EXHIBIT 99.450



DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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                               DESERT STAR, INC.





                                   APPENDIX A:
                              CONGESTION MANAGEMENT


                                  10/1/00 DRAFT














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                                TABLE OF CONTENTS


<Table>
                                                                                                           
A.1       CONGESTION MANAGEMENT, CONGESTION ZONES, FTR INTERFACES AND SCHEDULING POINTS .........................  1
A.1.1     INTRODUCTION ..........................................................................................  1
A.1.2     NATURE OF TRANSMISSION SERVICE FOR USE OF FTR INTERFACES AND SCHEDULING POINTS ........................  2
A.1.3     ELIGIBILITY FOR TRANSMISSION SERVICE FOR USE OF FTR INTERFACES AND SCHEDULING POINTS ..................  2
A.1.4     CONGESTION MANAGEMENT .................................................................................  2
A.1.5     FTR INTERFACES AND SCHEDULING POINTS ..................................................................  3
A.1.5.1   Initial FTR Interfaces and Scheduling Points ..........................................................  3
A.1.5.2   Changes to Existing FTR Interfaces and Scheduling Points ..............................................  3
A.2       DSTAR MANAGEMENT OF INTRA-ZONAL CONGESTION ............................................................  4
A.2.1     INTRA-ZONAL CONGESTION IN THE DAY-AHEAD SCHEDULING PROCESS ............................................  4
A.2.2     INTRA-ZONAL CONGESTION IN THE SCHEDULE ADJUSTMENT PROCESS .............................................  4
A.2.3     REAL-TIME INTRA-ZONAL CONGESTION ......................................................................  4
A.2.4     ACCESS TO DSTAR CONGESTION MANAGEMENT INFORMATION .....................................................  5
A.2.5     PAYMENT FOR INTRA-ZONAL CONGESTION MANAGEMENT .........................................................  5
A.3       FIRM TRANSMISSION RIGHTS ..............................................................................  5
A.3.1     RELEASE OF FTRs TO THE MARKETPLACE ....................................................................  5
A.3.1.1   Release of Year-Long Blocks of FTRs ...................................................................  6
A.3.1.2   Release of Month-Long and Shorter Term (Multiple Day) Blocks of FTRs ..................................  6
A.3.1.3   Releases of Daily Blocks FTRs .........................................................................  7
A.3.1.4   Changes to FTR Release Schedules ......................................................................  7
A.3.2     SECONDARY MARKET TRANSFERS OF FTRs ....................................................................  7
A.3.3     SCHEDULING AND RECALL OF FTRs .........................................................................  8
A.3.4     CURTAILMENT OF FTRs AND NCRs ..........................................................................  8
A.4       RECALLABLE TRANSMISSION RIGHTS ........................................................................  9
A.4.1     DAILY RELEASES OF RTRs ................................................................................ 10
A.4.2     SCHEDULING AND RECALL OF RTRs ......................................................................... 10
A.4.3     CURTAILMENT OF RTRs ................................................................................... 11
A.5       NON-FIRM TRANSMISSION RIGHTS .......................................................................... 11
A.5.1     RELEASES OF NTRs ...................................................................................... 11
A.5.2     SCHEDULING AND RECALL OF NTRs ......................................................................... 12
A.5.3     CURTAILMENT OF NTRs ................................................................................... 12
A.6       DETERMINATION OF QUANTITIES OF FTRs AVAILABLE FOR AUCTION BY DSTAR .................................... 12
A.6.1     PRINCIPLES FOR CALCULATION OF FTR INTERFACE AND SCHEDULING POINT CAPABILITIES ......................... 12
A.6.2     CALCULATION OF QUANTITIES OF FTRs AVAILABLE FOR ANNUAL FTR AUCTIONS ................................... 14
A.6.2.1   Quantity Information .................................................................................. 14
A.6.2.2   Curtailment Information ............................................................................... 14
A.6.3     CALCULATION OF QUANTITIES OF FTRs AVAILABLE FOR MONTHLY AND SUB-MONTHLY FTR AUCTIONS .................. 14
A.6.4     CALCULATION OF QUANTITIES OF FTRs AVAILABLE FOR DAILY FTR AUCTIONS .................................... 14
</Table>



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<Table>
                                                                                                            
A.7       DSTAR AUCTION PROCEDURES .............................................................................. 15
A.7.1     ELIGIBLE BIDDERS ...................................................................................... 15
A.7.2     FTR AUCTION PROCEDURES ................................................................................ 15
A.7.2.1   DSTAR Actions Prior to Auction ........................................................................ 15
A.7.2.2   Bidding Procedures .................................................................................... 16
A.7.2.3   Determination of Winning Bids and FTR Clearing Price .................................................. 16
A.7.3     RTR AUCTION PROCEDURES ................................................................................ 17
A.7.4     PAYMENT BY WINNING BIDDERS ............................................................................ 17
A.8       DISTRIBUTION OF REVENUES FROM DSTAR's TRANSMISSION RIGHTS AUCTIONS .................................... 18

Attachment A-1      List of FTR Interfaces and Scheduling Points
</Table>



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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                       APPENDIX A: CONGESTION MANAGEMENT

A.1      CONGESTION MANAGEMENT, CONGESTION ZONES, FTR INTERFACES AND SCHEDULING
         POINTS

A.1.1    INTRODUCTION

         a)       Congestion occurs when there is insufficient transfer capacity
                  to simultaneously implement all of the Schedules that
                  Scheduling Coordinators ("SCs") submit to Desert STAR, Inc.
                  ("Desert STAR" or "DSTAR") in the Day-Ahead Scheduling Process
                  or the Schedule Adjustment Process, or to simultaneously
                  implement in Real-Time all of the Schedules which DSTAR has
                  accepted. Congestion that occurs due to Transmission System
                  constraints within a Congestion Zone is called Intra-Zonal
                  Congestion. Congestion that occurs due to Transmission System
                  constraints on FTR Interfaces is called Inter-Zonal
                  Congestion.

         b)       A Congestion Zone is a portion of the DSTAR Grid within which
                  the costs of managing Congestion are expected to be
                  commercially insignificant (see Section A.1.5.2).

         c)       A Scheduling Point is a location at which the DSTAR Grid is
                  connected, by a transmission line or a group of transmission
                  lines, forming a specific transmission interface point, to
                  transmission facilities that are outside DSTAR's Operational
                  Authority.(1)

         d)       An FTR Interface is a transmission line or a group of
                  transmission lines, forming a specific transmission interface
                  point: (i) between two adjacent Congestion Zones of DSTAR; or
                  (ii) between a DSTAR Congestion Zone and an adjacent
                  Scheduling Point. The use of FTR Interfaces for the delivery
                  of Energy or Ancillary Services shall be managed by DSTAR
                  through the scheduling of Transmission Rights acquired by the
                  Eligible Customers.

         e)       Access to and use of FTR Interfaces and Scheduling Points
                  shall be managed through the use of Transmission Rights. A
                  Transmission Right, the right to schedule the delivery of one
                  (1) MW of Energy or Ancillary Services in a specific direction
                  across an FTR Interface or Scheduling Point for one (1) hour,
                  can take the following forms:

                  i)       Firm Transmission Rights ("FTRs") - Firm physical
                           scheduling rights that will be auctioned on a
                           periodic basis, as described in Section A.3.

                  ii)      Recallable Transmission Rights ("RTRs") -- Recallable
                           physical scheduling rights made available by the
                           non-use of FTRs and Non-Converted Rights ("NCRs"),
                           which can be conditionally recalled by the original
                           owners of the FTR, as described in Section A.4.

                  iii)     Non-Firm Transmission Rights ("NTRs") -- Non-firm
                           physical scheduling rights which may be made
                           available by DSTAR and are subject to recall at any
                           time, as described in Section A.5.

