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					                                                            DRAFT—Request for Proposal
                                                            Low Income Energy Efficiency
                                                                             Page 1 of 2

September 15, 1999



Dear Contractor:

Southern California Gas Company (“Company”) and Southern California Edison (SCE) are requesting proposals for
Energy Efficiency Services to low-income customers. Enclosed are the Statement of Work, Prequalification Data
Sheet, Proposal and Rate Sheets, Diverse Business Enterprises (DBE) Subcontract Program, the Standard Terms
and Conditions for Construction Agreements and other Proposal Planning Documents.

The Prequalification Data Request included herein is due back to The Gas Company no later than (10 days after RFP
issued). Six copies of your proposal are due at The Gas Company by ____________, no later than 2:00 P.M.
Please acknowledge receipt of this package immediately by completing the enclosed Confirmation Form and sending
it to me via facsimile at (213) 244-3428. Indicate on the Confirmation Form if you will be attending the Proposal
Conference scheduled for ____________ at The Gas Company’s Energy Resource Center, 9240 E. Firestone Blvd.,
Downey, CA 90241 from 9:00 a.m. to 12:00 noon. Attendance is strongly encouraged.

WARNING: Contractor employees and subcontractors assigned to perform the work may be exposed to substances
known to the State of California to cause cancer or reproductive toxicity. Contractor warrants that it has advised or
will advise its personnel and subcontractors assigned to perform the work that they will be exposed to substances
known to the State of California to cause cancer or reproductive toxicity.

Please complete the enclosed Proposal/Rate Sheets and submit along with your Customer Satisfaction Goals and
Achievements, Marketing Plan, Summary of Operations, Training Requirements and DBE Subcontract Plan.
Completed and signed proposals are due no later than 2:00 P.M. on ___________, at which time they will be
opened. Telephone proposals or fax copies of proposals will not be considered. However, an electronically sent
version of a complete proposal will be accepted in lieu of paper documents. Proposals received after the due date
will be returned to sender unopened. ELECTRONIC PROPOSALS ARE TO BE PREPARED USING
MICROSOFT OFFICE SOFTWARE AND SENT TO BCRONIN@SOCALGAS.COM. HAND DELIVERED
PROPOSALS SHOULD BE ADDRESSED TO BARBARA CRONIN, CONTRACT MANAGER, DIRECT
ASSISTANCE PROGRAM AND SHOULD NOT BE LEFT ANYWHERE EXCEPT WITH THE 17TH FLOOR
SECURITY GUARD, 555 W. FIFTH ST., LOS ANGELES, 90013-1011. IF YOU WILL BE USING REGULAR
U.S. MAIL OR EXPRESS MAIL SERVICE TO DELIVER YOUR PROPOSALS, BE SURE TO ALLOW EXTRA
TIME. MAILING LABELS FOR UPS, EXPRESS MAIL, FEDERAL EXPRESS OR OTHER COURIERS ARE
TO BE ADDRESSED TO BARBARA CRONIN, CONTRACT MANAGER, DIRECT ASSISTANCE PROGRAM,
P.O. BOX 513249, ML. GT12E2, LOS ANGELES, CA 90051-1249. BE SURE TO ALLOW EXTRA TIME--IT
IS YOUR RESPONSIBILITY TO VERIFY TIMELY DELIVERY AND RECEIPT.

Following the analysis of the proposals submitted, you will be informed of the results either by letter or phone.




CONTRACT MANAGER
                                                          DRAFT—Request for Proposal
                                                          Low Income Energy Efficiency
                                                                           Page 2 of 2

TABLE OF CONTENTS

        RFP CONFIRMATION OF RECEIPT—RETURN THIS FAX DOCUMENT NOW!

        PREQUALIFICATION DATA REQUEST—RETURN THIS DOCUMENT BY ______

        ATTACHMENT A--STATEMENT OF WORK

        PROPOSAL DOCUMENTS to be completed and returned by Contractor

                 Attachment B      Proposal Rate Sheets
                                   Customer Service and Satisfaction Goals and Achievements—to be provided by
                                   Contractor
                                   Marketing Plan—to be provided by Contractor
                                   Summary of Operations—to be provided by Contractor
                                   Training Requirements Estimate
                 Attachment F      DBE Subcontract Plan



        PROPOSAL PLANNING DOCUMENTS:

                 Attachment C      Service Agreement Terms and Conditions
                 Attachment D      Proposal Rate Evaluation Criteria
                 Attachment E      Historical Housing Types and Frequency Rates
                 Attachment G      Service Area Map & Zip Code List
                 Attachment H      DAP Weatherization Policy and Procedures1
                 Attachment I      DAP Weatherization Installation Standards




1
  Forms contained in the Policy and Procedures Manual which cannot be distributed electronically can be found in
the paper document distributed to service list in R. 98-07-037.
DRAFT—9/15/99

     Power                                                                                   DATE:
    Engineers and Constructors Inc.
                            CONFIRMATION FORM
    2030 Main Street, 12th Floor                                                             NO. OF PAGES
    Arvin, CA 92714-7240                                                                     (Including cover sheet)    1
    Tel: (714) 955-4000
    Fax: (714) 955-4127

                                                                FACSIMILE
                                                                                             TEL. NO.:                  (213) 244-3285
    TO:                      Barbara Cronin, Contract Manager
                             Direct Assistance Program
                                                                                             FAX. NO.:                  (213) 244-3428

    COMPANY:                 Southern California Gas Company


    FROM:                    ______________________________________                          TEL NO.                    ___________________

                             ______________________________________
    COMPANY:                                                                                 FAX NO.




    REFERENCE:           LIEE RFP CONFIRMATION OF RECEIPT

    MESSAGE:             This is to acknowledge receipt of the referenced Request for Proposal along with all applicable
                         documents and to confirm the following:

    []        Our company will be submitting our proposal by the required due date.

    []        Our company will attend the Request for Proposal conference scheduled on __________________.

    []        Our company will not be providing a proposal, and if requested, the package and all attachments will be returned.



                         Signature:            _______________________________________________


                                                             CONFIDENTIALITY NOTICE

    The information contained in this facsimile message, and in any accompanying documents, constitutes privileged confidential information
    which belongs to Southern California Gas Company. This information is intended only for the use of the individual or entity in receipt of an
    accompanying proposal package. If the reader of this message is not the intended recipient, you are hereby notified that any
    dissemination, disclosure, copying, distribution, or the taking of any action in reliance on this information is strictly prohibited. If you have
    received this facsimile message in error, please immediately notify us by telephone to the contract manager listed above. Thank you.
DRAFT—9/15/99
      SOUTHERN CALIFORNIA GAS COMPANY & SOUTHERN CALIFORNIA EDISON’S
                       DIRECT ASSISTANCE PROGRAM
                   PREQUALIFICATION DATA REQUEST—LIEE
Please complete this form to prequalify as a low income energy efficiency contractor and return to Southern California Gas
Company prior to submitting the completed RFP. Deliver this form no later than 2:00 p.m., ___________ to Southern
California Gas Company, Direct Assistance Program, 555 West Fifth Street, GT12E2, Los Angeles, CA 90013, Attn: Barbara
Cronin or mail to Southern California Gas Company, Direct Assistance Program, P.O. Box 3249, GT12E2, Los Angeles, CA
90051-1249, Attn: Barbara Cronin. Mailed forms need to be received by 2:00 p.m., _________. All contractors who fail to
submit forms prior to the 2:00 p.m. deadline will automatically be disqualified. Prepare with typewriter or legible printing.

