1 EXHIBIT (99)c SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 _______________ FORM 11-K _______________ [X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1994 OR [ ] Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to ____________ Commission file number 1-5152 A. Full title of the plan and the address of the plan if different from that of the issuer named below: UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: PACIFICORP 700 N.E. MULTNOMAH, SUITE 1600 PORTLAND, OREGON 97232-4116 2 REQUIRED INFORMATION Page No. ________ 1. Independent Auditors' Report 3-4 2. Statements of Net Assets Available for Benefits at December 31, 1994 and 1993 5-6 3. Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1994 and 1993 7-8 4. Notes to Financial Statements 9-16 5. Supplemental Schedules as of December 31, 1994 and for the year then ended: Item 30a - Schedule of Assets Held for Investment Purposes 17 Item 30d - Schedule of Reportable Transactions 18 * * * * * * The following supplemental schedules required to be included with financial statements in connection with Form 5500 filed with the Department of Labor are not included herein because of the absence of conditions under which they are required: Item 30b - Schedule of Loans or Fixed Income Obligations Item 30c - Schedule of Leases in Default or Classified as Uncollectible Item 30e and f - Schedule of Nonexempt Transactions 3 INDEPENDENT AUDITORS' REPORT ____________________________ Utah Power & Light Company Employee Savings and Stock Purchase Plan of PacifiCorp: We have audited the accompanying statements of net assets available for benefits of the Utah Power & Light Company Employee Savings and Stock Purchase Plan of PacifiCorp (the Plan) as of December 31, 1994 and 1993, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1994 and 1993, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules, listed in the table of contents, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information by fund in the statements of net 4 assets available for benefits and the statements of changes in net assets available for benefits is presented for the purpose of additional analysis rather than to present the net assets available for benefits and changes in the net assets available for benefits of the individual funds. The supplemental schedules and supplemental information by fund are the responsibility of the Plan's management. Such supplemental schedules and supplemental information by fund have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE LLP Salt Lake City, Utah April 14, 1995 5 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS (WITH SUPPLEMENTAL INFORMATION BY FUND) DECEMBER 31, 1994 SUPPLEMENTAL INFORMATION BY FUND __________________________________________________________________________ ASSETS TOTAL BASIC FUND I FUND II FUND III FUND IV LOAN ______ ____________ ___________ __________ __________ __________ ___________ __________ INVESTMENTS (stated at fair value) (Notes 1, 2, and 3): PacifiCorp common stock....... $ 94,474,585 $85,495,057 $8,979,528 $ - $ - $ - $ - Other......................... 17,328,930 - - 6,309,953 5,468,470 550,031 5,000,476 ____________ ___________ __________ __________ __________ _________ __________ Total Investments.. 111,803,515 85,495,057 8,979,528 6,309,953 5,468,470 550,031 5,000,476 RECEIVABLES - Contributions..... 30,308 20,999 925 1,855 6,239 290 - CASH............................ 900 2,550 52 141 (1,884) 41 - ____________ ___________ __________ __________ __________ _________ __________ Total Assets....... 111,834,723 85,518,606 8,980,505 6,311,949 5,472,825 550,362 5,000,476 ____________ ___________ __________ __________ __________ _________ __________ LIABILITIES ___________ MANAGEMENT FEES PAYABLE......... 14,863 - - 13,671 - 1,192 - ____________ ___________ __________ __________ __________ _________ __________ Total Liabilities.. 14,863 - - 13,671 - 1,192 - ____________ ___________ __________ __________ __________ _________ __________ NET ASSETS AVAILABLE FOR BENEFITS.................... $111,819,860 $85,518,606 $8,980,505 $6,298,278 $5,472,825 $ 549,170 $5,000,476 ____________ ___________ __________ __________ __________ _________ __________ ____________ ___________ __________ __________ __________ _________ __________ <FN> See Notes to Financial Statements </FN> 6 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS (WITH SUPPLEMENTAL INFORMATION BY FUND) DECEMBER 31, 1993 SUPPLEMENTAL INFORMATION BY FUND ___________________________________________________________________________ ASSETS TOTAL BASIC FUND I FUND II FUND III FUND IV LOAN ______ ___________ ___________ ___________ __________ __________ __________ ___________ INVESTMENTS (stated at fair value) (Notes 1, 2 and 3): PacifiCorp common stock....... $ 88,873,631 $80,333,288 $8,540,343 $ - $ - $ - $ - Other......................... 