- ----------

(1)  Note that a Scheduling Point may be located at an "outside boundary" of the
     DSTAR Grid (e.g., at the point of interconnection between the DSTAR Grid
     and California or Utah), or at an "inside boundary" (e.g., at the point of
     interconnection between the DSTAR Grid and a non-Participating TO). For
     most practical purposes, a Scheduling Point can be considered to be a
     Congestion Zone that may or may not be congested, but at which transactions
     would be considered to be Wheeling In to or Wheeling Out of the DSTAR Grid.

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                  iv)      Non-Converted Rights -- Physical transmission rights
                           associated with an Existing Contract ("EC") that have
                           not been contractually converted to DSTAR
                           Transmission Service, as described in this Appendix A
                           and in Appendix E.

A.1.2    NATURE OF TRANSMISSION SERVICE FOR USE OF FTR INTERFACES AND SCHEDULING
         POINTS

         a)       DSTAR shall manage transmission access within, into, out of,
                  and through the DSTAR Grid through the use of Transmission
                  Rights. The nature of DSTAR Transmission Service is defined by
                  the terms and conditions of the DSTAR Tariff, including the
                  terms and conditions for the acquisition, scheduling,
                  curtailment and recall of Transmission Rights specified in
                  this Appendix A.

         b)       DSTAR shall honor rights under ECs, as specified in Appendix
                  E.

         c)       An SC must acquire and schedule the use of Transmission Rights
                  in order to schedule transmission use between pre-defined and
                  posted Congestion Zones within the DSTAR Grid, to schedule
                  transmission use into the DSTAR Grid ("Wheeling In"), and to
                  schedule transmission use out of the DSTAR Grid ("Wheeling
                  Out").

         d)       No Transmission Rights are required in order to schedule
                  Transmission Service within a Congestion Zone.

A.1.3    ELIGIBILITY FOR TRANSMISSION SERVICE FOR USE OF FTR INTERFACES AND
         SCHEDULING POINTS

         a)       Transmission access shall be made available solely to Eligible
                  Customers.

         b)       An Eligible Customer may have or acquire FTRs, RTRs, NTRs or
                  NCRs. However, such Transmission Rights must be scheduled
                  through an SC.

         c)       An SC may obtain Transmission Service solely on behalf of
                  Eligible Customers and is entitled to schedule the use of any
                  necessary Transmission Rights on behalf of the owners of those
                  rights.

         d)       DSTAR shall provide transmission access to FTR Interfaces and
                  Scheduling Points to SCs that, acting on behalf of Eligible
                  Customers, have established and remain in compliance with the
                  DSTAR SC eligibility requirements specified in Appendix J.

A.1.4    CONGESTION MANAGEMENT

            DSTAR shall use a Congestion Zone-based approach to manage
            Congestion within the DSTAR Grid and to allocate use of the DSTAR
            Grid, including access to a Scheduling Point.

            a)  The DSTAR processes for the allocation, scheduling, curtailment
                and recall of Transmission Rights shall be used to eliminate
                potential Inter-Zonal Congestion by ensuring that scheduled uses
                of FTR Interfaces and Scheduling Points do not exceed the
                transfer capability of the respective FTR Interfaces and
                Scheduling Points.

            b)  The DSTAR processes for the redispatch of SCs' Resources shall
                be used to eliminate potential Intra-Zonal Congestion by
                ensuring that Schedules accepted by DSTAR do not violate any
                other transmission constraints on the DSTAR Grid.



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A.1.5    FTR INTERFACES AND SCHEDULING POINTS

A.1.5.1  INITIAL FTR INTERFACES AND SCHEDULING POINTS

         The initial FTR Interfaces and Scheduling Points, which have been
         designated based on historical regional operating data and using the
         criteria set forth in Section A.1.5.2, are set forth in Attachment A-1
         to this Appendix.

A.1.5.2  CHANGES TO EXISTING FTR INTERFACES AND SCHEDULING POINTS

         DSTAR shall monitor usage of the DSTAR Grid to determine whether new
         FTR Interfaces or Scheduling Points should be created or whether
         existing FTR Interfaces or Scheduling Points should be modified or
         eliminated, in accordance with the following guidelines:

         a)       If, over a twelve (12) month period, DSTAR finds that the
                  total cost being incurred to relieve Congestion on a potential
                  FTR Interface (see Section A.2.3), considering only periods of
                  normal operation (i.e., all facilities in service) is equal to
                  at least five percent (5%) of the product of the average
                  annual transfer capability of the potential FTR Interface and
                  the Demand-weighted average annual Access Area Charge of the
                  Participating TOs, the DSTAR Board may announce its intention
                  to create a new FTR Interface or change the definition of an
                  existing FTR Interface, either of which may also result in the
                  creation or redefinition of Congestion Zone(s). In making its
                  determination as to whether or not to create or change the
                  definition of an existing FTR Interface, the DSTAR Board shall
                  also take into consideration:

                  i)       Whether a workably-competitive Generation market
                           would exist on both sides of the potential FTR
                           Interface;

                  ii)      Fairness and equity concerns amongst all users of the
                           Transmission System; and

                  iii)     The size of the potential Congestion Zone(s) and
                           whether the commercial and administrative burdens
                           associated with the use of Transmission Rights for
                           the potential new FTR Interface would be warranted.

         b)       The DSTAR Board may also create new FTR Interfaces if it
                  determines that the planned addition of new Generation or Load
                  would result in commercially significant Congestion that would
                  meet the criteria specified in the preceding paragraph.

         c)       The DSTAR Board may also create, modify or eliminate FTR
                  Interfaces or Scheduling Points that result from:

                  i)       A change in the DSTAR Grid due to a change in the
                           Transmission Facilities in the DSTAR Grid (e.g., the
                           completion of additional Transmission Facilities
                           between Congestion Zones or Scheduling Points, the
                           completion of other new Transmission Facilities, or
                           the elimination of existing Transmission Facilities);

                  ii)      The withdrawal of a Participating TO from DSTAR,
                           which would result in the creation of additional
                           Scheduling Point(s) and possibly the elimination of
                           some existing Scheduling Points; and/or

                  iii)     The addition of a Participating TO to DSTAR, which
                           would result in the elimination of existing
                           Scheduling Point(s) and possibly the creation of some
                           new Scheduling Points.

         d)       A change in an FTR Interface or Scheduling Point shall not
                  become effective prior to the longer of: (i) ninety (90) days
                  after the DSTAR Board has determined that a new FTR



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                  Interface or Scheduling Point is necessary; or (ii) the
                  expiration date of any FTRs that have already been sold at
                  auction, if the creation of a new FTR Interface or Scheduling
                  Point or a change in the definition of an existing FTR
                  Interface or Scheduling Point would affect the value or use of
                  such FTRs (see also Section A.3.l.4).

         e)       DSTAR shall publish an announcement of any proposed or pending
                  changes to FTR Interfaces, Scheduling Points or Congestion
                  Zones on the DSTAR Website at least ninety (90) days prior to
                  the date on which such change would be effective.

         f)       Nothing in this section shall limit the flexibility of DSTAR
                  from proposing new FTR Interfaces based on current operations
                  or for other reasons DSTAR deems appropriate.

A.2      DSTAR MANAGEMENT OF INTRA-ZONAL CONGESTION

A.2.1    INTRA-ZONAL CONGESTION IN THE DAY-AHEAD SCHEDULING PROCESS

         DSTAR shall manage Intra-Zonal Congestion identified during DSTAR's
         Day-Ahead Scheduling Process using the following procedure:

         a)       After receiving the Day-Ahead Schedule submittals from SCs,
                  DSTAR shall determine whether there is any Intra-Zonal
                  Congestion. If there is Intra-Zonal Congestion, DSTAR shall
                  eliminate it by using the voluntary Congestion Redispatch bids
                  submitted to DSTAR by SCs in the Day-Ahead Scheduling Process
                  to decrement Generating Units (or increase Dispatchable
                  Demand) and to increment Generating Units (or decrease
                  Dispatchable Demand).

         b)       DSTAR may reschedule SC's Resources using voluntary Congestion
                  Redispatch bids solely for the limited purpose of DSTAR Grid
                  security and shall limit its rescheduling actions to the
                  minimum required to eliminate the Intra-Zonal Congestion while
                  taking cost into account.

         c)       If there are insufficient voluntary Congestion Redispatch bids
                  to eliminate the Intra-Zonal Congestion, DSTAR may exercise
                  its authority to order rescheduling of Generating Units and
                  Dispatchable Demands. Any mandatory rescheduling of Resources
                  undertaken by DSTAR shall not violate the terms of ECs,
                  Interconnection Agreements or Generator Agreements. Payments
                  to the SCs for such mandatory rescheduling shall be addressed
                  in the Scheduling Coordinator Agreements.