FIRM NAME:                                                                                    MAILING ADDRESS (IF DIFFERENT)

__________________________________________________________                                     ________________________________________
Street Name                                                                                   Street Name
___________________________________________________________                                   ________________________________________
City                    State             Zip Code                                            City             State      Zip Code:
Type of Ownership:
Sole Proprietor______________ Partnership_____________                                        Incorporation Date__________State____________
   Corporation______________  Subsidiary _____________                                        Date Business Started _______________________
     Affiliate ______________ Non-Profit_____________                                         Federal Tax ID No. _________________________
Executive Officers
Principal or Owner’s Name:____________________________________                                Telephone No. ____________________________
    Sales/Program Manager’s Name: ____________________________                                Telephone No. ____________________________
    Office Administrator’s Name:_______________________________                               Telephone No. ____________________________
    Emergency Contact’s Name: ________________________________                                Telephone No. ____________________________
Days and Hours of Operation:                                                                  Fax No.

Contractor’s License No.:________________ Years:___ Expires: _________                           Classification of License:____________________
Dun & Bradstreet No.:__________________

Insurance Company Name:_____________________________________________________________               Rating:_____________
            Commercial General Liability Coverage: $____________________ Automobile Liability: $___________________
            Workers Compensation: $_____________________
Cities with Business Licenses:
            _____________________________                  ______________________________
            _____________________________                  ______________________________


1. SMALL BUSINESS                       Yes                    No                Number of Employees____________________
DEFINITION:           Your business must be independently owned and operated, must not be dominant in its field, and must meet Small Business Administration
standards as to the number of its employees and/or dollar volume of its business.
2. WOMEN-OWNED                          Yes                    No
DEFINITION:           Your business must be at least 51% owned by a woman or women who exercise the power to make policy decisions and who are actively
involved in the day-to-day management of the business.
3. MINORITY-OWNED                       Yes                    No
DEFINITION:          Your business must be at least 51% owned by one or more minority U.S. citizens. In the case of any publicly owned business, at least 52%
                     of the stock must be owned by one or more of such individuals; and its management and daily operations must be controlled by one or more
                     such individuals.
If YES, mark the percentage (%) owned by U.S. Citizens of the following group(s):
____%         ASIAN/PACIFIC AMERICAN                                ____%   BLACK AMERICAN                   ____% HISPANIC AMERICAN
              (Asian, Asian- Indian, Polynesian, & Filipino)
____%         NATIVE AMERICAN                                       ____%   OTHER: Specify      ____________________________________
          (American Indian, Eskimo, Aleut & Native American)                Designated pursuant to Section 8 (A) of the small Business Act
ARE YOUR EMPLOYEES                    NAME OF UNION(S)                                                      DATE(S) CONTRACTS EXPIRE
UNION REPRESENTED?
        YES              NO
DRAFT—9/15/99
DATA INFORMATION REQUEST (LIEE)
page 2

Minimum Experience Requirements: Contractors shall have no less than three years providing weatherization services to low-
income communities within Southern California.

CONTRACTOR EXPERIENCE:
Name of low-income weatherization program, telephone number, number of years of experience, and last annual inspection pass rate
or other performance measure (explain):

_________________________________________________________ ________________                                  Yrs. ______         Rate _____

__________________________________________________________ ________________                                 Yrs. ______         Rate _____

_________________________________________________________ ________________                                  Yrs. ______         Rate _____



Is your Company affiliated with any professional organizations?
Please list name and contact number:
___________________________________________________________________________________ ___________________

____________________________________________________________________________________ __________________
________________________________________________________________________________________________________



PLEASE PROVIDE THREE CURRENT CLIENT REFERENCES--OTHER THAN THE GAS COMPANY--WHO YOU
HAVE DONE WORK FOR SINCE JANUARY 1996 WHO WE MAY CONTACT. INCLUDE AT LEAST TWO
REFERENCES KNOWLEDGEABLE OF YOUR WORK PROVIDING WEATHERIZATION SERVICES TO
LOW-INCOME CLIENTELE.

      Firm Name/Type of Services                              Person and Title to Contact                           Telephone Number




DECLARATION
By evidence of my signature below, I hereby certify that to the best of my knowledge and belief, that the information contained in this
prequalification form is true, correct and complete. I further agree to inform Southern California Gas Company immediately of any changes to the
information contained herein, particularly changes to ownership, controlling interest and key personnel.

BY__________________________________________________________________________________________________
(Signature of authorized representative)               Title                                  Date
                                            ATTACHMENT A--Statement of Work
                                          DRAFT—Low Income Energy Efficiency
                                                                 Page 1 of 5

PROGRAM DESCRIPTION

Southern California Gas Company (Company), through its Direct Assistance Program, provides energy efficiency
(“weatherization “) services to low-income customers within its service territiory at no cost to the customer. In
addition under an Inter-Utility Agreement with Southern California Edison (SCE), the Company provides: a)
weatherization services to low-income customers whose heat-source is electricity from SCE both within and outside
of SoCalGas territory; and b) CARE enrollment, compact fluorescent bulb (CFB) installation, energy education, and
surveys to determine eligibility for refrigerator replacement, furnace repair/replacement and evaporativae cooler
installations, for SCE homes with gas heating, outside of SoCalGas territory. Services are provided to customers in
single family homes, mobile homes, and multi-family units. Customers can be either renters or homeowners. The
Company’s service territory is divided into the four regions as shown on Attachment G to this Request for Proposal.
Also included in Attachment G is a zip code listing of Company’s territory which includes SCE’s service territory
outside of SoCalGas’ territory.

The Company is seeking Contractors to provide a total of 25,000 low-income customers with energy efficiency
services, as described below, throughout its entire service territory during 2000; SCE is seeking to provide a total of
2400 electric-heat source customers with energy efficiency services. Repondents to this Proposal may propose to
provide energy efficiency services to or within one or more regional areas of the territory by identifying the
Region(s) Contractor wants to service or an inclusive area within the Region(s) in which Contractor would like to
provide services and listing the contiguous zip codes for that area. Company reserves the right to assign adjacent zip
codes to any inclusive area upon acceptance of Contractor’s proposal.


LICENSING REQUIREMENTS

Contractors are required to hold a Class B General Contractor’s license and be certified as a home improvement
contractor per the Contractor’s State Licensing Board’s Business and Professions Code (Section 7150.2c).
Contractor’s Outreach employees shall be registered as a Home Improvement Salesperson. Additionally, Contractor
shall have all necessary licenses and permits required by local ordinances.


WORK DESCRIPTION/DELIVERABLES

Contractors shall provide all labor, materials, tools, and equipment to perform low income energy efficiency services
as described herein, and in the attached Policy and Procedure Manual and Installation Standards for Company’s
Direct Assistance Program (DAP). Any and all modifications to the documents listed above shall be made by
published addenda. Company shall publish all addenda at least forty (48) hours prior to the scheduled proposal
deadlines.

Contractor(s) must be able to provide licensed and appropriately trained personnel to:

   Outreach and enroll Southern California Gas Company and SCE low-income customers for no cost
    weatherization service.
   Provide energy efficiency education to enrolled customers.
   Assess customers’ homes and identify those energy efficiency measures which will result in energy savings for
    the customer and the corresponding building envelope repair work necessary to complete the installation of
    energy efficiency measures.
   Complete an assessment of electrical measures as directed by SCE and identify the type of furnace being used in
    the home and determine whether or not the customer’s furnace is operational.




