28410.doc

BEFORE THE IDAHO PUBLIC UTILITIES COMMISSION

IN THE MATTER OF THE APPLICATION OF AVISTA CORPORATION FOR AN ORDER AUTHORIZING THE ISSUANCE AND SALE OF UP TO 3,700,000 SHARES OF COMMON STOCK WITHOUT PAR VALUE

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CASE NO. AVU-U-00-2

ORDER NO. 28410

On May 3, 2000, Avista Corporation filed an Application with the Idaho Public Utilities Commission for an Order authorizing Avista to issue up to 3,700,000 shares of authorized but unissued Common Stock, without par value, (Common Stock) for various corporate purposes. The Commission, having fully considered the Application and exhibits attached thereto, and all of the Commission’s files and records pertaining to this Application, now makes the following Findings of Fact and Conclusions of Law:
FINDINGS OF FACT
Avista Corporation is a Washington corporation qualified to do business within the state of Idaho. Avista is a public utility engaged in the generation, purchase, transmission, distribution and sale of electric energy and the purchase, distribution and sale of natural gas.
Avista proposes to receive the authorization to issue and sell up to and including 3,700,000 additional shares of its authorized and unissued Common Stock from time to time for various corporate purposes. Applicant expects that the actual timing of the sales of Common stock will depend upon market conditions.
The net proceeds will be used to: (1) retire or exchange one or more outstanding stock, bond, or note issuances; (2) fund Avista’s construction, facility improvement, and maintenance programs; (3) to reimburse the treasury for funds previously expended; or (4) for such other purposes as may be permitted by law.

No person has received or will be entitled to receive from Avista any fee: (1) for services in connection with the consummation of the issuance and sale of the above-referenced securities, other than fees for legal, accounting or similar professional or technical services; or (2) for services in securing underwriters, sellers or purchasers of common stock.
CONCLUSIONS OF LAW
Avista is an electric corporation within the definition of Idaho Code § 61-119 and a public utility within the definition of Idaho Code § 61-129.
The Idaho Public Utilities Commission has jurisdiction over this application pursuant to the provisions of Idaho Code § 61-901 et seq., and the Application reasonably conforms to Rules 141 through 150 of the Commission’s Rules of Procedure, IDAPA 31.01.01.141-150.
The proposed issuance and sale of Common Stock are for lawful purpose and are within Avista’s corporate powers. The proposed transaction is in the public interest, and a formal hearing on this matter would serve no public purpose.
All lawful fees have been paid by Avista as provided by Idaho Code § 61-905.
O R D E R
IT IS THEREFORE ORDERED that Avista Corporation be, and the same hereby is, authorized to issue up to 3,700,000 shares of authorized but unissued Common Stock, without par value.
IT IS FUTHER ORDERED that Avista is hereby authorized to issue the Common Stock in the manner and for the purposes described in the Application for a period of five (5) years from the date of this Order. The authority shall remain effective during this five (5) year period as long as Avista’s Secured Bond Ratings do not fall more than 3 rating levels below Avista’s current rating of BBB+ for Standard and Poor and A3 for Moody’s.
IT IS FURTHER ORDERED that the foregoing authorization is without prejudice to the regulatory authority of the Commission with respect to rates, utility capital structure, service, accounts, valuation, estimates for determination of cost or any other matter which may come before this Commission pursuant to its jurisdiction and authority as provided by law.
IT IS FURTHER ORDERED that nothing in this Order and no provisions of Chapter 9, Title 61, Idaho Code, or any act or deed done or performed in connection therewith shall be construed to obligate the State of Idaho to pay or guarantee in any manner whatsoever any security authorized, issued assumed or guaranteed under the provisions of Chapter 9, Title 61, Idaho Code.
IT IS FURTHER ORDERED that issuance of this Order does not constitute acceptance of Avista’s exhibits or other material accompanying the Application for any purpose other than the issuance of this Order.
THIS IS A FINAL ORDER. Any person interested in this Order may petition for reconsideration within twenty-one (21) days of the service date of this Order. Within seven (7) days after any person has petitioned for reconsideration, any other person may cross-petition for reconsideration. See Idaho Code § 61-626.
DONE by Order of the Idaho Public Utilities Commission at Boise, Idaho this
day of June 2000.

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DENNIS S. HANSEN, PRESIDENT

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MARSHA H. SMITH, COMMISSIONER

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PAUL KJELLANDER, COMMISSIONER

ATTEST:

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Myrna J. Walters
Commission Secretary

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ORDER NO. 28410 1

Office of the Secretary
Service Date
June 15, 2000