TCR_Public/9701222.MBX




InterNet Bankruptcy Library - News for January 22, 1997 (page 2)






Bankruptcy News For January 22, 1997
(page 2)



  1. PacifiCorp Reports 1996 Financial Results; Announces Big Rivers Bankruptcy
    Settlement Agreement

  2. Big Rivers Reaches Settlement with Creditors

  3. Judge OKs Marvel DIP Financing Pending Modifications; Company Will Continue to
    Meet All Obligations in Full, on Time

  4. Cyphercom Solutions Inc. Continuing Liquidity Difficulties




PacifiCorp Reports 1996 Financial Results; Announces Big Rivers Bankruptcy Settlement
Agreement


PORTLAND, Ore., Jan. 22, 1997 - PacifiCorp (NYSE: PPW) today reported 1996
earnings on common stock of $475 million, or $1.62 per share, compared to $429 million,
or $1.51 per share, reported in 1995, after deducting from 1995 results a gain of $37
million, or $0.13 per share, relating to the sale of the company's Alaskan long-distance
telephone operations. Average common shares outstanding totaled 292 million, an 8
million share increase from the end of 1995. In March of 1996, the company completed a
common share offering totaling approximately 9 million shares.


Fourth quarter 1996 earnings on common stock were $127 million, or $0.43 per share,
compared to $119 million, or $0.42 per share, reported for the same quarter a year ago.


PacifiCorp experienced growth in each of its major businesses during 1996, led by an 81
percent increase in wholesale electricity sales volumes. The company experienced a 2
percent increase in the average number of domestic retail electric customers, 11 percent
load growth at Powercor, the company's Australian electricity distribution and marketing
company, and 5 percent internal growth in telephone customer access lines at Pacific
Telecom, Inc. (PTI), the company's telecommunications subsidiary. Powercor's load
growth was bolstered by the capture of additional market share in the State of Victoria's
contestable market.


Commenting on 1996 results, Fred Buckman, President and Chief Executive Officer, said,
"We are pleased that each of our major businesses met or exceeded our expectations for
1996. Our domestic wholesale power marketing business had a record year, with revenues
of $739 million. Powercor exceeded our expectations for its first year of operations,
adding to our earnings and capturing 46 percent of the contestable customer market in the
state of Victoria and 5 percent of the market in the neighboring state of New South Wales.
Pacific Telecom delivered earnings growth of 13 percent, excluding the gain recorded on
the sale of our Alaskan long-distance operations last year. We have asked each of our
businesses to stretch even further in 1997 as we continue to seek new and better ways to
deliver superior value to our customers and shareholders."


Big Rivers Reaches Settlement with Creditors


PacifiCorp's relationship with Big Rivers Electric Corporation took another step forward
today with the announcement that Big Rivers has reached a settlement agreement with its
major creditors in its bankruptcy proceeding. The settlement agreement, which is subject
to the approval of the court, will allow Big Rivers and PacifiCorp to move forward in
obtaining regulatory approval for their long-term partnership. Big Rivers has chosen
PacifiCorp to lease and operate its generation facilities over the next 25 years. Under this
long-term agreement, PacifiCorp will sell power back to Big Rivers and sell the surplus
into eastern power markets. The settlement agreement preserves the economics of the
long-term agreement for PacifiCorp. "We are pleased that Big Rivers has been able to
reach agreement on its bankruptcy issues and we are confident that we can finalize our
long-term arrangement by mid- year," Buckman said. PacifiCorp and Big Rivers are
currently operating under an interim power marketing agreement under which the two
companies are jointly marketing excess capacity of Big Rivers' power plants.


1996 Earnings Overview


Domestic Electric Operations


Earnings contribution

Domestic Electric Operations' earnings contribution was $342 million, or $1.17 per share,
compared to $308 million, or $1.08 per share, in 1995, after adding back to 1995 earnings
$32 million, or $0.11 per share, resulting from a tax settlement with the U.S. Internal
Revenue Service for the tax years 1983-1988. (Refer to the 1995 offsetting item in "Other
Businesses" later in this report.) Income from operations increased $69 million, or 9
percent, to $870 million.


Strong demand for power, price increases in the company's Oregon and Wyoming
customer service territories, and growth of 2 percent in the average number of retail
customers drove the earnings increase. Improved weather conditions added an estimated
$18 million, or $0.06 per share, to earnings in 1996.


Revenues

Total 1996 domestic electric revenues increased $345 million, or 13 percent, from 1995
to $2.96 billion.


Retail revenues increased $120 million, or 6 percent, to $2.1 billion, reflecting higher
energy volumes sold in all customer categories and price increases in Oregon and
Wyoming customer jurisdictions. The Oregon Public Utility Commission authorized an
overall 4 percent rate increase ($27 million annually), effective July 15, 1996 and the
Wyoming Public Service Commission authorized a 3.9 percent rate increase ($10 million
annually), effective July 1, 1996. These rate increases added $16 million to revenues in
1996, while customer growth added $29 million and improved weather conditions added
$43 million.