A.2.2    INTRA-ZONAL CONGESTION IN THE SCHEDULE ADJUSTMENT PROCESS

         DSTAR shall not accept Schedules in the Schedule Adjustment Process
         which would have the effect of creating Intra-Zonal Congestion.
         However, if Intra-Zonal Congestion is created during the Schedule
         Adjustment Process, as the result of Transmission Facility Outages,
         unscheduled flows or other Transmission System conditions, DSTAR shall
         use the procedures specified in Section A.2.1 to eliminate such
         Intra-Zonal Congestion.

A.2.3    REAL-TIME INTRA-ZONAL CONGESTION

         In Real-Time, DSTAR shall eliminate the Intra-Zonal Congestion, in
         accordance with the procedures outlined in Appendix C.



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A.2.4    ACCESS TO DSTAR CONGESTION MANAGEMENT INFORMATION

         a)       All DSTAR Congestion Management actions shall be auditable and
                  shall be made available to Market Participants upon request,
                  except as limited in Section A.2.4.c.

         b)       DSTAR shall make its Congestion Management software, to the
                  extent allowed by its software licenses, and database
                  available to the Market Participants.

         c)       Any Congestion Management data provided by SCs and
                  subsequently released by DSTAR shall recognize any
                  restrictions placed on DSTAR's release of commercially
                  sensitive/confidential information.

A.2.5    PAYMENT FOR INTRA-ZONAL CONGESTION MANAGEMENT

         a)       DSTAR's payments to SCs for incremental Energy for management
                  of Intra-Zonal Congestion and SCs' payments to DSTAR for
                  decremental Energy for management of Intra-Zonal Congestion,
                  for both voluntary and involuntary redispatch, shall be as
                  specified in Appendix D.

         b)       The costs incurred by DSTAR for the management of Intra-Zonal
                  Congestion shall be billed on a pro-rata basis to SCs serving
                  Demand in, and exporting from, the Congestion Zone
                  experiencing the Intra-Zonal Congestion.

A.3      FIRM TRANSMISSION RIGHTS

         a)       An FTR is a right to schedule the delivery of one (1) MW of
                  Energy or Ancillary Services in a specific direction across an
                  FTR Interface or Scheduling Point for one (1) hour.

         b)       FTRs are intended to provide Eligible Customers with a degree
                  of financial certainty, operational certainty and liquidity:

                  i)       The price paid for FTRs in DSTAR's annual, monthly or
                           shorter-term FTR auctions or in a secondary market
                           shall constitute full payment for the right to
                           schedule Energy or Ancillary Services across an FTR
                           Interface or Scheduling Point.

                  ii)      An FTR shall convey to its holder the right to
                           schedule Energy or Ancillary Services across a
                           particular FTR Interface or Scheduling Point. In
                           order to utilize the FTR, the scheduling requirements
                           detailed in Appendix B must be followed.

                  iii)     FTRs are freely tradable in secondary markets.

A.3.1    RELEASE OF FTRS TO THE MARKETPLACE

         a)       FTRs shall be initially made available to Eligible Customers
                  through periodic auctions conducted by DSTAR. Subsequently,
                  FTRs may be traded through secondary markets.

         b)       Each individual FTR shall be uniquely identified by an
                  identification tag which shall specify the FTR number, the FTR
                  Interface or Scheduling Point, the specific flow direction and
                  the hour for which the FTR conveys a scheduling right.

         c)       DSTAR shall develop a standardized transfer of ownership
                  receipt for use when trading FTRs in the secondary market. The
                  intent of the receipt it to specify the current owner of the
                  Transmission Right and it will not require submittal of any
                  financial information. On the standardized receipt, Eligible
                  Customers can indicate which SC they have designated for
                  scheduling their Transmission Rights.



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         d)       DSTAR shall maintain an updated list of Transmission Rights
                  ownership in a DSTAR database for use in the Balanced
                  Schedules validation processes in Appendix B.

         e)       DSTAR does not need to be informed of every FTR trade in the
                  secondary market. However, Eligible Customers who want their
                  secondary trades recognized by DSTAR, must notify DSTAR of the
                  final ownership transfers prior to the start of the Day-Ahead
                  Scheduling Process by submitting a standardized transfer of
                  ownership receipt.

         f)       Eligible Customers who submit standardized transfer of
                  ownership receipts to DSTAR may indicate if the information
                  may be posted by DSTAR on the DSTAR Website or if it is solely
                  for use by DSTAR for FTR ownership validation as part of the
                  Day-Ahead Scheduling Process and Schedule Adjustment Process.

         g)       During the validation portion of the Day-Ahead Scheduling
                  Process and the Schedule Adjustment Process, DSTAR will
                  perform a check to assure that the SCs that schedule
                  Transmission Rights are the current owner or designated SC of
                  record.

A.3.1.1  RELEASE OF YEAR-LONG BLOCKS OF FTRS

         a)       At least sixty (60), but not more than seventy-five (75), days
                  prior to the start of each calendar year, DSTAR shall conduct
                  an annual auction of blocks of FTRs for each FTR Interface and
                  Scheduling Point. FTRs sold at the annual auction shall be
                  sold in blocks which shall convey the right to schedule the
                  use of a specific FTR Interface or Scheduling Point in a
                  specific direction for every hour of the calendar year.

         b)       The initial annual release of FTRs by DSTAR shall take place
                  at least sixty (60) days prior to the DSTAR Operations Date.
                  The FTRs released through this initial auction shall be sold
                  in blocks which shall convey the right to schedule the use of
                  a specific FTR Interface or Scheduling Point in a specific
                  direction for every hour starting with the first hour of the
                  DSTAR Operations Date and ending with the last hour of the
                  first calendar year.

         c)       For each FTR Interface and Scheduling Point, DSTAR shall first
                  use the procedures specified in Section A.6 to calculate the
                  maximum number of year-long blocks of FTRs that can be made
                  available for release. For each FTR Interface and Scheduling
                  Point, a portion of the year-long blocks of FTRs shall be
                  released through the annual auction (see Section A.6.2). The
                  remaining portion of the year-long blocks, plus any additional
                  FTRs that may become available due to seasonal variations in
                  transfer capacity, will be distributed through periodic
                  auctions as described in Section A.6.

         d)       2. DSTAR shall publish all information that is commercially
                  relevant to the annual auction, including but not limited to
                  the quantities of FTRs to be made available through the
                  auction and the auction procedures, on the DSTAR Website at
                  least thirty (30) days prior to the auction.