9/15/99
                                            ATTACHMENT A--Statement of Work
                                          DRAFT—Low Income Energy Efficiency
                                                                 Page 2 of 5

Outreach and Assessment

Contractor(s) will be responsible for marketing the energy efficiency measures according to the “Marketing Plan”
provided by Contractor(s) in the response to this RFP. Company will provide advertisements for distribution in
low-income communities which includes a Company 800 telephone number. Any additional advertising prepared by
Contractor(s) to be used in marketing the services described herein shall be approved by the Company and SCE, but
will be delivered at the expense of the Contractor(s).

Though Company and/or SCE may provide Contractor(s) with some customer leads, Contractor(s) shall be required
to put into place the Marketing Plan included in the Contractor’s response to this RFP (Attachment B) which will
reach low-income customers sufficient to achieve the goals set forth in the Contractor’s response to this RFP. The
Marketing Plan shall include, at a minimum, a discussion of Contractor’s procedures for marketing the services
(including management oversight, hiring practices and multi-lingual skills); methods to be used in outreaching to the
low-income customer; and, anticipated results from those outreach methods for both gas and electrically heated
homes.

Prior to enrolling a customer, Contractor(s) will need to ensure the household qualifies for the program according to
the Company’s housing criteria and low-income eligibility guidelines. Once housing and customer have been
qualified as eligibile for DAP services, Contractor(s) will assess the living quarters and determine which approved
Company measures are to be installed and will complete the Southern California Edison Survey and forward to SCE.
A sample Survey Form is included under Form #4 of the Policy and Procedure Manual (Attachment H).
Contractor(s) shall also determine what type of furnace is in the home and whether or not it is operational. DAP’s
Policy and Procedures Manual also contains a copy of the Company’s housing requirements, eligibility guidelines,
and measure assessement protocol for the PY2000.

During the home assessment, Contractor(s) shall deliver energy education to the customer. Energy education shall
include a discussion on customer’s use of gas and electricity, the measures to be installed by the program, and the
impact of those measures, recommendations on how customer might reduce his or her energy use, bill payment
patterns, and information on other residential energy programs. If customer qualifies for DAP and is not enrolled in
the Company’s and/or SCE’s California Alternative Rates for Energy (CARE) program to receive a discounted rate,
Contractor shall provide information and/or assist customer in enrolling in CARE using material contained in the
energy education materials. Customer must commit to modifying their behavior in two ways which will reduce their
energy usage. Customer must acknowledge this commitment on the customer agreement form. Company shall
provide all energy education materials. Contractor(s) should base their proposal price on a minimum of 30 minutes
to complete the energy education component.


Installation Services

Upon completion of enrollment of customer for services, Contractor shall contact customer and arrange a time for
installation of energy efficiency measures and shall complete such installations within 30 days from the date of
enrollment. Contractors will be allowed an additional 15 days to complete and deliver the necessary paperwork and
invoicing, accurately completed, to the Company. Energy efficiency measures to be installed include: compact
fluorescent bulbs, hard-wired porchlighting, attic insulation, low-flow showerheads, weatherstripping and caulking,
waterheater blankets, building envelope repair, switch and outlet gaskets, pipe insulation, faucet aerators and
evaporative cooler covers. Contractors must be properly licensed and able to install all of the measures of the
program in accordance with the attached DAP Weatherization Policy and Procedures Manual and DAP’s Installation
Standards. Contractors must have the capability to recognize and handle according to all legal requirements and
laws any hazardous materials that may be encountered in the performance of the work.




9/15/99
                                             ATTACHMENT A--Statement of Work
                                           DRAFT—Low Income Energy Efficiency
                                                                  Page 3 of 5


CUSTOMER SERVICE STANDARDS

Contractor shall adhere to quality customer service practices. Quality practices include, but are not limited to,
keeping all appointments with customers, ensuring good customer service and customer satisfaction with work
performed, and responding to customer complaints. Contractors shall include, herein, as part of Attachment B,
information documenting any customer service and satisfaction goals it has set for servicing DAP and historical
information on its customer service and satisfaction accomplishments, including any numerical performance or
quality measurement.

Contractor employees working under any awarded contract are required to wear a uniform, which, shall as a
minimum, include safety shoes, long pants, a Contractor provided shirt, and a Company provided ID badge.


PAYMENT TERMS

Company shall forward payment within 30 days from time eligible invoice is received.


QUALITY AUDITS

Company and/or SCE or a designated agent may perform audits of customers served to ensure eligibility policy has
been followed and that good customer service has been provided. Company is not liable for payment for unqualified
customers.

SCE will perform reviews of Contractor’s inventory of CFBs and take action to recover actual costs for missing
inventory provided by SCE if losses exceed a breakage/defective allowance of 2%.


QUALITY INSPECTIONS

Company’s quality index for installation work is set at 90%; that is, 90% of the work inspected must pass a first
inspection. Contractors failing to maintain this goal are subject to remedial training, reduction in contract award,
and/or termination of contract.

It will be the responsibility of the Contractor to inspect all work completed to ensure that standards are adhered to.
In addition, Company and SCE or designated agent may inspect work completed. Upon Company’s or agent’s
request to correct an installation to comply with Standards, Contractors must complete such correction at no
additional charge to the Company. Should a Contractor dispute the results of an inspection, and the parties cannot
reach a mutually acceptable result, the Company shall arbitrate the dispute by sending out a Company Quality
Assurance Technician. If Contractor is found at fault, Company shall be compensated in the total amount of $32 for
the arbitrator’s time. If Contractor is not at fault, Company will reimburse the Contractor $32 for their time spent
resolving the dispute. Should Company be required to correct any Contractor installation, Company will be
reimbursed for the cost of that correction. Refusal to complete any correction is a material breach of the contract and
subjects Contractors to termination of Agreement.

If a correction is to be made resulting from a hazardous installation, Contractors shall make that correction within
three days from notice. Hazardous conditions are those which place the customer at personal risk or pose a risk to
customer’s property (e.g., attic fires, unlawful entry). Corrections of non-hazardsous conditions are to be completed
within 15 days.



9/15/99
                                            ATTACHMENT A--Statement of Work
                                          DRAFT—Low Income Energy Efficiency
                                                                 Page 4 of 5

SCHEDULE/MILESTONES

The term of Agreement shall be from the date an Agreement is executed through ____________, unless terminated
earlier or extended under the terms of Agreement.

Contractor shall complete 40% of contractural goal by the end of _______________ (six months after contract
executed); otherwise contractors shall forfeit an amount of units allocated and a corresponding award amount,
according the Company’s policy set forth in the Policy and Procedures Manual for DAP.


NUMBER OF CUSTOMERS AND CONTRACT COSTS

In establishing a number of customers to be served by region, herein, and in any Agreement resulting from this RFP,
the Company and SCE are providing their best estimate of how many low-income customers are eligible for services
within a region utilizing historical program data and census information. If, during the course of the contract year,
installation costs are higher than anticipated because of installation frequencies, contracts will be considered
completed upon expenditure of total maximum dollar contract award. If installation costs are less than anticipated,
Contractors and Company may negotiate for the completion of additional units without increasing contract prices.


LOCATION

Work is to be performed at various locations within the service territories listed in Attachment G to this Request for
Proposal. For purposes of this RFP and any subsequent Agreements, The Gas Company’s service territory has been
separated into four areas with zip codes and a targeted number of low-income customers have been listed for each
region as shown below. Zip codes serviced by SCE have been included in the appropriate SoCalGas Region. Some
SCE service territory does not overlap with SoCalGas territory; those areas are indicated in the Zip Code list by the
absence of a Region designation in the “SoCalGas Region” column. Contractor can propose to provide service to
one or more regions, or to an “inclusive area” (or areas) within the Region(s). Additionally, Contractor is
encouraged to provide a proposal that encompass zip codes areas served only by SCE, for weatherization of all-
electric dwellings and/or provision of CFBs, energy education (including SCE CARE enrollment) and surveys to
determine participation in refrigerator replacement, furnace repair/replacement and evaporative cooler installation
programs operated separately by SCE. Any “inclusive area” is to be defined by zip codes by the Contractor and a
list of all zip codes to be serviced is to be included with the Contractor’s response to this RFP. A Contractor must
provide service in all zip codes which have been contracted for under any resulting Agreement to this RF.