15,921,077 - - 5,787,341 5,026,256 354,191 4,753,289 ____________ ___________ __________ __________ __________ __________ __________ Total Investments.. 104,794,708 80,333,288 8,540,343 5,787,341 5,026,256 354,191 4,753,289 RECEIVABLES - Contributions..... 24,044 20,678 2,213 683 459 11 - CASH............................ 877 773 86 8 8 2 - ____________ ___________ __________ __________ __________ __________ __________ Total Assets....... 104,819,629 80,354,739 8,542,642 5,788,032 5,026,723 354,204 4,753,289 ____________ ___________ __________ __________ __________ __________ __________ LIABILITIES ___________ MANAGEMENT FEES PAYABLE......... 13,516 - - 12,736 - 780 - ___________ ___________ __________ __________ __________ _________ __________ Total Liabilities.. 13,516 - - 12,736 - 780 - ___________ ___________ __________ __________ __________ __________ __________ NET ASSETS AVAILABLE FOR BENEFITS.................... $104,806,113 $80,354,739 $8,542,642 $5,775,296 $5,026,723 $ 353,424 $4,753,289 ___________ ___________ __________ __________ __________ __________ __________ ___________ ___________ __________ __________ __________ __________ __________ <FN> See Notes to Financial Statements </FN> 7 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (WITH SUPPLEMENTAL INFORMATION BY FUND) FOR THE YEAR ENDED DECEMBER 31, 1994 SUPPLEMENTAL INFORMATION BY FUND _________________________________________________________________________ TOTAL BASIC FUND I FUND II FUND III FUND IV LOAN ____________ ___________ __________ __________ __________ ____________ __________ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment Income (Loss)(Notes 2 and 3): Cash Dividends on common stock of PacifiCorp......... $ 5,210,831 $ 4,712,462 $ 498,369 $ - $ - $ - $ - Interest and Other Income.... 768,328 11,597 1,080 - 370,938 - 384,713 Net Appreciation (Depreciation) in Fair Value of Investments (4,874,118) (4,489,584) (468,695) 83,467 - 694 - ____________ ___________ __________ __________ __________ __________ _________ Total Investment Income................ 1,105,041 234,475 30,754 83,467 370,938 694 384,713 ____________ ___________ __________ __________ __________ __________ _________ Contributions (Note 1): Participating Employees...... 6,160,174 4,291,180 797,046 583,781 325,926 162,241 - Company...................... 3,647,503 3,647,503 - - - - - ____________ ___________ __________ __________ __________ __________ _________ Total Contributions.... 9,807,677 7,938,683 797,046 583,781 325,926 162,241 - ____________ ___________ __________ __________ __________ __________ _________ Fund Transfers - Net........... - - (96,594) 146,211 (88,386) 38,769 - Loans - Net (Notes 1 and 2).... - 210,283 (12,836) (71,140) (29,583) 10,339 (107,063) ____________ ___________ __________ __________ __________ __________ _________ Total Additions........ 10,912,718 8,383,441 718,370 742,319 578,895 212,043 277,650 ____________ ___________ __________ __________ __________ __________ _________ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Participant Withdrawals (Notes 2 and 4)................ 3,566,519 3,018,170 259,870 160,545 116,345 11,589 - Transfer to PacifiCorp K Plus (Note 1)....................... 275,609 201,404 20,637 6,092 16,448 565 30,463 Administrative Expenses (Note 1) 56,843 - - 52,700 - 4,143 - ____________ ___________ __________ __________ __________ __________ _________ Total Deductions....... 3,898,971 3,219,574 280,507 219,337 132,793 16,297 30,463 ____________ ___________ __________ __________ __________ __________ _________ NET INCREASE .................... 7,013,747 5,163,867 437,863 522,982 446,102 195,746 247,187 NET ASSETS AVAILABLE FOR BENEFITS, JANUARY 1............. 