A.3.1.2  RELEASE OF MONTH-LONG AND SHORTER TERM (MULTIPLE DAY) BLOCKS OF FTRS

         a)       At least thirty (30), but not more than forty-five (45), days
                  prior to the start of each month, DSTAR shall conduct a
                  monthly auction of blocks of FTRs for each FTR Interface and
                  Scheduling Point. FTRs sold at the monthly auction shall be
                  sold in blocks which shall convey the right to schedule the
                  use of a specific FTR Interface or Scheduling Point in a
                  specific direction for every hour of the calendar month.

         b)       For each FTR Interface and Scheduling Point, DSTAR shall use
                  the procedures specified in Section A.6.2 to calculate the
                  maximum number of month-long blocks of FTRs that can be



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                  made available for release. All of these FTRs shall be
                  released through the monthly auction.

         c)       DSTAR shall publish all information that is commercially
                  relevant to the monthly auction, including but not limited to
                  the quantities of FTRs to be made available through the
                  auction and the auction procedures, on the DSTAR Website at
                  least fifteen (15) days prior to the auction.

         d)       Because Operating Transfer Capability ("OTC") may increase
                  during a month due to changes in system conditions, DSTAR may
                  also conduct auctions for blocks of FTRs that can be made
                  available for a portion of a month. Blocks of FTRs sold at
                  such auctions shall convey the right to schedule the use of a
                  specific FTR Interface or Scheduling Point in a specific
                  direction for the specified hours of the calendar month.

A.3.1.3  RELEASES OF DAILY BLOCKS FTRS

         Two (2) days prior to the Trading Day, for each FTR Interface and
         Scheduling Point, DSTAR shall conduct auctions of any remaining FTRs
         that can be made available for that Trading Day. FTRs will be made
         available through such auctions on an individual hourly basis. Each FTR
         shall convey the right to schedule the use of a specific FTR Interface
         or Scheduling Point in a specific direction for a specific hour of that
         Trading Day.

A.3.1.4  CHANGES TO FTR RELEASE SCHEDULES

         a)       Within twenty-four (24) months of the DSTAR Operations Date
                  and upon feedback from the Market Participants, DSTAR shall
                  provide a report to the DSTAR Board which shall explore the
                  development of a methodology to conduct auctions of
                  longer-term (multi-year) and/or seasonal (multi-month) blocks
                  of FTRs. Prior to implementation of such a methodology, the
                  methodology shall be filed with the Commission for approval.

         b)       The DSTAR Board may, upon suitable notice published on the
                  DSTAR Website, change the allocations of FTRs designated for
                  release through subsequent multi-year, annual, seasonal and/or
                  monthly auctions; provided that all FTRs that can be made
                  available in blocks of one-month or longer shall be released
                  through such auctions.

         c)       Upon the creation of longer-term FTRs, DSTAR shall develop
                  appropriate procedures for the reconfiguration of existing
                  FTRs to recognize the requirements of Section A.1.5.2.d.

A.3.2    SECONDARY MARKET TRANSFERS OF FTRS

         a)       The purchaser of an FTR may assign, sell, transfer ownership
                  of, or transfer the right to schedule the use of, an FTR, a
                  block of FTRs, or any portions of a block of FTRs, to any
                  Eligible Customer.

         b)       DSTAR accepts limited responsibility for tracking the
                  ownership of FTRs that have traded hands in secondary markets,
                  and expressly assumes no liability for any damages resulting
                  from disputes that arise over the right to schedule the use of
                  FTRs. DSTAR's role and liability in disputes regarding the
                  right to schedule the use of FTRs shall be limited to that
                  specified in Section A.3.1 (i.e., the use of information that
                  has been reported to DSTAR using the standardized transfer of
                  ownership receipts).

         c)       DSTAR shall not operate a secondary market in FTRs. However,
                  to facilitate the secondary markets in FTRs, DSTAR shall post
                  the identities of the current FTR holders on the DSTAR Website
                  as specified in Section A.3.1 for those SCs authorizing such
                  posting.



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         d)       All purchasers and sellers of FTRs shall retain, for each FTR
                  Interface or Scheduling Point, records of the quantities of
                  FTRs purchased or sold through secondary markets, for a period
                  of one (1) year following the FTR's specific Settlement
                  Period. Such records shall be made available to DSTAR upon
                  request, pursuant to Appendix H, Market Monitoring.

         e)       Any Eligible Customer that holds the rights to schedule the
                  use of more than 20% of the FTRs that have been released to
                  auction on an FTR Interface or Scheduling Point at the end of
                  two (2) consecutive Calendar Days shall report, by the end of
                  the third Calendar Day, this position to DSTAR.

A.3.3    SCHEDULING AND RECALL OF FTRs

         a)       To schedule the next-day use of an FTR Interface or Scheduling
                  Point, the SC representing the holder of an FTR must, by the
                  times specified in Appendix B: (i) inform DSTAR of the FTR
                  holder's intention to schedule use of the FTR; and (ii) submit
                  the scheduling information required in the Day-Ahead
                  Scheduling Process.

         b)       If the use of an FTR is not scheduled during the Day-Ahead
                  Scheduling Process, DSTAR shall make the FTR available for use
                  by other SCs for the next day on a recallable basis through
                  the auctioning of RTRs. However, an FTR holder may still
                  schedule the use of the FTR during the Schedule Adjustment
                  Process, at any time up to sixty (60) minutes prior to the
                  close of the Schedule Adjustment Process (i.e., until two (2)
                  hours prior to the start of the Settlement Period). In such an
                  event, DSTAR may recall an FTR that was made available on a
                  recallable basis.

         c)       Mismatches between the FTR quantities SCs report as intended
                  to be scheduled and what actually gets scheduled shall be
                  reported to DSTAR's Market Monitoring Unit, as will the use of
                  FTRs in the Day-Ahead Scheduling Process whose use is
                  subsequently withdrawn in the Schedule Adjustment Process.

A.3.4    CURTAILMENT OF FTRS AND NCRS

         a)       In the event that the OTC of an FTR Interface or Scheduling
                  Point is reduced, DSTAR may curtail FTR holders' rights to
                  schedule the use of the FTR Interface or Scheduling Point as
                  described below:

                  i)       In allocating reductions in the transfer capability
                           of an FTR Interface or Scheduling Point, DSTAR shall
                           first cut the non-firm service to the holders of
                           NTRs. Note: Following the close of the Schedule
                           Adjustment Process, RTRs have the same curtailment
                           priority as FTRs.

                  ii)      DSTAR shall then allocate any additional reductions
                           required between NCRs and any other transfer
                           capability in accordance with the relative priorities
                           established by the terms of the associated ECs.

                  iii)     If the OTC reduction will impact the current Trading
                           Day or the following Trading Day, any NTRs that have
                           already been allocated shall be curtailed in
                           accordance with Section A.5.3.

                  iv)      Any remaining transfer capability reductions shall be
                           assigned to the FTRs associated with the affected FTR
                           Interface or Scheduling Point. Such reductions will
                           be allocated to all FTRs for the FTR Interface or
                           Scheduling Point on a pro-rata basis rounded to the
                           nearest whole MW.



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         b)       DSTAR shall issue notices of curtailments of Transmission
                  Rights through the DSTAR Website and Electronic Information
                  System ("EIS"). Upon such notice, the rights and obligations
                  of FTR holders affected by curtailments are as follows (Note:
                  The following process is also used for curtailed RTRs, Section
                  A.4.3, and curtailed NTRs, Section A.5.3):

                  i)       Should the notice be issued at least two (2) hours
                           before the deadline for the submittal of Schedules in
                           the Day-Ahead Scheduling Process:

                           (1)      The FTR holder's right to schedule the
                                    delivery of Energy or Ancillary Services
                                    across the FTR Interface or Scheduling Point
                                    on the following Trading Day or beyond shall
                                    be reduced; and

                           (2)      The Balanced Schedules that are submitted by
                                    affected SCs in the Day-Ahead Scheduling
                                    Process must reflect such reductions.

                  ii)      Should the notice be issued less than two (2) hours
                           before the deadline for the submittal of Schedules in
                           the Day-Ahead Scheduling Process, but at least sixty
                           (60) minutes before the close of the Schedule
                           Adjustment Process for a given Settlement Period:

                           (1)      The FTR holder's right to schedule the
                                    delivery of Energy or Ancillary Services
                                    across the FTR Interface or Scheduling Point
                                    shall be reduced;

                           (2)      The affected SCs may submit Schedules to
                                    reflect the curtailment using the remaining
                                    time in the Day-Ahead Scheduling Process; or