Wholesale revenues increased $219 million, or 42 percent, to a record $739 million.
Energy volumes increased 81 percent, driven by a three-fold increase in short-term firm
and spot market sales and new contracts that increased long-term firm sales by 18 percent
over 1995. Short-term firm and spot market sales prices averaged $15 per mWh in 1996, a
16 percent decline from 1995.


Operating Expenses

Total operating expenses increased $276 million, or 15 percent, to $2.1 billion.


The higher demand for electricity in 1996 was met in large part by higher levels of
purchased power. Purchased power expense increased $231 million or 65 percent, to
$587 million. Short-term firm and spot market purchases totaled 16.9 million mWh in
1996, more than three times the level of 1995 purchases. Short-term firm and spot market
purchase prices averaged $13 per mWh in 1996 versus $10 per mWh in 1995, a 30
percent increase. New long-term firm purchased power contracts, net of expiring
contracts, added $29 million to purchased power costs in 1996. This increase included
purchases from the Hermiston plant, which began commercial operation in July 1996. In
1993, the company signed a contract to purchase the entire energy output from this 474
MW natural gas cogeneration plant, which was developed by U.S. Generating Company.
The company purchased a 50 percent interest in the Hermiston plant in July 1996.


Net power costs in 1996 were $7.20 per mWh, compared to $6.83 per mWh in 1995, a 5
percent increase. Electric operations net power cost represents the net cost to serve the
company's retail customers on a mWh basis. This is measured by the sum of fuel,
purchased power and wheeling expense, less wholesale power and wheeling revenues.
The increase in net power cost was attributable in part to the increase in power purchases
to meet increased demand during the year, along with fuel and purchased power costs from
the Hermiston plant.


Depreciation and amortization expense increased $23 million, or 7 percent, to $343
million in 1996. The addition of the Hermiston plant and the company's new customer
service system added $6 million to depreciation during the year.


Other Income/Expense

Interest expense declined $8 million, or percent, to $304 million in 1996. Excluding the
$28 million of interest cost associated with the 1995 IRS settlement referred to above,
interest expense increased $20 million, or 7 percent, attributable to higher debt levels
during the year. Other expenses increased $18 million in 1996 as a result of lower levels
of capitalized interest, reduced asset sale gains, and increased product and business
development expense.


AUSTRALIAN ELECTRIC OPERATIONS


Powercor

Powercor, in its first full year of operations as a PacifiCorp company, contributed
earnings of $33 million, or $0.11 per share, before an assumed allocation of incremental
corporate interest costs from debt incurred as part of the December 1995 acquisition.
Allocation of interest expense on these incremental U.S. borrowings to Powercor would
have reduced Powercor's earnings contribution by approximately $28 million (after tax),
or $0.10 per share in 1996.


Increased market share in the contestable market in Victoria provided a substantial
contribution to Powercor's sales. Powercor now holds 46 percent of the state's contestable
market and 5 percent of the market in New South Wales. Powercor has successfully
retained the majority of its major franchise customers that became contestable in July
1996, and has also acquired a large number of new customers throughout Victoria. The
success in winning new customers provided an additional $40 million in revenue in 1996,
and is expected to add approximately $130 million to revenues in 1997.


Hazelwood

In September 1996, PacifiCorp acquired a 19.9 percent ownership interest in the
Hazelwood Power Station, a coal-fired generating station and associated coal mine in
Victoria, Australia for approximately $155 million. Hazelwood recorded a loss of $2.6
million for 1996.


Hazelwood sells its generation output through a statewide generation pool and under
bilateral contracts directly to Victorian distribution companies. Pool and contract prices
vary depending on certain conditions, including weather, economic growth and other
factors influencing supply and demand for electric power. Power prices are lowest in the
Australian summer months because demand is lowest, which generally is expected to
result in lower profit margins for Hazelwood during the first and fourth calendar quarters.


        Australian Electric Operations 1996 Results (In
        millions):

        Powercor:
        Revenue                                    $ 658.8
        Purchased power                             (305.1)
        Depreciation and amortization                (71.6)
        Other operating expenses                    (154.7)
        Operating income                             127.4
        Interest expense                             (75.6)
        Pre-tax income                                51.8
        Income taxes                                 (19.1)
        Powercor earnings contribution                32.7
        Corporate interest allocation                (27.6)
        Powercor net contribution to PacifiCorp    $   5.1

        Hazelwood net loss                         $  (2.6)

TELECOMMUNICATIONS

PTI contributed earnings of $75 million, or $0.25 per share in 1996, compared to $66
million, or $0.23 per share in 1995, after deducting from 1995 results a gain of $37
million, or $0.13 per share, associated with the sale of PTI's Alaskan long distance
operations to AT&T. Earnings from local exchange operations acquired by PTI in 1995,
internal customer access line growth of 5 percent, growth in cellular operations, and cable
capacity sales more than offset the loss of earnings from long distance operations.