                                                               SoCalGas           Edison
                                                               Total              Total

                  Inland Region                                5,500              1,000
                  Northern Region                              6,750                800
                  Orange Coast Region                          4,250                400
                  Pacific Region                               8,500                200




9/15/99
                                            ATTACHMENT A--Statement of Work
                                          DRAFT—Low Income Energy Efficiency
                                                                 Page 5 of 5

SUBCONTRACTING

Subcontracting of services to be provided is not prohibited. However, subcontractors must meet all conditions of
Company’s original Agreement and comply with all insurance requirements, licensing requirements, and program
standards. Subcontracting agreements must be approved by Company.


COMPANY DELIVERABLES

Referrals--Customers requesting services from the Company and SCE will be referred to the Contractor servicing
the customers’ zip code.

Relamping customer data—SCE will provide contractors with a “Customer Service Report” wherein a list of all
customers who have participated in relamping during the last seven years are identified. A customer is only eligible
for relamping if his or her name and address is not on the report.

CFB Inventory—SCE will provide Contractors with a CFB inventory to draw from and manage. Loss of inventory
over 2% will result in the Contractors being charged for missing inventory.

Forms--Contractors will use all forms provided by, or approved by, the Company when submitting work completed
for payment. Samples of forms are contained in the attached Policy and Procedure Manual.

Inspection Results--Any job which fails inspection will be documented and documentation will be provided to the
Contractors. Information on inspections and dispute resolution over a failed inspection is provided in DAP’s Policy
and Procedure Manual.

Training--SoCalGas will provide training at no cost to contractor’s employees in Outreach and Assessment,
Weatherization, and Minor Home Repair. Associated cost, such as meals or lodging, are the responsibility of the
Contractors. All outreach personnel must be trained in Outreach & Assessment under any Agreement awarded by
the Company. All installation personnel employed by Contractors under this Agreement must be trained by the
Company in Weatherization and Minor Home Repair. At the conclusion of mandatory training, each successful
contractor employee will receive an ID badge which acts as authorization for that employee to service the
Company’s and Edison’s customer. Each Contractor is to provide an estimate of the number of students requiring
training on Attachment B of this Request to assist Company in planning its training classes. Employees previously
trained by the SoCalGas in DAP services will receive instruction on the installation of CFBs and porchlight fixtures
as warranted. Training in completing program forms will be provided on an as requested basis.


REGULATORY COMPLIANCE

DAP Energy Efficiency Services are authorized by the California Public Utilities Commission in accordance with
California State Senate Bill 845, “Rosenthal,” and are subject to modification by the Commission as it may direct in
the exercise of its jurisdiction. Any Agreement resulting from this Request for Proposal may be modified from time-
to-time to comply with Commission regulation and as necessary to meet safety or health requirements.




9/15/99
                                                             DRAFT--ATTACHMENT B
                                                     LIEE PROPOSAL & RATE SHEETS
                                                                        Page 1 of 3

We invite your proposal covering the services specified in the attached Statement of Work Document. If an
agreement results from your proposal, it will be accepted subject to the general Terms and Conditions attached to
this request as Attachment C. Any revisions to any of these terms must be identified by the Contractor in its
Proposal otherwise they are deemed accepted by Contractor.

PROPOSAL INSTRUCTIONS:

1.   Proposals submitted in response to this Request for Proposal are due at the Southern California Gas Company
     location listed in the RFP no later than 2:00 p.m. on ----------------------.

2.   Prequalification Data Requests are to be submitted to the Southern California Gas Company by----------------.

3.   Your proposal should clearly demonstrate compliance with all requirements in the Request for Proposal and
     must be signed by an authorized Contractor representative. To be considered, proposals must be delivered prior
     to 2:00 p.m. on the date given above. Any proposal received after this time will be returned to the sender
     unopened.

4.   Proposals submitted shall be valid and remain open for acceptance by Company for a minimum of 90 days from
     submittal.

5.   Prices for the services must be listed in the format requested and must be firm for the entire 2000 program.
     Contractor’s proposal must comply with the Pricing Instructions listed below.

6.   In addition to pricing information, proposals must contain:
           DBE Plan for proposals of $500,000 or more.
           Contractor’s Customer Service and Satisfaction goals, methods of achieving and historical
              performance.
           Contractor’s Marketing and Outreach Plan which includes methods of marketing to customers, a long
              with staffing for this function.
           Contractor’s Summary of Operations which includes office locations, number of employees and
              supervisors to be assigned to program (in addition to the marketing function), hiring practices, multi-
              lingual capabilities.
           In the event the Contractor takes exception to any of the Terms and Conditions in Attachment C or
              elsewhere, that exception(s) must be identified and explained in Contractor’s proposal.
           Contractor must submit a copy of their insurance certificate(s) with coverage amounts and its
              contractor’s license which show coverage and licensing are, or will be, in effect at the time the RFP is
              submitted. __
              ____________.
7.   Complete and sign the Certifications and Representations forms included with the RFP package.

8.   If your company will not be submitting a proposal, please notify Southern California Gas Company by
     completing and returning the Facsimile document included in the “Invitation to Proposal” section of this RFP.

9.   Southern California Gas Company may request such supplementary information as is sufficient, in its opinion, to
     assure that the Contractor’s experience, technical competence, business organization, plant facilities and
     financial resources are adequate to perform the proposed services.

10. The successful Contractors will be selected following evaluation of the responsive proposals. Responsive
    proposals are those which meet all RFP requirements and for which a Prequalification Data Request has been
    received. An objective evaluation of proposals will be completed by the Company which scores the proposals



9/15/99
                                                              DRAFT--ATTACHMENT B
                                                      LIEE PROPOSAL & RATE SHEETS
                                                                         Page 2 of 3

     based on the criteria defined herein as Proposal Evaluation Criteria. Proposals will be considered fixed once
     the evaluation process has started.

PRICING INSTRUCTIONS:

Provide a complete cost breakdown segregating all nonrecurring and recurring cost elements for those Regions or
inclusive areas for which proposal is being submitted as described below.

a.   Provide fully loaded direct field labor rates.

b.   Provide a list of any other direct cost associated with your proposal including but not limited to, the cost for any
     lower tier subcontract, fully loaded clerical labor rates, and management and administrative cost.

c.   All costs provided in (a) and (b) above are to be included in the materials and labor prices you provide on the
     Proposal Rate Sheets.

d.   Provide authorization for Southern California Gas Company to verify rate information identified in your
     proposal. If company policy does not permit rate verification, provide a letter stating the company policy.
     Southern California Gas Company will protect detailed rate information as proprietary data.