                           (3)      The affected SCs may submit their Schedules
                                    in the Day-Ahead Scheduling Process as if no
                                    notice had been issued, but must adjust
                                    their Schedules to reflect the curtailment,
                                    using the Schedule Adjustment Process.

                  iii)     Should the notice be issued less than sixty (60)
                           minutes before the close of the Schedule Adjustment
                           Process for a given Settlement Period:

                           (1)      The FTR holder's right to schedule the
                                    delivery of Energy or Ancillary Services
                                    across the FTR Interface or Scheduling Point
                                    shall be reduced;

                           (2)      The affected SCs may submit Schedules to
                                    reflect the curtailment using the remaining
                                    time in the Schedule Adjustment Process; or

                           (3)      The affected SCs may continue to use their
                                    latest Schedules in the upcoming Settlement
                                    Period as if no notice had been issued;

                           (4)      The affected SCs shall respond to DSTAR's
                                    Dispatch Instructions; and

                           (5)      For the purpose of calculating the portion
                                    of the SC's hourly Energy imbalance that
                                    would be subject to penalties for excessive
                                    Energy imbalances, DSTAR shall increase the
                                    penalty thresholds to reflect the amount of
                                    Energy associated with the curtailed FTR, as
                                    described in Appendix D.

A.4      RECALLABLE TRANSMISSION RIGHTS

         An RTR is a right to schedule, subject to recall by DSTAR up to two (2)
         hours prior to the start of the Settlement Period, one (1) MW of Energy
         or Ancillary Services in a specific direction across an FTR Interface
         or Scheduling Point for one (1) hour for that Settlement Period of the
         following day.



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A.4.1    DAILY RELEASES OF RTRS

         a)       Every day, for each FTR Interface and Scheduling Point, DSTAR
                  shall conduct an auction of the RTRs that can be made
                  available for the following day.

         b)       For each FTR Interface and Scheduling Point, the quantity of
                  RTRs that can be made available by DSTAR shall equal the sum
                  of:

                  (1)      The quantity of FTRs which have not been purchased in
                           DSTAR's previous auctions;

                  (2)      The quantity of purchased FTRs whose use has not been
                           scheduled by the 0900 deadline of the Day-Ahead
                           Scheduling Process; and

                  (3)      The number of NCRs whose use has not been scheduled
                           by the deadlines in the first stages of the Day-Ahead
                           Scheduling Process (i.e., the morning of the day
                           prior to the Trading Day), and whose release on a
                           recallable basis is not prohibited by the associated
                           EC, and only to the extent that they are consistent
                           with the recall and firmness qualities of other RTRs.

         c)       An SC that acquires an RTR must ensure that the RTR is
                  scheduled in the Day-Ahead Scheduling Process or the Schedule
                  Adjustment Process. SCs who fail to schedule the use of an RTR
                  shall be reported to the Market Monitoring Unit.

         d)       Any RTRs not sold at DSTAR's daily auction shall be made
                  available at no charge on a first-come, first-served basis
                  through the DSTAR Website.

         e)       SC acquisitions of RTRs through the DSTAR Website, as
                  described in sub-section (d) above, shall be time-stamped.

         f)       Each RTR shall be uniquely identified through an
                  identification tag which shall specify the RTR number, the FTR
                  Interface or Scheduling Point and direction, the Settlement
                  Period for which the RTR conveys a scheduling right, and the
                  purchase price of the RTR.

A.4.2    SCHEDULING AND RECALL OF RTRS

         a)       To schedule the use of an FTR Interface or Scheduling Point
                  through the use of an RTR, the SC representing the holder of
                  an RTR must submit the scheduling information required by the
                  Day-Ahead Scheduling Process or Schedule Adjustment Process.

         b)       DSTAR shall recall an RTR only when the holder of an FTR or
                  NCR that was not scheduled during the Day-Ahead Scheduling
                  Process subsequently schedules the use of the FTR or NCR for a
                  particular Settlement Period, no later than one (1) hour prior
                  end of the Schedule Adjustment Process for that Settlement
                  Period, and such unscheduled FTR or NCR was released as an
                  RTR.

         c)       DSTAR shall select RTRs for recall based on the prices at
                  which the RTRs were sold in the daily RTR auction, with the
                  RTRs which were purchased for the lowest price in the lower
                  curtailment priority classes recalled first.

                  i)       RTRs that were acquired at no charge on a first-come,
                           first-served basis from the DSTAR's Website will be
                           recalled first, on a last-acquired, first-recalled
                           basis.

                  ii)      If only part of a group of identically-priced RTRs
                           must be recalled, the recall within that group will
                           be made on a pro-rata basis.



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         d)       An SC whose RTR has been recalled must submit its revised
                  Schedule no later than sixty (60) minutes prior to the start
                  of the Settlement Period associated with the recalled RTR.

         e)       If an RTR has not been recalled by one (1) hour prior to the
                  close of the Schedule Adjustment Process, DSTAR's right to
                  recall the RTR shall be extinguished and the RTR shall be
                  deemed to be firm and non-recallable for that Settlement
                  Period.

         f)       If an RTR is recalled, the RTR holder shall be entitled to a
                  refund of the RTR purchase price.

A.4.3    CURTAILMENT OF RTRS

         RTRs are treated like FTRs in the curtailment process after the close
         of the Schedule Adjustment Process pursuant to Section A.3.4.

A.5      NON-FIRM TRANSMISSION RIGHTS

         a)       An NTR is a right to schedule, subject to recall by DSTAR at
                  any time, one (1) MW of Energy or Ancillary Services in a
                  specific direction across an FTR Interface or Scheduling Point
                  for one (1) hour.

         b)       NTRs shall initially be made available to SCs on a next-day,
                  first-come, first-served basis through the DSTAR Website.
                  DSTAR may, at a future date and upon approval of the DSTAR
                  Board and the Commission, develop a process for the sale of
                  NTRs.

A.5.1    RELEASES OF NTRS

         a)       Every day, for each FTR Interface and Scheduling Point, DSTAR
                  shall determine, at various times throughout the day as
                  described in Appendix B, the quantities of NTRs that can be
                  made available for the following day and shall publish this
                  information on the DSTAR Website. Each NTR shall have a term
                  of one (1) hour and shall convey the right to schedule the use
                  of a specific FTR Interface or Scheduling Point in a specific
                  direction for that Settlement Period of the following day.

         b)       The quantity of NTRs that will be made available for an FTR
                  Interface and Scheduling Point by DSTAR shall be equal to the
                  sum of: (i) the MW of counterflows scheduled on the FTR
                  Interface or Scheduling Point; (ii) the MW of Operating
                  Reserves scheduled on the FTR Interface or Scheduling Point;
                  and (iii) the MW of NCRs for which the holder of the NCR
                  retains the right to submit Schedules after the close of the
                  Schedule Adjustment Process' deadline for the recall of RTRs
                  and whose use has not been scheduled by the deadlines in the
                  Day-Ahead Scheduling Process and/or Schedule Adjustment
                  Process, and whose release on a non-firm basis is not
                  prohibited by the associated EC, and only to the extent that
                  they are consistent with the recall and firmness qualities of
                  other NTRs.

         c)       NTRs will be made available for use at no charge on a
                  first-come, first-served basis through the DSTAR Website. SC
                  acquisitions of NTRs shall be time stamped.

         d)       An SC that acquires an NTR must ensure that the NTR is
                  scheduled in the Day-Ahead Scheduling Process or the Schedule
                  Adjustment Process. SCs who fail to schedule the use of an NTR
                  shall be reported to the Market Monitoring Unit.



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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         e)       Each NTR shall be uniquely identified through an
                  identification tag which will specify the NTR number, the FTR
                  Interface or Scheduling Point, the specific direction and the
                  Settlement Period for which the NTR conveys a scheduling
                  right.