PTI has pending acquisitions of local exchange properties in Minnesota, Michigan and
Alaska that are expected to add approximately 27,000, 11,000 and 32,000 customer access
lines, respectively. These acquisitions are expected to be completed in mid-1997. PTI had
559,000 customer access lines at December 31, 1996, up from 530,000 lines at the end of
1995.


OTHER BUSINESSES

Earnings from other businesses totaled $29 million, or $0.10 per share, in 1996, compared
to $54 million, or $0.20 per share, in 1995, after deducting from 1995 results a $32
million tax adjustment associated with an IRS settlement referred to above. The decline in
contribution resulted primarily from losses associated with new unregulated energy
businesses of $10 million after-tax, and an increase in interest expense at PacifiCorp
Holdings, primarily as the result of borrowings for the Australian acquisitions.


FOURTH QUARTER 1996 EARNINGS ANALYSIS


DOMESTIC ELECTRIC OPERATIONS


Earnings contribution

Domestic Electric Operations' earnings contribution was $93 million, or $0.31 per share,
compared to $85 million, or $0.30 per share, in 1995. Income from operations increased
$18 million, or 8 percent, to $235 million.


Strong demand for power, price increases in Oregon and Wyoming and growth of 2
percent in the average number of retail customers drove the earnings increase. Colder
weather conditions added an estimated $5 million, or $0.02 per share, to earnings in the
quarter.


Revenues

Fourth quarter electric revenues increased $119 million, or 17 percent, from the
comparable period of 1995 to $825 million.


Retail revenues totaled $564 million, an increase of $33 million, or 6 percent, attributed to
a 6 percent increase in energy sales volumes and price increases in Oregon and Wyoming.
These rate increases added $10 million to revenues in the quarter.


Residential revenues were up $15 million, or 7 percent, to $221 million. Energy volumes
increased 6 percent. Colder weather conditions added an estimated $11 million to
residential revenues. Fourth quarter 1996 temperatures averaged 5 degrees colder in
November and 1 degree colder in December. A 2 percent increase in the average number
of customers added $3 million to revenues, while price increases added $6 million. The
July price increases in Oregon and Wyoming accounted for $5 million of the revenue
increase associated with price increases.


Commercial revenues improved $15 million, or 10 percent, to $164 million. Energy sales
volumes increased 8 percent. Colder weather added an estimated $3 million to
commercial revenues. A 3 percent increase in the average number of customers added $6
million to revenues, while price increases added $3 million. The July price increases in
Oregon and Wyoming accounted for $2 million of the revenue increase associated with
price increases.


Industrial revenues increased $2 million, or 1 percent, to $171 million. Price increases in
Oregon and Wyoming added $2 million to revenues in the quarter.


Wholesale revenues increased $82 million, or 54 percent. Energy volumes increased 73
percent. Increased short-term firm and spot market volumes added $52 million, while new
long-term firm sales added $8 million. Average short-term and spot market sales prices
averaged $18 per mWh in the quarter, a 13 percent increase from the prior year. The
increasing prices added $18 million to revenues in the quarter.


Operating Expenses

Total operating expenses increased $101 million, or 21 percent, to $591 million in the
quarter.


The higher demand for electricity in the quarter was met in large part by higher levels of
purchased power. Purchased power expense for the fourth quarter of 1996 increased $86
million, or 79 percent, to $195 million. Short-term firm and spot market purchases were
up $46 million, or 3.1 million mWh, doubling the amount of purchases in the same period
of 1995. Short-term firm and spot market purchase prices averaged $18 per mWh in the
quarter versus $10 per mWh in the fourth quarter of 1996. The increase in purchase prices
added $26 million to costs. New long-term firm purchased power contracts, net of existing
purchase contract expirations, added $11 million to purchased power costs.


Fuel expense for the quarter was up $11 million, or 9 percent, to $126 million. Thermal
generation was up 9 percent to 14 million mWh.


Net power costs in the quarter were $8.23 per mWh, compared to $6.10 per mWh in the
fourth quarter of 1995, a 35 percent increase. The increase in net power cost was
attributable in part to the increase in power purchases to meet increased demand in the
quarter, along with fuel and purchased power costs from the Hermiston plant.


Depreciation and amortization increased $8 million, or 10 percent, to $89 million. The
addition of the Hermiston plant and the company's new customer service system added $4
million to depreciation in the quarter.


Other Income/Expense

Electric interest expense increased $5 million, or 7 percent, to $79 million. The increase
was driven by higher debt balances. Other expenses increased $5 million primarily due to
a higher level of business development expenses. Income tax expense increased $2
million, or 3 percent, to $58 million. The preferred dividend requirement decreased $3
million, or 33 percent, due to the company's redemption of preferred stock with an
aggregate stated value of $217 million.