104,806,113 80,354,739 8,542,642 5,775,296 5,026,723 353,424 4,753,289 ____________ ___________ __________ __________ __________ __________ _________ NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31........... $111,819,860 $85,518,606 $8,980,505 $6,298,278 $5,472,825 $ 549,170 $5,000,476 ____________ ___________ __________ __________ __________ __________ _________ ____________ ___________ __________ __________ __________ __________ _________ <FN> See Notes to Financial Statements </FN> 8 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (WITH SUPPLEMENTAL INFORMATION BY FUND) FOR THE YEAR ENDED DECEMBER 31, 1993 SUPPLEMENTAL INFORMATION BY FUND _______________________________________________________________________ TOTAL BASIC FUND I FUND II FUND III FUND IV LOAN ____________ ___________ __________ __________ __________ __________ __________ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment Income(Loss)(Notes 2 and 3): Cash Dividends on common stock of PacifiCorp......... $ 5,140,857 $ 4,642,087 $ 498,770 $ - $ - $ - $ - Interest and Other Income.... 757,799 5,029 539 - 351,399 - 400,832 Net Appreciation(Depreciation) in Fair Value of Investments (868,182) (1,511,850) (176,229) 785,457 - 34,440 - ____________ ___________ __________ __________ __________ __________ __________ Total Investment Income............... 5,030,474 3,135,266 323,080 785,457 351,399 34,440 400,832 ____________ ___________ __________ __________ __________ __________ __________ Contributions (Note 1): Participating Employees...... 5,883,435 4,080,132 856,009 470,204 365,825 111,265 - Company...................... 3,468,112 3,468,112 - - - - - ____________ ___________ __________ __________ __________ __________ __________ Total Contributions.... 9,351,547 7,548,244 856,009 470,204 365,825 111,265 - ____________ ___________ __________ __________ __________ __________ __________ Fund Transfers - Net........... - - (26,017) 49,173 (84,268) 61,112 - Loans - Net (Notes 1 and 2).... - 477,898 (61,335) 12,125) (36,689) 1,989 (393,988) ____________ ___________ __________ __________ __________ __________ __________ Total Additions........ 14,382,021 11,161,408 1,091,737 1,316,959 596,267 208,806 6,844 ____________ ___________ __________ __________ __________ __________ __________ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Participant Withdrawals (Notes 2 and 4)............... 3,761,649 3,034,425 339,434 201,858 181,169 4,763 - Transfer to PacifiCorp K Plus Plan (Note 1)................. 540,402 373,044 62,052 64,006 20,945 - 20,355 Administrative Expenses (Note 1) 51,334 - - 48,694 - 2,640 - ____________ ___________ __________ __________ __________ __________ __________ Total Deductions....... 4,353,385 3,407,469 401,486 314,558 202,114 7,403 20,355 ____________ ___________ __________ __________ __________ __________ __________ NET INCREASE (DECREASE).......... 10,028,636 7,753,939 690,251 1,002,401 394,153 201,403 (13,511) NET ASSETS AVAILABLE FOR BENEFITS, JANUARY 1............. 94,777,477 72,600,800 7,852,391 4,772,895 4,632,570 152,021 4,766,800 ____________ ___________ __________ __________ __________ __________ __________ NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31........... $104,806,113 $80,354,739 $8,542,642 $5,775,296 $5,026,723 $ 353,424 $4,753,289 ____________ ___________ __________ __________ __________ __________ __________ ____________ ___________ __________ __________ __________ __________ __________ <FN> See Notes to Financial Statements </FN> 9 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP NOTES TO FINANCIAL STATEMENTS 1. DESCRIPTION OF THE PLAN General _______ The Utah Power & Light Company Employee Savings and Stock Purchase Plan of PacifiCorp (the Plan) is a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code and is exempt from Federal income taxes. The employee's tax liability is deferred until the employee receives distributions from the Plan. This deferral applies to the income of the Plan, the contributions of PacifiCorp (the Company) and the before-tax contributions of the employee. The Plan complies with the requirements of the Employee Retirement Income Security Act of 1974, as amended. The Plan permits participants, at their election, to make supplemental, tax-deferred contributions to one or more of the separate investment funds as permitted by Section 401(k) of the Internal Revenue Code. Each participant's annual combined tax-deferred contributions to the Plan may not exceed $9,240 for 1995 and 1994, as permitted by the Internal Revenue Service regulations. The Plan also permits participants to borrow from their before-tax employee contribution accounts and the Company matching portion of the participant's before-tax accounts. The Plan Committee approves all loans and determines related interest rates. Payroll deductions are required to repay the loans which must be repaid within five years, except in the case of loans used to acquire or construct a principal residence, which loans may be repaid over a period not to exceed twenty years. Loans must be repaid in full at the time of retirement or termination. The Plan has received determination letters from the Internal Revenue Service stating the Plan is a qualified employee benefit plan. The date of the most recent of such letters is February 25, 1994. The cost of administration of the Plan is paid by both the Plan and the Company. 