A.5.2    SCHEDULING AND RECALL OF NTRS

         a)       To schedule the next-day use of an FTR Interface or Scheduling
                  Point, the SC representing the holder of an NTR must submit
                  the scheduling information required by the Day-Ahead
                  Scheduling Process or the Schedule Adjustment Process.

         b)       DSTAR may recall NTRs if counterflow Schedules are cancelled,
                  Operating Reserves are called upon by DSTAR, or NCR scheduling
                  rights are exercised.

         c)       DSTAR shall recall NTRs on a last-acquired, first-recalled
                  basis.

         d)       If an NTR is recalled, the timing provisions of Section A.3.4
                  and A.5.3 apply.

A.5.3    CURTAILMENT OF NTRS

         a)       If the OTC associated with an FTR Interface or Scheduling
                  Point must be reduced for a Settlement Period, NTRs that have
                  been acquired, but not yet scheduled by SCs, will be curtailed
                  first.

         b)       NTRs that have been scheduled by SCs will be curtailed next,
                  based on the time that the NTR was acquired from the DSTAR
                  Website, with the most-recently acquired NTRs curtailed first.

         c)       DSTAR shall issue notices of curtailments of Transmission
                  Rights through the DSTAR Website. Upon such notice, the rights
                  and obligations of NTR holders affected by curtailments are
                  treated like FTRs in the curtailment process after the close
                  of the Schedule Adjustment Process pursuant to Section A.3.4.

A.6      DETERMINATION OF QUANTITIES OF FTRS AVAILABLE FOR AUCTION BY DSTAR

         The quantities of FTRs that can be made available for auction on an
         annual, monthly, sub-monthly and daily basis shall be determined by
         DSTAR using the following methodology.

A.6.1.   PRINCIPLES FOR CALCULATION OF FTR INTERFACE AND SCHEDULING POINT
         CAPABILITIES

         a)       The calculation of the OTC for each FTR Interface and
                  Scheduling Point shall be performed by DSTAR, in coordination
                  with the Participating TOs, using the procedures specified in
                  Attachment 4 of the DSTAR Tariff (Transmission Planning and
                  Expansion) and the Western Systems Coordinating Council's
                  ("WSCC's") transmission path rating methodology. Each
                  Participating TO shall provide to DSTAR any data in the
                  possession of the Participating TO that DSTAR may require to
                  perform the OTC calculations.

         b)       If an initial or proposed FTR Interface or Scheduling Point
                  has not received a WSCC-approved rating, a rating shall be
                  determined using a methodology that is consistent with the
                  WSCC's path rating methodology.

         c)       DSTAR shall have the ultimate responsibility for the
                  determination of OTC, including specification of the criteria
                  and methodologies for the calculation of OTC, and



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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                  responsibility for oversight and confirmation of any studies
                  performed on its behalf by the Participating TOs.

         d)       DSTAR shall calculate OTC and the quantities of available
                  FTRs. The amount of FTRs made available shall be the OTC less
                  the transmission capacity required to serve the NCRs.

         e)       Where there is latitude in the interpretation of the
                  guidelines for the calculation of OTC, DSTAR shall approve
                  specific procedures and policies for determining OTC.

         f)       Where specific procedures or methodologies must be developed
                  or put into place regarding the calculation of OTC (for
                  example, in cases in which FTR Interface or Scheduling Point
                  capabilities may be interdependent and/or rely upon
                  assumptions regarding internal Generation, imports and
                  exports), DSTAR shall be responsible for the development and
                  implementation of such procedures or methodologies, consistent
                  with the processes specified in Attachment 4 of the DSTAR
                  Tariff (Transmission Planning and Expansion).

         g)       Where special restrictions must be placed on the quantities of
                  FTRs that are made available by DSTAR (for instance, in
                  situations in which the OTC is not constant, but may vary from
                  hour-to-hour, resulting in quantities of FTRs that may vary by
                  seasons, months, or hours), DSTAR shall determine the nature
                  and quantities of FTRs that can be made available for such FTR
                  Interfaces or Scheduling Points, with the objective of
                  maximizing the commercial value of the FTR product to the
                  marketplace.

         h)       DSTAR shall make available, through the DSTAR Website, the
                  procedures and methodologies used for the determination of the
                  capabilities of the FTR Interfaces and Scheduling Points.

         i)       Any party may request from DSTAR, and DSTAR shall provide
                  within the constraints of confidentiality requirements,
                  information sufficient to enable independent computation of
                  OTC.

         j)       The amounts of capacity on FTR Interfaces or Scheduling Points
                  that must be reserved for NCRs shall be determined in
                  accordance with the NCR Instructions provided in accordance
                  with Appendix E, and these amounts shall be published on the
                  DSTAR Website. The Participating TOs shall also document any
                  special scheduling, curtailment or operating instructions in
                  the NCR Instructions to be provided to the DSTAR in accordance
                  with Appendix E, for publication on the DSTAR Website.

         k)       In the event that any party disputes DSTAR's calculations of
                  OTC, or a Participating TO's reservations for NCRs, DSTAR, the
                  Participating TO and the other parties to the dispute shall
                  attempt to resolve the dispute using the DSTAR ADR process.

         l)       If DSTAR, Participating TOs and/or other parties are unable to
                  agree on either the procedures for the calculation of OTC, or
                  reservations for NCRs, or the actual OTC, or reservations for
                  NCRs, DSTAR's determinations shall be used pending final
                  resolution of the dispute through the DSTAR's ADR process and
                  the Commission appeal process; except that:

                  i)       If the disagreement is based on the Participating
                           TO's claim that use of the DSTAR's determination
                           would jeopardize the safety, security or adequacy of
                           the Transmission System; or

                  ii)      If the disagreement is based on the interpretation of
                           the amount of capacity that must be reserved for
                           NCRs; then



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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                  iii)     The Participating TO's determination shall be used
                           pending final resolution of the dispute through the
                           DSTAR's ADR process and the Commission appeal process
                           or, in the case of a dispute over NCRs, the dispute
                           resolution process in the applicable EC.

A.6.2    CALCULATION OF QUANTITIES OF FTRS AVAILABLE FOR ANNUAL FTR AUCTIONS

A.6.2.1  QUANTITY INFORMATION

         For any partial calendar year for the first full calendar year after
         the DSTAR Operations Date and for each FTR Interface and Scheduling
         Point, the quantity of FTRs that shall be auctioned by DSTAR for such
         full calendar year and partial calendar year, if applicable, shall be
         seventy-five percent (75%) of the lowest of the seasonal OTCs for the
         FTR Interface or Scheduling Point, calculated using the procedures
         described above, minus the amount of FTR Interface or Scheduling Point
         transfer capability that must be reserved for the scheduling of NCRs.
         For subsequent calendar years, the DSTAR Board has the discretion to
         modify the percentages released in each auction, but under no
         circumstances will the percentage released for the annual (or longer)
         rights auctions be less than fifty percent (50%).

A.6.2.2  CURTAILMENT INFORMATION

         For FTR auctions prior to and during the first year after the DSTAR
         Operations Date, and for the first year after creation of a new FTR
         Interface or Scheduling Point, the expected curtailment frequency of
         FTRs by FTR Interface and Scheduling Point shall be estimated by DSTAR
         on a non-binding basis and posted on the DSTAR Website. Actual
         curtailments will be posted on the DSTAR Website. The DSTAR Board may
         elect to not provide the curtailment estimates after the first year
         after the DSTAR Operations Date for the initial FTR Interfaces and
         Scheduling Points or after the first year after the creation of a new
         FTR Interface or Scheduling Point. The DSTAR Board shall review the
         appropriateness of the ongoing posting of curtailment estimates. DSTAR
         assumes no liability associated with the accuracy of these curtailment
         estimates.

A.6.3    CALCULATION OF QUANTITIES OF FTRs AVAILABLE FOR MONTHLY AND SUB-MONTHLY
         FTR AUCTIONS

         For each FTR Interface and Scheduling Point, the quantity of FTRs that
         shall be auctioned by DSTAR on a monthly basis shall be the applicable
         monthly OTC for the FTR Interface or Scheduling Point for the month
         under study, calculated using the procedures described above, minus the
         amount of FTR Interface or Scheduling Point transfer capability that
         must be reserved for the scheduling of NCRs, minus the quantity of FTRs
         that have been sold in the annual auction.