AUSTRALIAN ELECTRIC OPERATIONS


Powercor

In the fourth quarter of 1996, Powercor contributed earnings of $10 million, or $0.03 per
share before an assumed allocation of incremental corporate interest costs from debt
incurred as part of the December 1995 acquisition. Allocation of interest expense on these
incremental U.S. borrowings to Powercor would have reduced Powercor's earnings
contribution by approximately $7 million, or $0.02 per share.


Powercor sales volumes were up 5 percent over the third quarter, with sales to new
contestable market customers more than offsetting the expected seasonal decline in sales.
Total network customers reached 547,000 at December 31, 1996, an increase of 2,000
customers over the prior quarter and an increase of 7,000 customers for the year.


Powercor obtains most of its required electricity (purchased power) through a statewide
generation pool. Pool prices vary depending on certain conditions, including weather,
economic growth and other factors influencing supply and demand for electric power.
Powercor has hedged its pool price exposure with a number of vesting contacts. Prices
under the contracts are lowest in the Australian summer months because demand is lowest,
which generally is expected to result in higher profit margins for Powercor in the fourth
and first quarters than in the other quarters of the year.


Hazelwood

Hazelwood recorded a net loss of $2 million in the fourth quarter of 1996. See discussion
of the seasonal nature of Hazelwood results in the 1996 Earnings Overview.


Australian Electric Operations Fourth Quarter 1996 Results (In millions):


        Powercor:
        Revenue                                  $ 181.2
        Purchased power                            (84.3)
        Depreciation and amortization              (18.4)
        Other operating expenses                   (44.9)
        Operating income                            33.6
        Interest expense                           (17.6)
        Pre-tax income                              16.0
        Income taxes                                (5.8)
        Powercor earnings contribution              10.2
        Corporate interest allocation               (7.0)
        Powercor net contribution to PacifiCorp  $   3.2

        Hazelwood net loss                       $  (2.1)

TELECOMMUNICATIONS


Earnings contribution

The earnings contribution from PTI in the fourth quarter of 1996 totaled $21 million, or
$0.07 per share, compared to $18 million, or $0.06 per share, in the fourth quarter of
1995. Internal customer access line growth of 5 percent and growth in cellular operations
accounted for the increase.


Revenues

PTI's revenues increased $6 million, or 5 percent, from the fourth quarter of 1995, to $135
million. Growth of 5 percent in local exchange access lines, enhanced service revenue
growth and growth in cellular operations contributed to increased revenues in the quarter.


Operating Expenses

Telecommunications operating expenses increased $3 million, or 3 percent, to $91 million
in the fourth quarter of 1996. The increase is the result of the higher costs due to customer
growth and acquisition activities.


Other Income/Expense

Interest expense totaled $10 million in the quarter, a $2 million decrease from the prior
year. Income taxes totaled $13 million in the quarter, a $2 million increase from the prior
year, due to higher pre-tax income.


OTHER BUSINESSES

Earnings from other businesses declined $10 million, or 63 percent, to $6 million in the
quarter. The decline in contribution resulted from losses totaling $4 million after-tax
associated with the development of new unregulated energy businesses, and an increase in
interest expense at PacifiCorp Holdings primarily as the result of borrowings for the
Australian acquisitions. PacifiCorp Holdings interest expense increased to $7 million
from $4 million in the prior year.


                                      PacifiCorp
                          and its Consolidated Subsidiaries
                            Summary Financial Information
                       (In Thousands, Except Per Share
                       Amounts)
                                     (Unaudited)

                                       12 Months Ended
                                       December 31   $       
                                       %
                                               1996         
                                               1995     Change
        Change

        REVENUES
            Domestic Electric Operations  $  2,960,800  $
            2,616,100   $
        344,700   13

            Australian Electric Operations     658,800       
            25,900
        632,900    ..

            Telecommunications (a)             521,100      
            640,100
        (119,000) (19)

            Other (a)(b)                       153,100      
            134,800
        18,300   14

            TOTAL                            4,293,800    
            3,416,900
        876,900   26

        EXPENSES
         Domestic Electric Operations
             Fuel (a)                          443,000      
             431,600
        11,400    3

            Purchased power (a)                586,900      
            356,400
        230,500   65

        Other operations and
             maintenance (a)                   445,000      
             442,500
        2,500    1

            Depreciation and amortization      343,400      
            320,400
        23,000    7

            Other                              272,700      
            264,300
        8,400    3

            TOTAL                            2,091,000    
            1,815,200
        275,800   15

            Australian Electric Operations     531,400       
            20,400
        511,000    ..

            Telecommunications (a)             362,400      
            474,800
        (112,400) (24)

            Other (a)(b)                        63,900       
            50,600
        13,300   26

            TOTAL                            3,048,700    
            2,361,000
        687,700   29

        INCOME FROM OPERATIONS
            Domestic Electric Operations       869,800      
            800,900
        68,900    9

            Australian Electric Operations     127,400        
            5,500
        121,900    ..

