    Land                                                      198,424
    Equipment, furniture and fixtures                       3,748,302
                                                          -----------
    Total fixed assets                                      3,946,726
    Less:  Accumulated depreciation                        (3,036,056)
                                                          -----------
    Net fixed assets                                                               910,670
Other Assets:
    Investment in and advances to subsidiaries
     and partnership                                       28,035,953
    Other assets                                                1,820
                                                          -----------
      Total other assets                                                        28,037,773
                                                                              ------------
TOTAL ASSETS                                                                  $159,982,947
                                                                              ============
LIABILITIES
Post-petition liabilities:
    Accounts payable - trade                             $    136,357
    Accounts payable - professional fees
      and costs (Note 4)                                    4,325,964
    Accrued income taxes payable (Note 5)                       5,655
    Taxes payable                                              93,114
    Accrued interest                                                0
                                                         ------------
    Total post-petition liabilities                                           $  4,561,090
Pre-petition liabilities:
    Priority claims                                            61,186
    Secured debt                                                    0
    Unsecured debt  (Notes 1 and 3)                        99,707,241
                                                         ------------
Total pre-petition liabilities                                                  99,768,427
                                                                               -----------
TOTAL LIABILITIES                                                              104,329,517

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                                          (7,290,188)
                                                          ------------
TOTAL OWNERS' EQUITY (Notes 1 and 3)                                            55,653,430
                                                                              ------------
TOTAL LIABILITIES AND OWNERS' EQUITY                                          $159,982,947
                                                                              ============


</TABLE>
                                                                           
<PAGE>




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

<S>                                                   <C>              <C>   
Gross operating revenue                               $ 101,271
Less discount, returns and allowances                         0
                                                      ---------
  Net operating revenue                                                $   101,271

 Cost of goods sold                                                       (293,986)
                                                                       ------------
  Gross profit                                                            (192,715)

Operating expenses:
  Salaries and wages                                      60,898
  Rent and leases                                         12,263
  Payroll taxes                                            2,795
  Insurance                                                3,178
  Other                                                  130,750
                                                      ----------
  Total operating expenses                                                (209,884)
                                                                        -----------

  Operating income (loss)                                                 (402,599)
Legal and professional fees and costs
  (Note 4)                                             2,154,978
Interest expense                                               0
                                                       ---------
  Total                                                                 (2,154,978)
                                                                        -----------
  Net operating income (loss)                                           (2,557,577)

Non-operating income and (expenses):
  Interest income                                        588,241
  Other income                                           859,903
 Gain on settlement of claims                          6,042,572
  Equity in earnings (losses) of subsidiaries
   and partnerships (Note 2)                           1,292,949
                                                      ----------
     Net non-operating income or (expenses)                              8,783,665
                                                      ----------------------------

     Net income (loss) before income taxes                               6,226,088

     Provision for income taxes (Note 5)                                   290,000
                                                                       -----------

     NET INCOME (LOSS)                                                 $ 5,936,088
                                                                       ===========
</TABLE>









<PAGE>



                    DEBTOR: BONNEVILLE PACIFIC CORPORATION
                              Case No. 91A-27701
                     General Notes to Financial Statements
                  For Period December 1 to December 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              $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 December 1 to December 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 December 31, 1996 and are reflected on the December
      31, 1996 Financial Statements.

5.    As of April  30,  1996,  Bonneville  and  Subsidiaries  had  approximately
      $150,000,000 in federal net operating loss carryforwards and approximately
      $140,000,000  in alternative  minimum tax loss  carryforwards  for Federal
      Income  Tax  purposes.  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  $2,440,000  alternative minimum tax liability and
      an estimated  $330,000 state tax liability  resulting from  operations and
      the receipt of proceeds from settlements.


