A.6.4    CALCULATION OF QUANTITIES OF FTRS AVAILABLE FOR DAILY FTR AUCTIONS

         Two days prior to the Trading Day, for each FTR Interface and
         Scheduling Point, the quantity of FTRs that shall be auctioned by DSTAR
         shall be the appropriate daily OTC for the FTR Interface or Scheduling
         Point for each Settlement Period, calculated using the procedures
         described above, minus the amount of FTR Interface or Scheduling Point
         transfer capability that must be reserved for the scheduling of NCRs,
         minus the quantities of FTRs that have been sold in the annual, monthly
         and sub-monthly FTR auctions.



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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A.7      DSTAR AUCTION PROCEDURES

         DSTAR shall conduct the Transmission Rights auctions or contract for
         the services of an auction agent which shall conduct such auctions
         using the processes described below. The costs of administering the FTR
         and RTR auctions shall be recovered through the DSTAR Administrative
         Charge.

A.7.1    ELIGIBLE BIDDERS

         a)       Any Eligible Customer may acquire FTRs or RTRs by bidding in
                  the DSTAR's auctions of FTRs and RTRs or by purchasing FTRs or
                  RTRs in secondary markets, provided, however, that a
                  Participating TO may participate in the auctions only if it
                  retains load serving responsibility pursuant to the
                  requirements of its appropriate jurisdictional entity, and
                  provided that the appropriate functional separation and code
                  of conduct are in place and approved by the Commission or
                  other appropriate regulatory authority.

         b)       To participate in DSTAR's auctions of FTRs and RTRs, a bidder
                  must meet DSTAR-specified creditworthiness requirements. These
                  requirements shall be consistent with the SC creditworthiness
                  standards listed in Appendix J (Scheduling Coordinator
                  Application and Certification), for the appropriate credit
                  levels associated with the purchase of FTRs and RTRs, and
                  applied in a non-discriminatory manner. A bidder may not offer
                  bids whose total value exceeds the creditworthiness which
                  DSTAR has established for the bidder. The level of
                  creditworthiness required by DSTAR will take in to
                  consideration the effects of net billing as defined in
                  Appendix G (Settlements and Billings).

         c)       A bidder must have access to the computer hardware, software
                  and communications equipment required to participate in
                  DSTAR's auctions.

A.7.2    FTR AUCTION PROCEDURES

         DSTAR's annual, monthly, sub-monthly and daily auctions of FTRs shall
         be single-round, single clearing price auctions. The auctions for each
         of the FTR Interfaces and Scheduling Points shall be conducted
         simultaneously, but separately and independently. Each auction of FTRs
         shall be conducted as follows.

A.7.2.1  DSTAR ACTIONS PRIOR TO AUCTION

         DSTAR shall post the following information on the DSTAR Website:

         a)       The number of FTRs (in year-long blocks, month-long blocks,
                  sub-month-long blocks, or individual Settlement Periods, as
                  appropriate for the particular auction) to be issued for each
                  FTR Interface and Scheduling Point, and any special terms,
                  conditions, curtailment requirements, or other restrictions on
                  the use of the FTRs which might have commercial significance.

         b)       The date and time prior to the commencement of the auction by
                  which each bidder must have satisfied the necessary financial
                  certification requirements.

         c)       The specifications for the technical equipment necessary to
                  participate in the auction.

         d)       The date and time by which bids must be submitted, which shall
                  be the same for all FTR Interfaces and Scheduling Points.

         e)       The form and format in which bids must be submitted.



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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         f)       Any other information of commercial significance to bidders in
                  the auction, including detailed descriptions of the bidding
                  rules and mechanics of the software used to clear each FTR
                  market.

         g)       DSTAR shall post this information at least:

                  i)       Thirty (30) days prior to the auction, in the case of
                           the annual auctions.

                  ii)      Fifteen (15) days prior to the auction, in the case
                           of the monthly auctions.

                  iii)     Five (5) days prior to the auction, in the case of
                           subsequent auctions within a month.

                  iv)      Two (2) hours prior to the auction, in the case of
                           the daily auctions.

A.7.2.2  BIDDING PROCEDURES

         For each FTR Interface and Scheduling Point:

         a)       A bidder must specify:

                  i)       The number of FTRs the bidder desires to purchase;

                  ii)      The maximum price per FTR (in $/FTR) that the bidder
                           is willing to pay for those FTRs; or the designation
                           "Price Taker" (i.e. those entities willing to pay
                           whatever the FTR Market Clearing Price is).

                  iii)     Whether it is acceptable for DSTAR to fulfill part of
                           the bid, or whether the bid is submitted on an
                           "all-or-none" basis.

         b)       A bidder may submit multiple bids, thereby establishing a
                  "price-quantity" curve.

         c)       Bids may be submitted and then revised up until the auction
                  deadlines as specified in Appendix B.

         d)       Before, during and after the auction process, DSTAR shall
                  treat all bids as confidential.

A.7.2.3  DETERMINATION OF WINNING BIDS AND FTR CLEARING PRICE

         For each FTR Interface and Scheduling Point:

         a)       All bids received by DSTAR shall be stacked in the order of
                  highest bid to lowest bid with the Price Taker bids deemed to
                  be the highest.

         b)       The winning bids shall be determined by moving up the stack
                  from the highest bid to the lowest bid, until the cumulative
                  quantity of FTRs associated with these bids (the "winning
                  bids") is greater than or equal to the total number of FTRs
                  available, or all bids have been satisfied.

         c)       If the last winning bid is an "all-or-none" bid that can not
                  be completely honored, that bid shall be rejected and removed
                  from the stack.

         d)       The FTR Clearing Price for each separate FTR Interface and
                  Scheduling Point shall be the price of the first winning bid
                  that could not be completely accepted by the DSTAR for that
                  FTR Interface or Scheduling Point. That is, the FTR Clearing
                  Price for all FTRs for a particular FTR Interface or
                  Scheduling Point is the price that would have been paid had
                  the DSTAR been able to auction one additional FTR.



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         e)       In the event that there are multiple bids with prices equal to
                  the FTR Clearing Price, each of those bids shall be awarded a
                  pro-rata share of the FTRs that remain after FTRs have been
                  allocated to higher price bids, with the result that any
                  "all-or-nothing" bids at that price will be removed from the
                  stack (which could result in all other bids being satisfied).

         f)       It is not intended that a price cap be established in the FTR
                  auction process. However, in the event that such a price cap
                  is established (for example, for software reasons or as a
                  result of regulatory rulings) and the quantity of bids for
                  FTRs at the price cap exceeds the number of FTRs available for
                  auction, priority shall be granted to the representatives of
                  those Historical Users and holders of ECs that have been
                  converted to DSTAR Transmission Service who are participating
                  in the auction and who have bid via the Price Taker mechanism.

         g)       In the event that the demand for FTRs is less than the
                  quantity of FTRs that is available, the FTR Clearing Price
                  shall be the price of the last winning bid.

         h)       In the event that the only satisfied bids are Price Taker
                  bids, the deemed FTR Clearing Price shall be $10,000/FTR.
                  Additionally, entities with the Historical Use and/or
                  converted EC designation shall be awarded their Historical Use
                  and/or EC share of FTRs prior to entities without such a
                  designation, in accordance with sub-section f) above.

         As a consequence of this process:

         a)       All Price Taker bids and all bids with bid prices greater than
                  the FTR Clearing Price will be accepted.

         b)       All bids with bid prices less than the FTR Clearing Price will
                  be rejected.

         c)       Bids with bid prices equal to the FTR Clearing Price will
                  either be accepted, rejected (if they are "all-or-none" bids)
                  or possibly only partially accepted.

         d)       DSTAR shall announce the results of the auction simultaneously
                  to all bidders, by posting on the DSTAR Website, for each FTR
                  Interface and Scheduling Point, the quantities of FTRs awarded
                  to each bidder and the FTR Clearing Price for each FTR
                  Interface and Scheduling Point.