10 1. DESCRIPTION OF THE PLAN (Continued) Eligibility ___________ All bargaining unit Company employees represented by IBEW Local 57 who complete one year of service (defined as a 12-month period within which an employee has completed not less than 1,000 hours of service) may participate in the Plan. For employees who are transferred to IBEW Local 57, prior service with PacifiCorp or any other PacifiCorp division, subsidiary, or affiliate shall be included for determining eligibility for participation. As of December 31, 1994 and 1993, there were 2,393 and 2,432 employees and 319 and 335 former employees participating in the Plan for a total of 2,712 and 2,767, respectively. Non-bargaining unit employees and Utah Power bargaining unit employees who transfer from IBEW Local 57 to other PacifiCorp bargaining units or non- bargaining unit positions will have their accounts in the Plan transferred to the PacifiCorp K Plus Employee Savings and Stock Ownership Plan (the PacifiCorp K Plus Plan). During the year ended December 31, 1994 and 1993, there were 14 and 21 employees, respectively, that were transferred to the PacifiCorp K Plus Plan. Fund Participation __________________ The number of participants in each fund at December 31, 1994 was as follows: Basic Fund 2,712 Supplemental: Fund I - Company Stock Fund 678 Fund II - Equity Investment Fund 528 Fund III - Fixed Income Investment Fund 378 Fund IV - Balanced Fund 183 Loan Fund 887 Employees may participate in one or more Supplemental funds in addition to the Basic Fund. Investment Policy _________________ Under provisions of the Plan, the Basic Fund and Fund I are invested in common stock of PacifiCorp, Fund II is invested in the Columbia Trust Company Common Stock Investment Fund, Fund III is invested in guaranteed investment contracts, Fund IV is invested in the Columbia Trust Company Balanced Investment Fund, and the Loan Fund is invested in loans to participants. 11 1. DESCRIPTION OF THE PLAN (Continued) Funding _______ The source of funding for the basic portion of the Plan is employee contributions from 1% to 6% of employees' regular earnings and the Company matching contributions which are equal to 85% of employee contributions. The source of funding for the supplemental portion of the Plan is additional employee contributions from 1% to 10% of employees' regular earnings. The Company collects all employee contributions and transmits them, together with the Company contributions, to the Trustee. All such contributions and all other cash and stock received under the Plan by the Trustee are held in the trust for the exclusive benefit of the Plan participants. Vesting _______ All contributions and earnings vest immediately. Termination Priorities ______________________ In the event the Plan is terminated, the trust is to continue until all of the assets in the trust have been distributed to participants or their beneficiaries in accordance with the terms of the Plan in effect at the time of its termination. No part of the vested trust assets is to revert to or be recovered by the Company or be used for, or diverted to, any purpose other than for the exclusive benefit of participants and their beneficiaries. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation _____________________ The Plan financial statements are prepared in accordance with generally accepted accounting principles. The accounting practices and policies are consistent with those prescribed or permitted by the Department of Labor. 