            Telecommunications                 158,700      
            165,300
        (6,600)  (4)

            Other (a)(b)                        89,200       
            84,200
        5,000    6

            TOTAL                            1,245,100    
            1,055,900
        189,200   18

            Interest expense                   465,700      
            378,700
        87,000   23

            Other (income) expense (a)          (9,400)     
            (66,600)
        57,200   86

            Income before income taxes         788,800      
            743,800
        45,000    6

            Income taxes                       283,900      
            238,800
        45,100   19

            NET INCOME                    $    504,900 $   
            505,000 $
        (100)   --

            Preferred dividend requirement      29,800      
            38,700
        (8,900)  (23)

        EARNINGS CONTRIBUTION
         ON COMMON STOCK (c)
            Domestic Electric Operations   $   341,500  $  
            276,400 $
        65,100    24

            Australian Electric Operations      30,100        
             700
        29,400     ..

            Telecommunications                  74,700     
            103,000
        (28,300)  (27)

            Other (b)                           28,800      
            86,200
        (57,400)  (67)

            TOTAL                         $    475,100  $  
            466,300 $
        8,800     2

            Average common shares outstanding  292,424     
            284,272
        8,152     3

        EARNINGS PER COMMON SHARE
            Domestic Electric Operations  $       1.17 $      
            0.97 $
        0.20    21

            Australian Electric Operations        0.10
        --        0.10     ..

            Telecommunications                    0.25        
            0.36
        (0.11)  (31)

            Other (b)                             0.10        
            0.31
        (0.21)  (68)

            TOTAL                         $       1.62 $      
            1.64 $
        (0.02)   (1)

        Dividends paid per common share   $       1.08 $      
        1.08 $ --    --

        .. Not a meaningful number.

                               (See accompanying notes)

                                      PacifiCorp
                          and its Consolidated Subsidiaries
                            Summary Financial Information
                                     (Unaudited)

                                       12 Months Ended
                                       December 31    $      
                                       %
                                               1996        
                                               1995
        Change  Change

        DOMESTIC ELECTRIC REVENUES (In thousands)
            Residential                  $    785,600 $   
            721,900 $
        63,700      9

            Commercial                        622,400     
            575,900
        46,500      8

            Industrial                        705,000     
            697,600
        7,400      1

            Other                              32,500      
            29,700
        2,800      9

            Retail Sales                    2,145,500   
            2,025,100
        120,400      6

            Wholesale sales                   738,800     
            520,000
        218,800     42

            Other                              76,500      
            71,000
        5,500      8

            TOTAL                        $  2,960,800 $ 
            2,616,100 $
        344,700     13

        DOMESTIC ELECTRIC ENERGY SALES (Millions of kWh)
            Residential                        12,819      
            12,030
        789      7

            Commercial                         11,497      
            10,797
        700      6

            Industrial                         20,332      
            19,748
        584      3

            Other                                 640         
            592
        48      8

            Retail Sales                       45,288      
            43,167
        2,121      5

            Wholesale sales                    29,665      
            16,376
        13,289     81

            TOTAL                              74,953      
            59,543
        15,410     26

        AUSTRALIAN ELECTRIC REVENUES (In thousands)
            Domestic                     $    239,400 $    
            10,500 $
        228,900      ..

            Commercial                        165,500       
            5,900
        159,600      ..

            Industrial                        179,300       
            6,400
        172,900      ..

            Other                              44,400       
            2,600
        41,800      ..

            Retail Sales                      628,600      
            25,400
        603,200      ..

            Other                              30,200         
            500
        29,700      ..

            TOTAL                        $    658,800 $    
            25,900 $
        632,900      ..

        AUSTRALIAN ELECTRIC ENERGY
        SALES (Millions of kWh)
            Domestic                           2,608          
            112
        2,496      ..

            Commercial                         1,926          
             66
        1,860      ..

            Industrial                         3,282          
            152
        3,130      ..

            Other                                494          
             32
        462      ..

            TOTAL                              8,310          
            362
        7,948      ..

                                        December     December 
                                                $       %
                                              1996        
                                              1995
        Change  Change

        CONSOLIDATED CAPITALIZATION
            Common equity               $  4,032,000  $
            3,633,000 $
        399,000     11

            Preferred stock                  314,000      
            531,000
        (217,000)   (41)

        Preferred securities
         of trust holding
             solely PacifiCorp debentures    210,000
        --     210,000     --

        Long-term debt and capital
             lease obligations             5,200,000    
             4,968,000
        232,000      5

            Short-term debt                1,060,000    
            1,227,000
        (167,000)   (14)

            TOTAL                       $ 10,816,000  $
            10,359,000 $
        457,000      4

                               (See accompanying notes)

                                      PacifiCorp
                          and its Consolidated Subsidiaries
                            Summary financial Information
                       (In Thousands, Except Per Share
                       Amounts)
                                       (Unaudited)

                                      3 Months Ended December
                                      31      $      %
                                            1996         1995
                                                Change Change

        REVENUES
        Domestic Electric Operations $    825,300  $   706,600
         $  118,700    17
            Australian Electric Operations    181,200      
            25,900
        155,300     ..