A.7.3    RTR AUCTION PROCEDURES

         The daily RTR auctions shall be identical to the FTR auctions, except
         that:

         a)       Information regarding the quantities of RTRs available for
                  each hour of the next Trading Day shall be posted by DSTAR
                  approximately twenty-five (25) minutes in advance of the
                  auction, promptly after the SCs have indicated their
                  intentions regarding the scheduling of FTRs for the next
                  Trading Day.

         b)       There are no Price Taker designations for the RTR auction.

         c)       The price paid for each RTR shall be the bidder's bid price
                  (i.e., there will not be a single RTR clearing price).

A.7.4    PAYMENT BY WINNING BIDDERS

a)       For each FTR Interface and Scheduling Point, each winning bidder in an
         FTR auction shall pay DSTAR an amount equal to the quantity of FTRs
         awarded to that bidder multiplied by the FTR Clearing Price.



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DESERT STAR TARIFF                             APPENDIX A: CONGESTION MANAGEMENT
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         b)       For each FTR Interface and Scheduling Point, each winning
                  bidder in an RTR auction shall pay DSTAR an amount equal to
                  the quantities of RTRs awarded to that bidder multiplied by
                  the bidder's price bids for each of the RTRs.

         c)       Winning bidders shall pay the amounts stated above in
                  accordance with the requirements of Appendix G.

A.8      DISTRIBUTION OF REVENUES FROM DSTAR'S TRANSMISSION RIGHTS AUCTIONS

         a)       For each FTR Interface and Scheduling Point, DSTAR shall
                  credit, on a per MW basis, the proceeds of the FTR auctions,
                  to the SCs representing: (i) the Historical Users of the FTR
                  Interface or Scheduling Point; and (ii) the holders of ECs
                  that have been converted to DSTAR Transmission Service. Any
                  remaining FTR auction revenues and all RTR auction revenues
                  will be credited to the Participating TOs for crediting
                  against their Annual Transmission Revenue Requirements
                  ("ATRRs").

         b)       Prior to the initial DSTAR Operations Date, each FTR Interface
                  and Scheduling Point will be studied to determine the baseline
                  Historical Use, in MW, of the path. The Historical Use of each
                  path will be the determining factor in the percentage
                  allocation of FTR auction revenues. For example, if an entity
                  historically uses seventy-five percent (75%) of a specific FTR
                  Interface or Scheduling Point to serve its retail load prior
                  to the DSTAR Operations Date, then that entity shall receive
                  seventy-five percent (75%) of the FTR auction revenue proceeds
                  for that path.

         c)       The Historical Use allocation percentages shall remain in
                  place for ten (10) years or until such time as State
                  jurisdictional retail open access plans allow competition for
                  customers and Transmission Rights. Each retail open access
                  process shall determine the method by which competitors gain
                  access to the Transmission System, including the DSTAR Grid.
                  DSTAR shall credit FTR auction revenues in accordance with any
                  re-allocation methodology that results from such a process. In
                  the absence of a State determined reallocation methodology,
                  DSTAR will shall credit FTR auction revenues that result from
                  the Historical Use allocation percentages on a pro-rata basis
                  to the SCs representing the Load in the service territory that
                  produced the Historical Use allocation percentages.

         d)       The allocation of auction revenues to the holders of ECs shall
                  remain in place for the longer of the stated term of the
                  converted EC or ten (10) years. If Transmission Rights under
                  an EC have been converted to FTRs and such converted FTRs are
                  completely equivalent to FTRs not resulting from conversion of
                  ECs, those rights shall be made available to the DSTAR FTR
                  auctions. In such case, DSTAR shall credit a pro-rata share of
                  the auction proceeds to the party(ies) who converted their EC
                  rights. Each party's prorata share of the auction revenues
                  shall be equal to the number of FTRs on the FTR Interface or
                  Scheduling Point that were made available on an annual basis
                  by the converted EC, divided by the total number of FTRs
                  auctioned on an annual basis for the FTR Interface or
                  Scheduling Point, multiplied by auction proceeds for that FTR
                  Interface or Scheduling Point.

                  NOTE: Section A.7.2.3 above defines an onerous default FTR
                  Clearing Price for auctions where Price Taker bids exceed the
                  quantity of FTRs available. This default price is designed to
                  incite bidders to bid the true value for an FTR. If an entity
                  without the Historical Use or converted EC designation chooses
                  to use the Price Taker Option, it could conceivably be
                  obligated to purchase the FTRs at this default price without
                  receiving any revenue credits for Historical Use or converted
                  EC in return.



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         e)       All Eligible Customers shall have the ability to bid as a
                  Price Taker in the FTR auctions. However, in the event that
                  there are more Price Taker bids then there are FTRs available,
                  the entities with the Historical Use or converted EC
                  designation shall receive the FTRs equivalent to their
                  corresponding Historical Use or converted EC quantity (as such
                  quantity may be determined pursuant to Section 8.b).

         f)       After crediting for Historical Uses and converted ECs as
                  described above, DSTAR shall revenue credit the remaining
                  auction proceeds against the appropriate Participating TOs'
                  ATRRs, so that the percentage of the auction proceeds that
                  will be allocated to each SC's DSTAR Transmission Service
                  charge shall equal the percentage of the total Access Area
                  Charge revenues paid by that SC to the Participating TO in
                  that month.



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                                               APPENDIX A: CONGESTION MANAGEMENT
DESERT STAR TARIFF  ATTACHMENT A-1: LIST OF FTR INTERFACES AND SCHEDULING POINTS
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                          ATTACHMENT A-1 TO APPENDIX A
                  LIST OF FTR INTERFACES AND SCHEDULING POINTS


         DSTAR CONGESTION ZONES

         A.       Arizona
         B.       Northern New Mexico
         C.       Southern New Mexico
         D.       Western Colorado
         F.       Eastern Wyoming
         G.       Four Corners
         H.       Eastern Colorado
         I.       El Paso

         IMPORT LIMITED ZONES

         11.      Phoenix
         12.      Tucson
         13.      El Paso

         EXTERNAL ZONES

         E1.      California
         E2.      SPS
         E3.      Western Wyoming
         E4.      Eastern Utah
         E5.      Southern Utah
         E6.      Nebraska
         E7.      Southern Nevada

         FTR IDENTIFIER

         1.       A to I1 (Arizona to Phoenix)
         2.       A to I2 (Arizona to Tucson)
         3.       C to I3 (Southern New Mexico to/from El Paso)
         4.       A to C (Arizona to/from Southern New Mexico)
         5.       B to C (Northern New Mexico to/from Southern New Mexico)
         6.       G to A (Four Corners to Arizona)
         7.       G to B (Four Corners to Northern New Mexico)
         8.       G to/from D (Four Corners to/from Western Colorado)
         9.       D to H (Western Colorado to Eastern Colorado)
        10.       F to H (Eastern Wyoming to Eastern Colorado)
        11.       A to/from El (Arizona to/from California)
        12.       B to/from E2 (Northern New Mexico to/from SPS)
        13.       C to/from E2 (Southern New Mexico to/from SPS)
        14.       A to/from E5 (Arizona to/from Southern Utah)
        15.       F to/from E3 (Eastern Wyoming to/from Western Wyoming)
        16.       D to/from E4 (Western Colorado to/from Eastern Utah)
        17.       F to/from E6 (Eastern Wyoming to/from Nebraska)
        18.       A to/from E7 (Arizona to/from Southern Nevada)



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                                               APPENDIX A: CONGESTION MANAGEMENT
DESERT STAR TARIFF  ATTACHMENT A-1: LIST OF FTR INTERFACES AND SCHEDULING POINTS
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                                     [MAP]






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