CERTIFICATE OF TRUST

                                       OF

                             CASCADE CAPITAL TRUST I


         This Certificate of Trust of Cascade Capital Trust I (the "Trust"),  is
being  duly  executed  and filed by the  undersigned  trustee to form a business
trust under the Delaware  Business  Trust Act (12 Del. C. ss. 3801 et seq.) (the
"Act").

         (a) Name.  The name of the  business  trust  formed  hereby is  Cascade
Capital Trust I.

         (b) Delaware  Trustee.  The name and business address of the trustee of
the Trust in the State of Delaware is Wilmington  Trust  Company,  Rodney Square
North,  1100 N.  Market  Street,  Wilmington,  Delaware  19890-0001,  Attention:
Corporate Trust Administration.

         IN WITNESS  WHEREOF,  the undersigned has executed this  Certificate of
Trust in accordance with Section 3811 of the Act.

                                       WILMINGTON TRUST COMPANY, not in its
                                       individual capacity but solely as Trustee



                                       By:      /s/ Donald G. MacKlean
                                             ----------------------------------
                                       Name:  Donald G. MacKlean
                                       Title: Vice President