        Telecommunications (a)            134,900      129,000
              5,900     5 Oter (a)(b)                      
        38,900       33,300       5,600    17 TOTAL           
                       1,180,300      894,800     285,500   
        32

        EXPENSES
        Domestic Electric Operations
        Fuel (a)                          126,400      115,900
             10,500     9 Purchased power (a)              
        194,900      109,100      85,800    79 Other
        operations and
          maintenance (a)                 116,300      116,800
                 (500)   --
        Depreciation and amortization      89,200       80,900
              8,300    10
            Other                              63,900      
            67,100
        (3,200)   (5)

        TOTAL                             590,700      489,800
            100,900    21
            Australian Electric Operations    147,600      
            20,400
        127,200     ..

        Telecommunications (a)             91,000       88,500
              2,500     3
            Other (a)(b)                       13,400      
            13,500
        (100)   (1)

        TOTAL                             842,700      612,200
            230,500    38

        INCOME FROM OPERATIONS
        Domestic Electric Operations      234,600      216,800
             17,800    8 Australian Electric Operations    
        33,600        5,500      28,100    ..
        Telecommunications                 43,900       40,500
              3,400    8 Other (a)(b)                      
        25,500       19,800       5,700   29 TOTAL            
                        337,600      282,600      55,000   19
        Interest expense                  120,700       96,500
             24,200   25 Other (income) expense (a)         
        8,900       (5,300)     14,200    ..

        Income before income taxes        208,000      191,400
             16,600    9 Income taxes                      
        75,100       63,700      11,400   18

        NET INCOME                   $    132,900 $    127,700
        $     5,200    4

        Preferred dividend requirement      5,500        8,300
             (2,800) (34)

        EARNINGS CONTRIBUTION
        ON COMMON STOCK (c)
        Domestic Electric Operations  $    93,000 $     85,100
        $     7,900    9 Australian Electric Operations     
        8,100          700       7,400    ..
        Telecommunications                 20,600       18,000
              2,600   14 Other (b)                          
        5,700       15,600      (9,900) (63) TOTAL            
                   $    127,400 $    119,400 $     8,000    7

        Average common shares outstanding 294,897      284,277
             10,620    4

        EARNINGS PER COMMON SHARE
        Domestic Electric Operations     $   0.31 $       0.30
        $      0.01     3
            Australian Electric Operations       0.03
        --        0.03     ..

        Telecommunications                   0.07         0.06
               0.01    17
            Other (b)                            0.02        
            0.06
        (0.04)  (67)

        TOTAL                           $    0.43 $       0.42
        $      0.01     2 Dividends paid per common share $   
        0.27 $       0.27 $        --    --

        ..  Not a meaningful number.

                                (See accompanying notes)

                                           PacifiCorp
                                 and its Consolidated
                                 Subsidiaries
                                   Summary Financial
                                   Information
                                          (Unaudited)

                                  3 Months Ended December 31  
                                      $        %
                                         1996         1995    
                                           Change   Change

        DOMESTIC ELECTRIC REVENUES
        (In thousands)
        Residential                $    220,500 $    205,800  
         $ 14,700     7 Commercial                     
        163,800      148,700      15,100    10 Industrial     
                        171,100      169,100       2,000     1
        Other                             8,300        7,200  
            1,100    15 Retail Sales                   
        563,700      530,800      32,900     6 Wholesale sales
                        231,300      149,800      81,500    54
        Other                            30,300       26,000  
            4,300    17 TOTAL                      $   
        825,300 $    706,600 $   118,700    17

        DOMESTIC ELECTRIC ENERGY SALES
        (Millions of kWh)
        Residential                       3,559        3,368  
              191     6 Commercial                       
        2,997        2,779         218     8 Industrial       
                        4,950        4,746         204     4
        Other                               160          145  
               15    10 Retail Sales                    
        11,666       11,038         628     6 Wholesale sales
                         9,499        5,504       3,995    73
        TOTAL                            21,165       16,542  
            4,623    28

        AUSTRALIAN ELECTRIC REVENUES
        (In thousands)
        Domestic                   $     58,900 $     10,500 $
           48,400     .. Commercial                      
        46,900        5,900      41,000     .. Industrial     
                         50,700        6,400      44,300    
        .. Other                            12,500       
        2,600       9,900     .. Retail Sales                 
          169,000       25,400     143,600     .. Other       
                            12,200          500      11,700   
         .. TOTAL                      $    181,200 $    
        25,900 $   155,300     ..

        AUSTRALIAN ELECTRIC ENERGY SALES
        (Millions of kWh)
        Domestic                            603          112  
              491     .. Commercial                         
        725           66         659     .. Industrial        
                         843          152         691     ..
        Other                               142           32  
              110     .. TOTAL                            
        2,313          362       1,951     ..