                                                                      
                                                                   



<PAGE>




                                 BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                             Taxes Payable Schedule (Post-Petition)
                           For Period December 1 to December 31, 1996
- -------------------------------------------------------------------------

<TABLE>
<CAPTION>
                               Beginning                                       Payments       Date    Check        Ending
                                Balance      Adjustments      Additions        Deposits       Paid    Numb.       Balance

<S>                           <C>            <C>              <C>              <C>          <C>       <C>         <C>

Income tax withheld:
     Federal                  $    0.00      $                $(12,127.19)     $2,214.20    12/11/96  1217        $   0.00
                                                                                7,640.09    12/19/96  1219
                                                                                2,272.90    12/27/96  1220

     State                         0.00                        (3,382.98)       3,382.98    12/27/96  1221            0.00

FICA tax withheld                  0.00                        (2,625.30)         748.42    12/11/96  1217
                                                                                1,257.74    12/19/96  1219            0.00
                                                                                  619.14    12/27/96  1220

Employer's FICA tax                0.00                        (2,794.69)         169.39    12/04/96  1216
                                                                                  748.42    12/11/96  1217            0.00
                                                                                1,257.74    12/19/96  1219
                                                                                  619.14    12/27/96  1220

Unemployment tax:
     Federal                       0.00                                                                               0.00
     State                         0.00

Sales, use & excise taxes          0.00                                                                               0.00
Property taxes                (90,897.00)                       (2,217.00)                                      (93,114.00)

Accrued income tax:
     Federal               (1,349,399.00)    318,743.00       (290,000.00)  1,315,000.00                         (5,656.00)
     State                    176,743.00    (318,743.00)                      115,000.00   12/16/96   1006042         0.00
                                                                               27,000.00   12/16/96   1006043         0.00

Delaware franchise tax              0.00                                                                              0.00

Employee withholding                0.00                       (1,461.18)        788.67    12/11/96   1006026         0.00
                                                                                  672.51   12/27/96   1006065
                           --------------    -----------   -------------   -------------                        -----------   
TOTALS                     $(1,263,553.00)   $     0.00     $(314,608.34)  $1,479,391.34                    $   (98,770.00)
                           ==============    ============   ============   =============                     ==============

</TABLE>

<PAGE>



                             9EBTOR:  BONNEVILLE PACIFIC CORPORATION
                                       Case No. 91A-27701
                                       Insurance Schedule
                           For Period December 1 to December 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)               12/31/96


   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.

</TABLE>


<PAGE>



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

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



                                            Non-Affiliate
                                              Accounts           Accounts
                                             Receivable           Payable

Under 30 days                               $10,321,284         $ 4,185,407
30 to 60 days                                         0                   0
61 to 90 days                                         0                   0
Over 90 days                                          0             276,914
                                            -----------         -----------

Total post-petition                          10,321,284           4,462,321

Pre-petition amounts                                  0           3,534,788
                                            -----------         -----------

Total accounts receivable                   $10,321,284
                                            ===========
Total accounts payable                                          $ 7,997,109
                                                                ===========



                                             Affiliate
                                              Accounts
                                             Receivable

Under 30 days                               $     4,932
30 to 60 days                                     5,963
61 to 90 days                                         0
Over 90 days                                    225,438
                                            -----------

Total post-petition affiliate
 accounts receivable                        $   236,333
                                            ===========


(*)     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 December 1 to December 31, 1996

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


                                                   Date of
                                                    Court     Estimated
                                     Amount Paid   Approval   Balance Due

Counsel for Unsecured
     Creditors' Committee                $0                   $139,487
Court Appointed Trustee                   0                     39,050  (1)
Trustee's Counsel                         0                    129,157  (1)
Trustee's Accountants                     0                     60,082
Trustee's Special Plan Counsel            0                    160,000
Special Litigation Counsel for
     Trustee - Costs                      0                    266,335
     Trustee - Fees                       0                  3,399,000  (2)
Buccino and Associates                    0                     132,85  (3)


     Total                      $         0                 $4,325,964
                               ========================================



(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



<PAGE>



       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 December 1 to December 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
                                      Year End Bonus           16,500.00
                                      Expense Reimbursement               266.85

































<PAGE>




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

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

</TABLE>


<PAGE>


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


<PAGE>


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