12 2. SUMMARY OF SIGNIFICANT ACOUNTING POLICIES (Continued) Investments ___________ The investment in the Company's common stock (Basic and Fund I) is stated at fair value based on published market quotations at year end. Dividends from the common stock are accrued on the date the shares trade without dividend rights. The investment in Fund II is stated at fair value based on the number of units of the Columbia Trust Company Common Stock Investment Fund held by the Plan and the fair value of such units at year end. The unit value is adjusted to reflect the value of dividends received on shares of stock held by the fund. The investment in Fund III is placed in guaranteed investment contracts and is stated at cost which approximates fair value. The investment in Fund IV is comprised of common stocks, bonds, and money market investments, and is stated at fair value based on the number of units of the Columbia Trust Company Balanced Investment Fund held by the Plan and the fair value of such units at year end. The unit value is adjusted to reflect the value of dividends received on shares of stock held by the fund. The investment in loans to participants (Loan Fund) is stated at the uncollected principal balances of the loans which approximates fair value. The temporary investment is carried at cost which approximates fair value. Changes in fair value of investments during each year are shown as net appreciation or depreciation in fair value of investments in the statements of changes in net assets available for benefits. Investment transactions are recorded on a trade date basis. 13 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Plan Withdrawals ________________ Participants' withdrawals from Basic and Fund I are distributed in shares of the Company's common stock and are stated at the carrying value of the stock which approximates the fair value as of the most recent quarter end. Generally accepted accounting principles provide that liabilities for amounts payable to participants who have elected to withdraw from the Plan should not be recorded until paid. Accordingly, the liability due to participating employees who have elected to withdraw are not accrued (see Note 4). Participants' Accounts ______________________ Investments in the Company's common stock were allocated to participants' accounts based upon original cost. Net appreciation (depreciation) in fair value of all funds is allocated to participants' accounts quarterly. 14 3. INVESTMENTS Information with respect to the Plan's investments at December 31, 1994 and 1993 are as follows: Number of Fair Investments Shares/Units Value ___________ ____________ ______ 1994 ____ PacifiCorp common stock 5,212,391 $ 94,474,585 ____________ Other: Columbia Trust Company Common Stock Investment Fund 735,132 6,309,953 Provident Life Insurance Company Guaranteed Investment Contract 1,554,068 1,554,067 Allstate Life Insurance Company Guaranteed Investment Contract 1,788,558 1,788,558 Metropolitan Insurance Company Guaranteed Investment Contract 1,542,572 1,542,572 U. S. Trust Company Guaranteed Investment Contract 583,273 583,273 Columbia Trust Company Balanced Investment Fund 85,106 550,031 Loans to participants and related interest, fixed interest rates at prime plus 1% ranging from 7.0% to 12.5% with maturity dates up to 20 years, collateralized by participants' account balances 5,000,476 5,000,476 ____________ Total Other 17,328,930 ____________ TOTAL $111,803,515 ____________ ____________ 15 3. INVESTMENTS (Continued) Number of Fair Investments Shares/Units Value ___________ ____________ ______ 1993 ____ PacifiCorp common stock 4,616,812 $ 88,873,631 ____________ Other: Columbia Trust Company Common Stock Investment Fund 683,808 5,787,341 Provident Life Insurance Company Guaranteed Investment Contract 1,509,353 1,509,353 Allstate Life Insurance Company Guaranteed Investment Contract 1,687,639 1,687,639 Metropolitan Insurance Company Guaranteed Investment Contract 1,484,033 1,484,033 First Interstate Bank of Utah, N.A. Temporary Investment Fund, Class B, No. 2 Account (9194) 345,231 345,231 Columbia Trust Company Balanced Investment Fund 54,877 354,191 Loans to participants and related interest, fixed interest rates at prime plus 1% ranging from 7.0% to 12.5% with maturity dates up to 20 years, collateralized by participants' account balances 4,753,289 4,753,289 ____________ Total Other 15,921,077 ____________ TOTAL $104,794,708 ____________ ____________ 16 3. INVESTMENTS (Continued) During the year ended December 31, 1994 and 1993, the Plan's investments (including investments bought, sold, and held during the year) appreciated (depreciated) in value as follows: 1994 1993 ____ ____ Investments ___________ PacifiCorp common stock $(4,958,279) $(1,688,079) Columbia Trust Company: Common Stock Investment Fund 83,467 785,457 Balanced Investment Fund 694 34,440 ___________ ____________ Net appreciation (depreciation) in fair value $(4,874,118) $ (868,182) ___________ ____________ ___________ ____________ 4. WITHDRAWALS In accordance with generally accepted accounting principles, the liability due to participating employees who have elected to withdraw from the Plan was not accrued on the Plan's statement of net assets available for benefits at December 31, 1994 and 1993. Participant withdrawals included in the 1994 and 1993 financial statements differ from total participant withdrawals shown on the Form 5500 for 1994 and 1993 reported to the Department of Labor as follows: Total Basic Fund I Fund II Fund III Fund IV _____ _____ ______ _______ ________ _______ 1994 ____ Participants withdrawals shown on the 1994 statement of changes in net assets available for benefits $3,566,519 $3,018,170 $259,870 $160,545 $116,345 $11,589 Less: Liability due to participating employees at December 31, 1993 (1,020,172) (812,866) (80,311) (78,350) (48,645) - Liability due to partici- pating employees at December 31, 1994 258,359 214,891 18,514 3,446 21,508 - __________ __________ ________ ________ ________ _______ Total participant withdrawals shown on the Form 5500 $2,804,706 $2,420,195 $198,073 $ 85,640 $ 89,209 $11,589 __________ __________ ________ ________ ________ _______ __________ __________ ________ ________ ________ _______ Total Basic Fund I Fund II Fund III Fund IV _____ _____ ______ _______ ________ _______ 1993 ____ Participants withdrawals shown on the 1993 statement of changes in net assets available for benefits $3,761,649 $3,034,425 $339,434 $201,858 $181,169 $4,763 Liability due to partici- pating employees at December 31, 1993 1,020,172 812,866 80,311 78,350 48,645 - __________ __________ ________ ________ ________ ______ Total participant withdrawals shown on the Form 5500 $4,781,821 $3,847,291 $419,745 $280,208 $229,814 $4,763 __________ __________ ________ ________ ________ ______ __________ __________ ________ ________ ________ ______ 17 UTAH POWER & LIGHT EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP SUPPLEMENTAL SCHEDULE ITEM 30A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1994 Number of Historical Current Units/ Cost of Value Description Shares Asset of Asset ___________ __________ __________ ________ PacifiCorp (Party in interest) common stock 5,212,391 $ 94,003,649 $ 94,474,585 ____________ ____________ Other: Columbia Trust Company Common Stock Investment Fund 735,132 3,366,823 6,309,953 Provident Life Insurance Company Guaranteed Investment Contract 1,554,068 1,554,068 1,554,067 Allstate Life Insurance Company Guaranteed Investment Contract 1,788,558 1,788,558 1,788,558 Metropolitan Insurance Company Guaranteed Investment Contract 1,542,572 1,542,572 1,542,572 U. S. Trust Company Guaranteed Investment Contract 583,273 583,273 583,273 Columbia Trust Company Balanced Investment Fund 85,106 506,669 550,031 Loans to participants and related interest, fixed interest rates at prime plus 1% ranging from 7.0% to 12.5% with maturity dates up to 20 years, collateralized by participants' account balances 5,000,476 5,000,476 5,000,476 ____________ ____________ Total Other 14,342,439 17,328,930 ____________ ____________ TOTAL $108,346,088 $111,803,515 ____________ ____________ ____________ ____________ 18 UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP SUPPLEMENTAL SCHEDULE ITEM 30D - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1994 SERIES REPORTABLE TRANSACTIONS ______________________________ Expenses Current Number Number Incurred Value of of of with Asset on Gain Asset Trans- Units/ Purchase Selling Trans- Cost of Sales or or Description actions Shares Price Price actions Asset Transfer Date (Loss) ___________ _______ ______ ________ _______ _______ ______ _____________ ______ PacifiCorp (Party in interest) common stock: Purchases 86 893,871 $15,686,885 N/A N/A N/A N/A N/A Distributions to participants 28 160,993 N/A $2,840,310 N/A $2,840,310 $2,840,310 NONE SINGLE REPORTABLE TRANSACTION _____________________________ None 19 SIGNATURE The Plan. Pursuant to the requirements of the Securities Exchange Act of ________ 1934, the Employee Savings and Stock Purchase Plan Committee, which administers the Plan, has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. (REGISTRANT) UTAH POWER & LIGHT COMPANY EMPLOYEE SAVINGS AND STOCK PURCHASE PLAN OF PACIFICORP BY (SIGNATURE) /s/ H. Arnold Wagner (NAME AND TITLE) H. ARNOLD WAGNER Plan Committee Member DATE April 14, 1995