        Telecommunications
        Telephone Access Lines
         (End of Period)                559,461      530,417  
            29,044     5

                                (See accompanying notes)

            (a)  Certain amounts from the prior year have been
            reclassified
        to conform with the 1996 method of presentation.
        Reclassifications had no effect on previously reported
        consolidated net income.

            (b)  Other includes the operations of PacifiCorp
            Financial
        Services, Inc. and Pacific Generation Company, as well
        as activities of PacifiCorp Holdings, Inc.

        (c)  Earnings contribution on common stock by segment:

        (a) Does not reflect elimination for interest on
        intercompany borrowing arrangements.
            (b) Includes income taxes on a separate company
            basis, with any
        benefit or

        detriment of consolidation reflected in Other.
        (c) Amounts are net of preferred dividend requirements
        and minority interest.

SOURCE PacifiCorp /CONTACT: Scott Hibbs of PacifiCorp, 503-731-2123/




Big Rivers Reaches Settlement with Creditors


LOUISVILLE, Ken., Jan. 22, 1997 - Big Rivers Electric Corporation said today it has
agreed to a settlement with virtually all of its major creditors, moving the western
Kentucky utility a major step closer to resolving its financial challenges.


Lawyers for Big Rivers advised U. S. Bankruptcy Judge J. Wendell Roberts that settlement
has been reached, subject to satisfying certain conditions and obtaining approval of the
bankruptcy court and the boards of Big Rivers and the four distribution cooperatives
served by Big Rivers.


"Resolving the bankruptcy issues will enable us to move forward in obtaining necessary
regulatory approvals in a timely fashion for our partnership with PacifiCorp (NYSE:
PPW), which will provide significant economic benefits through stable electricity prices
for consumers in western Kentucky," said Michael Core, president and chief executive
officer of Big Rivers.


"We are pleased that Big Rivers has been able to reach agreement on its bankruptcy
issues, and we are confident that we can finalize our long-term arrangement by mid-year,"
said Fred Buckman, president and chief executive officer of PacifiCorp.


The parties agreeing to the settlement include the Rural Utilities Service, the largest
creditor; two New York banks, who are the largest unsecured creditors; the four
distribution cooperatives served by Big Rivers; the region's two aluminum smelters; and
PacifiCorp and Big Rivers.


The principal points of the settlement are included in Big Rivers' reorganization plan
submitted to the Bankruptcy Court today. The plan of reorganization details Big Rivers
plans to emerge from bankruptcy.


The basis for the reorganization plan is Big Rivers' agreement with PacifiCorp to lease
and operate Big Rivers' generation facilities over the next 25 years for an annual lease
payment of $30.1 million. PacifiCorp will sell power back to Big Rivers and sell the
surplus in the wholesale markets.


Big Rivers selected PacifiCorp following a competitive bid process in 1995.


"Western Kentucky is already seeing benefits of this agreement because of the interim
marketing and economic development agreements Big Rivers and PacifiCorp have
signed," Core said.


Under the interim marketing agreement, PacifiCorp is working with Big Rivers to sell Big
Rivers' surplus power into the eastern power markets, increasing use of the generation
facilities and western Kentucky coal. Big Rivers has consumed an additional 130,000 tons
of coal during the first nine months of the interim agreement in 1996.


Core said he was also pleased that the bankruptcy proceeding has allowed Big Rivers to
bring all its coal purchase contracts to market prices, resulting in savings of $165 million
and removing a major obstacle to the PacifiCorp transaction.


Don Furman, president of PacifiCorp Power Marketing, said the settlement with creditors
and bringing coal contracts to market prices will allow the


parties to move forward in seeking regulatory approvals necessary for prompt
implementation of the Big Rivers-PacifiCorp partnership.


In addition to bankruptcy court approval, the transaction must obtain regulatory approvals
from the Kentucky Public Service Commission (KPSC) and the Federal Energy Regulatory
Commission.


Big Rivers and PacifiCorp are prepared to move forward in obtaining approval of the
transaction with the KPSC. "We are optimistic that all approvals will be obtained by
mid-year ?said.


Big Rivers provides power to four distribution cooperatives, Henderson Union Electric
Cooperative, Green River Electric Corporation, Jackson Purchase Electric Cooperative
Corporation and Meade County Rural Electric Cooperative Corporation. The retail
cooperatives serve 91,000 consumers in 22 counties in western Kentucky.


PacifiCorp, based in Portland, Ore., serves 1.4 million retail electric customers in seven
western states and also sells power wholesale to 64 other utilities in the western states.
The company recently expanded its wholesale power marketing nationally, moving into the
eastern and southern parts of the country.


Fact Sheet Big Rivers' Bankruptcy Settlement January 22, 1997


The settlement contained in the of plan reorganization includes these key agreements,
subject to fulfilling certain conditions and gaining approval of the bankruptcy court and
boards of Big Rivers and its four member distribution cooperatives:


.. PacifiCorp will lease Big Rivers generating plants for 25 years at a fixed annual rental
payment of $30.1 million and sell power to Big Rivers at 1.92 cents per kilowatt hour
through the year 2000. PacifiCorp will sell surplus power wholesale.