Outreach and Assessment

Service Region(s):                                                         ____________

Inclusive Area(s) Identified (Yes or No)                         ____________

          Total Cost per Customer Enrollment:                    ____________

          Component Costs of Above Agreement Charge:

                   Outreach                                    _____________
                   Weatherization Assessment                   _____________
                   Edison Survey                               _____________
                   Energy Education                     _____________
                   Other (Please specify.)                     _____________




Signed,



CONTRACT MANAGER




9/15/99
                                                             DRAFT--ATTACHMENT B
                                                     LIEE PROPOSAL & RATE SHEETS
                                                                        Page 3 of 3

CONTRACTORS PROPOSAL --Contractor is to complete the enclosed Proposal Rate Sheets by indicating the
Region(s) or “inclusive areas” included in the proposal, including those zip codes outside of SoCalGas service
territory but serviced by SCE, and corresponding material and labor prices for each measure. If your proposal is
for more than one Region or “inclusive area” and prices are the same for all Regions or areas contained in the
proposal, you need only complete the Proposal Rate Sheets once, noting all Regions or inclusive areas covered by
proposed prices. However, if prices vary from Region to Region or from inclusive area to area, you will need to
complete a separate Proposal Rate Sheet for each Region or area.

Company reserves the right to offer an Agreement in any Region or area for fewer than the targeted number of
customers. If Contractor prices will vary according to the number of units awarded, please provide Proposal Rate
Sheets denoting each range of units to which the Proposal Rate Sheets apply.

Contractor reserves the right to assign adjacent zip codes to Contractor’s identified inclusive areas should it be
necessary in order to service all customers.

Proposals are to be evaluated on cost, qualifications, prior experience in providing weatherization services and
customer service. See Attachment D for a detail breakdown of evaluation method. A count of housing types served
and the frequency rates on the number of times measures were installed for the 1998 program have been provided in
Attachment E for your consideration when preparing your proposal. Contractor shall not assume that these rates will
remain the same for the 2000 program, as frequency is a variable of assessment, and may fluctuate according to
future units served.

Proposals shall remain firm for ninety (90) days from the date of this proposal/proposal. All prices shall remain firm
for the full term of the resulting Agreement.

Company shall have the right at any time to inspect and audit any and all of the Contractor’s reports, records, and
books of accounting which relate to this RFP and Contractor’s response. Failure to provide all information requested
may result in the disqualification of your proposal.

The Company reserves the right to reject any or all proposals and to waive any formalities or informalities in any
proposal received, or to refrain from awarding any contract as a result of this effort.

CERTIFICATION--The undersigned hereby proposes to furnish all labor, required equipment, and material (unless
otherwise required by the Statement of Work) to perform Energy Efficiency Services in accordance with the attached
Statement of Work document and related Policy and Standards attachments at the prices listed on the attached
Proposal Rate Sheets.



                                                               By
                                                                                        (Signature)


                                                                                    (Print Name)

                                                               Title

                                                               Phone

                                                               FAX




9/15/99
                                                             DRAFT--ATTACHMENT B
                                                       LIEE Customer Satisfaction Plan
                                                                           Page 1 of 1

CUSTOMER SERVICE AND SATISFACTION GOALS AND ACHIEVEMENTS

Contractor is to describe below or in a separate document any and all customer service and satisfaction goals it plans
to achieve, how they will be achieved, and document any prior experience in achieving customer service and
satisfaction, including any quantitative performance measure (e.g., inspection pass rate).




9/15/99
                                                                DRAFT--ATTACHMENT B
                                                              Contractor’s Marketing Plan
                                                                              Page 1 of 1

Contractor’s Marketing Plan

Contractor is to describe below or in a separate document a Marketing Plan by which income qualified customers
will be located and enrolled pursuant to this RFP. Contractor’s Plan shall contain, at a minimum,

        1) Methods for outreach to low-income customers to be used by the Contractor (including weatherization
           and non-weatherization services to be provided to SCE customers not shared by the Company)
        2) Script information (what is to be said to the customer) to be used when outreaching
        3) Number of outreach employees and language capabilities




9/15/99
                                                                  DRAFT--ATTACHMENT B
                                                               LIEE Summary of Operations
                                                                               Page 1 of 1

CONTRACTOR’S SUMMARY OF OPERATIONS

Contractor is to provide below a brief description of planned operations for this proposal. Description needs to
include office location(s); planned staffing—both crews and office support; multi-lingual capabilities of staff; hiring
practices (e.g., background and immigration checks, drug screening, bonding).




9/15/99
                                                        DRAFT--ATTACHMENT B
                                           LIEE--Training Requirements Estimate
                                                                    Page 1 of 1

CONTRACTOR’S INITIAL (FIRST THREE MONTHS OF PROGRAM) TRAINING
REQUIREMENTS

Information regarding training requirements is being collected for Company planning purposes and will not be a
component of proposal evaluation. Please provide your best estimate of the number of employees requiring training
during the three months of contract period.



Number of employees requiring training from Company                   Jan.     Feb.     Mar.


        In Outreach and Assessment                                    ____     ____     ____

        In Weatherization Installation                                ____     ____     ____


        In Minor Home Repair                                          ____     ____     ____




9/15/99
                                                           Attachment C--Terms and Conditions for
                                                                 DRAFT--Construction Agreements
                                                                                      Page 1 of 6

1.0 Invoices. Contractor’s invoices shall show amounts due for the Work completed and be further itemized and in such form as
Company may require. Contractor's invoices shall be subject to audit at any time during the period of performance of Work and for
four (4) years following submission of the final invoice. Notwithstanding identification of Work and expenses by Contractor on
Contractor’s invoices, Contractor shall include the total amount paid by Company to Contractor under this Agreement within
Contractor’s gross income for tax purposes. In addition, Contractor is solely responsible for any sales, use, or other taxes that may be
imposed on Contractor’s Work or in connection with this Agreement.

2.0 Foreign Corporations or Residents. To the extent any portion of Contractor's Work is performed in the State of California, either
(a) Contractor represents that it is a California resident and shall provide Company with an original and a copy of Form 590,
Certificate of Residence, in accordance with California Revenue and Taxation Code Section 18662 and regulations thereunder; or (b)
seven percent (7%) of all compensation payable to Contractor for Work performed in California shall be withheld in accordance with
applicable California Franchise Tax Board (“FTB”) Regulations, unless Company has been notified in writing by the FTB that
withholding is waived or a lower rate of withholding is authorized.

3.0 Ownership of Work Product. Contractor shall assign to Company all copyrights, patents, or other proprietary interest in and to
any and all reports, text, drawings, designs, filings, books, analyses, computer software programs (including source code), program
enhancements or modifications, and other documents generated by Contractor in connection with the performance of the Work
(collectively, “Work Product”). Contractor shall treat all Work Product as confidential and proprietary to Company and may not use
any Work Product for any purpose other than for Company’s benefit without the prior written consent of Company. On termination of
Contractor's Work, if requested by Company, Contractor shall immediately deliver to Company all Work Product and work in
progress, together with any documents provided to Contractor by Company.

4.0 Confidentiality. Contractor shall keep confidential, and shall not use except to perform the Work, all information received from
Company, including the terms of this Agreement, the Work Product, and information regarding Company's customers, employees, and
operations and all information transmitted to Company by Contractor hereunder, until or unless: (a) the information was known to
Contractor and evidenced in writing in Contractor's file prior Company's disclosure to Contractor hereunder; (b) the information is
received in good faith from a third party not subject to any obligation of confidentiality; (c) the information becomes generally known
to the industry to which the information most closely pertains without fault on Contractor's part; or (d) Company consents to such
disclosure in writing.

5.0 Conformity with Laws. Contractor warrants that it has obtained all applicable business licenses and permits. If Contractor is
exempt from obtaining a Contractor’s license or any other licensing requirement, Contractor shall provide Company appropriate
evidence of such exemption. Contractor shall observe and comply with all applicable laws, ordinances, codes, orders, and regulations
of governmental agencies, including federal, state, municipal, and local governing bodies, having jurisdiction over the performance of
the Work or any part thereof, including, without limitation, all provisions of the Occupational Safety and Health Act of 1970 and all
amendments thereto, the 1986 Immigration Reform and Control Act and all amendments thereto, Equal Opportunity and other related
federal requirements, and all applicable federal, state, municipal, and local safety and environmental regulations.