.. Big Rivers will continue to serve its four distribution cooperative members with power
purchased from PacifiCorp and provide transmission services to PacifiCorp and others.


.. The Rural Utilities Service will reduce its interest rate from 8.37% to 5% and
restructure the payments on its $1.2 billion debt over the term of the PacifiCorp lease,
providing significant cash flow savings to Big Rivers.


.. Big Rivers' member cooperatives have agreed to rates which will result in stable
competitive prices for all their consumers. In addition, the aluminum smelters have agreed
to new competitive rates, under contracts which run until 2010, and to terminate all
litigation with Big Rivers.


.. The New York banks will pay Big Rivers approximately $14 million and be released
from further obligations on their letters of credit for Big Rivers $143 million in pollution
control bonds. Big Rivers will obtain replacement letters of credit and continue to pay the
bonds.


Big Rivers Electric Corporation can complete preparation of its regulatory filings once the
replacement letter of credit has been obtained and the creditors have approved the form of
the plan of reorganization and rate-case filing.


Big Rivers and virtually all its major creditors have agreed on the basic economic terms
of settlement. The settlements are not binding and cannot be made binding until the
bankruptcy plan of reorganization is confirmed by the U. S. Bankruptcy Court.


Big Rivers' partnership with PacifiCorp is the cornerstone of the plan of reorganization
submitted to the Bankruptcy Court on January 22. The PacifiCorp plan, promptly put in
place, accomplishes the goal of maximizing value for the creditors of Big Rivers.


The Big Rivers-PacifiCorp plan has the additional benefit of allowing Big Rivers to
emerge from bankruptcy with more competitive rates for its customers.


SOURCE PacifiCorp /CONTACT: media, Susan Sauls of Big Rivers, 502-827-2561; or
Dave Kvamme, 503-464-6272, or analysts, Scott Hibbs, 503-731-2123, both of
PacifiCorp/




Judge OKs Marvel DIP Financing Pending Modifications; Company Will Continue to Meet
All Obligations in Full, on Time


NEW YORK, NY - Jan. 22, 1997 - Marvel Entertainment Group, Inc. (NYSE: MRV)
today said the U.S. Bankruptcy court for the District of Delaware in Wilmington approved
Marvel's $100 million debtor-in-possession (DIP) credit agreement with a lender group
headed by Chase Manhattan Bank, subject to two modifications. Pending the entry of the
final order, Marvel said it has access to sufficient cash to meet all of its obligations.


Judge Helen S. Balick also rejected and overruled a request by holders of Marvel holding
company bonds that Marvel accept an alternative source of DIP financing presented by the
bondholders.


Marvel said it expects to submit an order by Friday consistent with Judge Balick's ruling
related to the DIP credit agreement. The judge determined that the event of default in the
DIP credit facility related to Ronald O. Perelman's loss of control of Marvel be the same
as the loss of control default provision in Marvel's pre- Chapter 11 secured bank
facilities. The judge also determined that the event of default concerning the Toy Biz
license with Marvel be modified so that a default would occur only if the license were
rejected by Marvel, rather than a default occurring upon the mere filing of a motion
requesting such a rejection.


Yesterday, Judge Balick denied a motion made by certain Marvel holding company
bondholders to change the schedule for the confirmation of Marvel's Chapter 11 plan of
reorganization. Accordingly, the confirmation hearing is still scheduled for March 7, 1997.


As previously reported, Marvel has received court permission to pay salaries, wages and
benefits to all of its employees and independent contractors on an ongoing basis; to pay all
of its bills, including those submitted prior to the filing, on time and in full; and to continue
funding its joint venture expenses.


SOURCE Marvel Entertainment /CONTACT: Gary Fishman, Investor Relations, of
Marvel, 212-685-6890/




Cyphercom Solutions Inc. Continuing Liquidity Difficulties


NEW YORK, NY - Jan. 22, 1997 - On December 16, 1996, Cyphercom Solutions Inc.
(OTC Bulletin Board: CYKO) announced that it was experiencing liquidity difficulties
and that it was in negotiations with the holders of its Series A Convertible Preferred Stock
to convert such stock into debt or equity securities of the Company which the Company
believed was a precondition to its ability to obtain the additional financing needed to fund
operations as well as the introduction of its Internet software product. Although
negotiations are continuing, no resolution has yet been reached. The Company's liquidity
condition has continued to decline and unless the negotiations with the holders of the
Preferred Stock are favorably resolved within the next few days and additional financing
is obtained, the Company will have to cease all operations, close its offices, and consider
all of its other alternatives, including, without limitation, the filing of a petition in
bankruptcy and/or the disposition of some or all of its tangible assets which consist
primarily of computers and related equipment.


SOURCE Cyphercom Solutions, Inc./CONTACT: Dennis Charter, Chairman of
Cyphercom Solutions, 212-869-2800/