6.0 Independent Contractor. Neither Contractor nor its employees nor its agents shall be deemed employees of Company or its
affiliates for any purpose whatsoever. Company is only interested in the results to be obtained by Contractor in performance of the
Work. Contractor is responsible for its own operations and shall not be on the payroll of Company or entitled to any benefits extended
to Company’s employees or employees of its affiliates. Except as provided in Section 2.0 above, Contractor shall be solely liable for
withholding and remitting payment of all taxes relating to the provision of Work, including, but not limited to state and federal income
taxes, Social Security tax, self-employment tax, unemployment insurance premiums, and disability insurance contributions.

7.0 Indemnification. Contractor shall indemnify, defend, and hold Company, its affiliates, and the directors, officers, agents, and
employees of Company and its affiliates (“Indemnitees”), harmless from and against:

7.1 Any and all claims, suits, damages, liability, costs, expenses, and attorney’s fees (including in-house and outside counsel)
(collectively, “Liabilities”) which are caused or contributed to by Contractor’s breach of this Agreement; and

7.2 Any and all Liabilities for injury to or death of any and all persons (including Contractor’s employees and subcontractors) and for
any and all damage to property, both real and personal, arising from or in connection with Contractor’s Work including its action or
Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                          Attachment C--Terms and Conditions for
                                                                DRAFT--Construction Agreements
                                                                                     Page 2 of 6

inaction related to hazardous materials, excluding only such Liabilities which are directly and solely caused by an Indemnitee’s gross
negligence or willful misconduct.

7.3 Contractor expressly waives the statute of limitations for damages for latent defects provided under California Code of Civil
Procedure Section 337.15. Any indemnity action that would otherwise have been subject to CCP Section 337.15 may be brought by
Company at any time up to four (4) years after the date of discovery of such latent defect by Company.

8.0 Insurance. Contractor shall procure at its expense and maintain in full force and effect during the life of this Agreement, the
following insurance in at least the minimum amounts specified. Contractor’s liability, however, shall not be limited by the minimum
specified amounts of insurance.

8.1 Workers Compensation: Insurance or self-insurance evidencing compliance with any applicable labor codes, acts, laws, or
statutes, whether federal or state, where Contractor performs the Work.

8.2 Employers’ Liability:   Insurance shall not be less than $2,000,000.00 for injury or death per each accident.

8.3 The coverages under Sections 8.1 and 8.2 shall by endorsement (a) waive all rights of subrogation against Company, its directors,
officers, agents, and employees; and (b) provide at least thirty (30) days' prior written notice to Company of any material change or
cancellation.

8.4 Commercial General Liability: Coverage shall be at least as broad as the Insurance Services Office Commercial General Liability
Coverage “occurrence” form, with no coverage deletions. The limit shall not be less than $2,000,000.00 each occurrence for bodily
injury, property damage, and personal injury in performing Work. If coverage is subject to a gnarl aggregate limit, such aggregate
limit shall be not less than twice the occurrence limit.

8.5 Automobile Liability: Coverage shall be at least as broad as the Insurance Services Office Business Auto Coverage for covering
owned,, non-owned and hired vehicles. The limit shall not be less than $1,000,000 each accident for bodily injury and property
damage. If Contractor does not provide vehicles to its employees, Contractor’s employees who drive their own vehicles in performing
Work shall carry automobile liability insurance as required by law.

8.6 The coverages under Sections 8.4 and 8.5 shall by endorsement (a) name Company, its directors, officers, agents, and employees
as additional insureds with respect to liability arising out of the Work performed by or for Contractor under this Agreement; (b)
provide that Contractor’s insurance is primary and neither in excess of nor contributing to any insurance or self-insurance maintained
by Company; and (c) provide at least thirty (30) days' prior written notice to Company of any material change or cancellation.

8.7 Acceptability of Insurers: Each insurer shall have a current Best Insurance Guide (or equivalent) rating of not less than A:VII
unless prior approval is secured from Company.

8.8 Evidence of Insurance: Contractor shall forward certificates of insurance evidencing required insurance to: Risk Management
Department, Box 3249, Los Angeles, CA 90051-1249 within ten (10) days of the effective date of this Agreement.

9.0 No Liens. Contractor shall keep the site where or for which Work is performed (“Site”) free from all mechanics’ and other liens
by reason of any labor or materials furnished to Contractor by third parties. Contractor shall defend, indemnify, and hold Company
(and the owner if Company is not the Site owner) harmless from and against any and all liability for claims and liens for wages as a
result of personnel employed by or contracted with or for materials, equipment, and supplies ordered or used by Contractor. In the
event of Contractor’s breach of this section, Company may offset the compensation otherwise payable to Contractor, under this
Agreement or any other agreement between Contractor and Company, in order to pay such lienors directly.

10.0 Stop-Work Order. Company may, at any time, by written notice, require Contractor to stop all, or any portion, of the Work for
a period of ninety (90) days and any further period to which the parties mutually agree. Upon receipt of notice, Contractor shall
immediately cease performance under this Agreement. Within ninety (90) days after a stop-work order is delivered hereunder,
Company shall either (a) cancel the stop-work order, or (b) terminate this Agreement pursuant to the provisions hereof. Company shall
not be liable for any payments to Contractor during the period of work stoppage.
Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                           Attachment C--Terms and Conditions for
                                                                 DRAFT--Construction Agreements
                                                                                      Page 3 of 6

11.0 Termination. Notwithstanding the effective term set forth in this Agreement, Company shall have the right to terminate this
Agreement at any time for any reason by providing written notice to Contractor of such termination. Company shall be responsible
only for that Work performed and out-of-pocket expenses incurred while this Agreement is in effect. In the event Company terminates
this Agreement for Contractor’s default or breach hereunder, however, Company shall not make further payment to Contractor and
reserves all rights to seek from Contractor all damages incurred by Company, including, but not limited to, consequential, special,
incidental, and indirect damages. Sections 3.0, 4.0, 7.0 through 7.2, 9.0, 13.0, and 14.0 of these Terms and Conditions shall survive
the expiration or termination of this Agreement.

12.0 Modification. No part of this Agreement, including the Terms and Conditions, shall be amended, modified, or waived in any
way except as set forth in Paragraph 19.0 herein or by an instrument in writing signed by both parties and, specifically, shall not be
modified by course of performance, course of dealing, or usage of trade.

13.0 Subcontracts and Assignments. Contractor is fully responsible to Company for the acts and omissions of Contractor’s
subcontractors and of persons either directly or indirectly employed by them. Nothing contained in this Agreement shall create any
contractual relationship between subcontractor and Company.

13.1 Contractor shall not subcontract any part of the Work without the prior written consent of Company. Contractor shall submit to
Company the names, addresses, qualifications, organizational charts, and resumes of key personnel of the proposed subcontractors and
the section of the Work it proposes to subcontract. Contractor shall incorporate in its subcontracts clauses, conditions, markups,
provisions, performance periods, requirements and reporting requirements similar to those contained in this Agreement, all as
applicable, to ensure complete compliance with this Agreement and all authorized change orders thereto. Company may request and
Contractor shall supply to Company copies of any executed subcontracts Contractor enters into with subcontractors.

13.2   Company may assign in whole or in part this Agreement at any time without the consent of Contractor.

13.3 Contractor shall not assign this Agreement or transfer it as a whole without the prior written consent of Company, nor shall
Contractor assign any monies due to it or to become due to it hereunder, except to a bank or other financial institution, provided,
however, that Company shall not be required to execute any documents as a result of an assignment to a financial institution.

13.4   This Agreement shall be binding upon and inure to the benefit of the heirs, successors, or permitted assigns of the parties.

14.0 Governing Law. This Agreement shall be construed and enforced according to the laws of the State of California applicable to
agreements made and to be performed wholly within California. The parties consent to the sole jurisdiction and venue of any state or
federal court located within the County of Los Angeles, State of California.

15.0 No Waiver. Any waiver of or failure to enforce a right under this Agreement by either party shall not be construed as a
subsequent waiver of the same right or any other right such party may have.

16.0 Federal Contractor Compliance Program. The following federal requirements are incorporated into this Agreement by
reference and Contractor agrees to be bound by them, if, in any calendar year:

16.1 Company purchases Two Thousand Five Hundred Dollars ($2,500.00) or more in goods or services from Contractor,
Contractor is subject to the requirements of 41 CFR 60-741.4 (nondiscrimination against the handicapped).




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                           Attachment C--Terms and Conditions for
                                                                 DRAFT--Construction Agreements
                                                                                      Page 4 of 6

16.2 Company purchases Ten Thousand Dollars ($10,000.00) or more in goods or services from Contractor, Contractor is subject to
the requirements of 41 CFR 60-1.4 and Executive Order 11246 (nondiscrimination on the basis of race, color, religion, sex, or national
origin). Contractor certifies that facilities provided for employees are nonsegregated and that Contractor will agree to secure
certification of nonsegregated facilities from subcontractors pursuant to 41 CFR 60-1.8(b). Contractor will abide by the requirements
of 41 CFR 60-250.4, Affirmative Action for Disabled Veterans and Veterans of the Vietnam Era. Contractor will subcontract with and
utilize small businesses and small disadvantaged business concerns pursuant to 48 CFR 19.702 and 48 CFR 19.708(a). Contractor is
hereby notified of the policy of the United States that small business concerns and small business concerns owned and controlled by
socially and economically disadvantaged individuals shall have the maximum practicable opportunity to participate in contracts let by
any federal agency.

16.3 Company purchases Twenty-Five Thousand Dollars ($25,000.00) or more in goods or services from Contractor, Contractor is
hereby notified of the policy of the United States to encourage subcontracting with women-owned small businesses and utilization of
Labor Surplus Areas. Contractor agrees to use its best efforts to place subcontracts in accordance with the government's Labor Surplus
Area concerns policy pursuant to 48 CFR 20.301(a) and 48 CFR 20.302(a). Contractor agrees to use its best efforts to give women-
owned businesses the maximum practicable opportunity to participate in subcontracts pursuant to 48 CFR 19.902.

16.4 Company purchases Fifty Thousand Dollars ($50,000.00) or more in goods or services from Contractor and Contractor has fifty
(50) or more employees, Contractor is subject to 41 CFR 60-1.40, 60-250.5 and 60-741.5 (written affirmative action compliance plan,
affirmative action for Vietnam veterans and disabled individuals). Contractor is also obliged to file certain reports pursuant to 41 CFR
60-1.7(a).

16.5 Company purchases One Hundred Thousand Dollars ($100,000.00) or more in goods or services from Contractor, Contractor is
subject to Executive Order 11738 and 48 CFR 52.223-2 and must comply with all the requirements of Section 114 of the Clean Air
Act (42 U.S.C. 7414) and Section 308 of the Clean Water Act (33 U.S.C. 1318) relating to inspection, monitoring, entry, reports, and
information, as well as other requirements specified and all regulations and guidelines issued to implement those Acts.

16.6 Company purchases Five Hundred Thousand Dollars ($500,000.00) in goods or services from Contractor, Contractor shall
comply with the subcontracting plan requirements for small businesses and small disadvantaged business concerns pursuant to 48 CFR
19.702(a)(1), (2) and 48 CFR 19.704. Contractor shall also comply with the subcontracting plan requirements for Labor Surplus Areas
pursuant to 48 CFR 20.301(b) and 48 CFR 20.302(b). Contractor shall also complete and return to Company a subcontracting plan
setting forth all planned subcontracts with women, minority, and service-disabled veteran-owned business enterprises in accordance
with California Public Utilities Commission General Order 156.

17.0 Construction of Agreement. Both parties have had the opportunity to have their attorneys review and negotiate this Agreement.
Therefore, the terms of this Agreement shall not be construed against either party as the drafting party.

18.0 Force Majeure. Should either party hereunder be prevented by force or events not under its control, unless said party was
negligent in failing to foresee said event, from performing its obligations under this Agreement, this Agreement shall nevertheless
remain in effect and performance hereunder shall be resumed as soon as such causes have been remedied. In no event shall Contractor
be allowed an increase in the price of its Work under this Agreement as a result of this clause. Labor disputes shall not be deemed an
event of Force Majeure and shall not excuse performance or delays in performance.

19.0 Unilateral Changes. Company may, by written change order hereto, make changes to the Work covered by this Agreement. If
such change causes an increase or decrease in the price or time of performance of this Agreement, the parties hereto shall negotiate, in
good faith, an equitable adjustment in the price or schedule of this Agreement. However, Contractor shall, upon written demand from
Company, proceed with said change notwithstanding the fact that an equitable adjustment has not yet been reached. In such event,
Contractor shall submit to Company a written proposal, within fifteen (15) days of said demand, delineating its proposed adjustment.
In the event a proposal is not received in fifteen (15) days, no adjustment shall be deemed necessary.

20.0 Setoff. Company may setoff any amount due from Contractor, whether or not under this Agreement, against any amount due
Contractor under this Agreement. In addition, Company may withhold from Contractor any amount sufficient to reimburse Company
for any loss, damage, expense, or liability for Contractor’s actual or alleged failure to comply with the provisions of this Agreement.

Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                          Attachment C--Terms and Conditions for
                                                                DRAFT--Construction Agreements
                                                                                     Page 5 of 6

21.0 Warranty. Contractor warrants that the Work provided hereunder shall be in accordance with the drawings, specifications,
proposals, scope of work, or any other description of work or services applicable to this Agreement, and that the Work shall be done in
a workmanlike manner and in accordance with industry standards and shall be free from defects in workmanship. Company retains the
right to audit Work performed hereunder and Company may reject any Work not provided in accordance with this warranty and
require Contractor to correct or replace such defective Work for a period of up to three years from the time Work is performed, or, at
Company’s sole option, Contractor shall reimburse Company for any and all payments to correct or replace such defective Work, and
for any and all consequential, indirect, incidental, and special damages incurred within three years.

21.1 SoCalGas shall have reasonable access to the accounting records and other documents maintained by the Contractor which relate
to the Work provided under this Agreement. Reasonable access includes the right to audit such records and documents and/or inspect
any ongoing services from time to time and at any reasonable time during, and for, two years after the date of delivery of Work. Any
inspection of Work or audit of records shall only occur during regular business hours and after two days prior written notice.

22.0 Use of Company Equipment. In the event Company loans Contractor any equipment for use under this Agreement, title to said
property shall remain in Company. Notwithstanding the foregoing, Contractor shall be responsible for loss, damage, destruction, theft,
maintenance, and repair of said property while in the possession of Contractor. Prior to use, Contractor shall have inspected said
property and have satisfied Contractor that the property is in good repair and working condition. Contractor shall only allow qualified
personnel to operate said equipment. Contractor shall indemnify, defend, and hold Company harmless from and against any and all
Liabilities for injury to or death of any and all persons (including Contractor's employees and subcontractors) and for any and all
damage to property, both real and personal, arising from or in connection with the use of said equipment. Contractor shall surrender
possession of said equipment upon demand by Company.

23.0 Retention. In the event retention is required, said retention shall be payable within 30 days after final completion and
acceptance by Company of the entire Work provided that if any lien or charge shall have been filed or created against such Work, or if
Company shall be entitled under the terms hereof to make any charge against Contractor, such part of that balance as Company may
deem necessary shall be withheld until all such liens and charges have been satisfied by Contractor. In addition, Company may use
said retention to pay directly to satisfy any such lien or charge.

23.1 As a prerequisite to payment, Company may require that Contractor submit evidence that all costs incurred for the Work have
been paid. Such evidence may include lien waivers of all those having lien rights for the Work covered under this Agreement.

24.0 Bond. Upon request by Company, Contractor shall provide a surety bond in the amount requested by Company up to one
hundred percent (100%) of the value of this Agreement. Unless otherwise agreed, premiums for said bond shall be paid by Company.
The bond shall be on terms and conditions reasonably acceptable to Company and shall be issued by a carrier admitted to do business
in the state of California. The bond format shall be subject to the review and reasonable approval of Company and upon execution
shall remain in effect for the entire term of this Agreement. In the event Contractor fails to provide or maintain the bond, Company
may procure and maintain the bond on Contractor's behalf; provided, however, that the inability to procure a bond on Contractor or its
work shall constitute a breach of Contractor and shall be grounds for immediate termination of this Agreement.

25.0 Repairing Damage/Cleanup. If Contractor or any of its subcontractors, in the course of performing the Work under this
Agreement, damages any property of Company or of a Customer served under this Agreement, Contractor shall, at its sole cost, repair
or reconstruct such property to the same condition as prior to the damage, or reimburse Company for the full cost of such repair or
reconstruction.



25.1 Contractor shall keep Company’s Site and Customer’s Site free from any accumulation of waste materials or rubbish.
Contractor shall remove from the Site all waste materials, rubbish, Contractor’s tools, construction equipment, machinery, and surplus
materials prior to completion of the Work. If Contractor fails to clean up as provided herein, Company may do so at the cost of
Contractor and may deduct the cost from any retention amount.

26.0 Permits, Surveys and Licenses. Unless otherwise agreed to in writing, Contractor shall procure and pay for all permits, licenses,
inspections, and surveys necessary for the proper execution and completion of the Work. In addition, Contractor shall furnish any
Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                           Attachment C--Terms and Conditions for
                                                                 DRAFT--Construction Agreements
                                                                                      Page 6 of 6

bonds, security, or deposits required to permit performance of the Work and give all notices necessary and incidental to the due and
lawful performance of the Work.

27.0 Investigation. Contractor represents that it is familiar with the physical conditions and availability of labor and materials in the
areas of the Work and all other items affecting its performance of the Work. In addition, Contractor represents that it has thoroughly
examined the Contract Documents and is satisfied as to the conditions under which Contractor shall be obliged to operate in
performing the Work, including any obstructions, the amount of work, character and nature of the Work, and any other condition
which may affect the Work in any manner. No allowance shall be made in this connection for Contractor not having made the
aforesaid examination and review. Contractor shall immediately report to Company any error, inconsistency, or omission which
Contractor discovers in the Contract Documents.

28.0 Hazardous Materials/Environmental Requirements. The term “Hazardous Materials” includes, without limitation, any
flammable, explosive, radioactive, corrosive, reactive, carcinogenic, or toxic substances or wastes, materials presenting physical or
health hazardous, and any materials, products, reactive wastes or substances defined or described as hazardous or toxic in
“Environmental Requirements,” Section 28.1 below.

28.1 “Environmental Requirements” means all applicable present and future laws, regulations, rules, ordinances, licenses, codes,
permits, orders, approvals, plans, authorizations, concessions, franchises, and the like of all governmental agencies, departments,
commissions, boards, bureaus, or instrumentalities of the United States, the State of California, counties, municipalities, and other local
bodies having jurisdiction over the Work, and/or any political subdivisions thereof (“Governmental Agencies”), local agencies, and all
applicable judicial, administrative and regulatory decrees, judgments, orders, or rulings relating to Hazardous Materials, the protection
of human health or welfare, worker safety or the environment, including, without limit, the Hazardous Materials Transportation Act, as
amended (49 U.S.C. 1801, et. seq.) the Resource Conversation and Recover Act (RCRA) as amended (42 U.S.C. 9601, et. seq.), and
the California Hazardous Waste Control Law (under California Health and Safety Code Section 2500 et. seq.), and the regulations
adopted and publications promulgated thereunder.

29.0 Handling Hazardous Materials. Any Hazardous Materials encountered in performance or used in connection with the Work
required under this Agreement or removed as part of the Work shall be promptly and properly managed, containerized, stored,
removed, transported and disposed of by Contractor in accordance with all applicable Environmental Requirements.

29.1 Without in any way limiting the foregoing, Contractor shall not, under any circumstances, cause or permit the spillage, discharge,
emissions, or release of any Hazardous Materials in the course of the Work. If spillage, discharge, emission, or release should
accidentally occur, Contractor shall immediately notify the Company.

29.2 Contractor shall not store any Hazardous Materials for periods in excess of applicable site storage limitations imposed by law or
Company, whichever shall be more restrictive. Contractor shall take, at its expense, all actions necessary to protect third parties,
including, without limitation, Company’s customers, employees, and agents, from any exposure to, or hazards of, Hazardous Materials
which are associated in any manner with the Work, as well as any discharges, releases, and spills of Hazardous Materials.




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                                DRAFT--Attachment D
                                                                     LIEE Proposal--Evaluation Criteria

                                                                                                                 Page 1 of 2

Proposals will be evaluated against other proposals from the same regional areas. Each proposal will be assigned a score based on
three components:

Price Component
Technical Qualification Component
Customer Service and Satisfaction Component
Marketing Plan Component

Total Proposal Score Possible:

        Proposal Score =

        Price Component + Technical Qualification Component + Customer Service and Satisfaction Component + Marketing Plan
        Component


Determination of scores for each component are as follows:

Price Component:

The price component of a proposal score is based on the proposal’s weighted average price. Weighted average price is determined by
summing individual measure prices times frequency rates times the total quantity of units for the area and dividing by the targeted
number of units for the Region, that is:

                                       measure price*frequency rates*targeted units
                                                      targeted units

Each proposal’s weighted average unit price will be scored to the price component of the proposal. For each regional area, points will
be awarded to the proposal with the lowest weighted average unit price. Other proposals will be scored comparatively against the
lowest proposal by calculating the percentage difference between it’s weighted average unit price and the lowest weighted average unit
price and reducing the low price score by that percentage, that is:



                 Percentage = (Weighted Average Unit Price-Lowest Weighted Average Unit Price)
                                      Lowest Weighted Average Unit Price

                                  Proposal’s Price Component = 25(100% - Percentage)




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                                    DRAFT--Attachment D
                                                                         LIEE Proposal--Evaluation Criteria

                                                                                                                Page 2 of 2

Technical Qualifications Component

Criteria for objective scoring of technical qualifications is listed below:

Length of experience in years contractor has provided energy efficiency services to the low-income customer:

Length of experience in years contractor has provided individual weatherization measures, as follows:

         Installing attic insulation:
         Installing water heater blankets
         Building Envelope Repair:
         Installing Weatherstripping and Caulking:

Financial stability as indicated by:

         Dunn & Bradstreet Report scored by independent agent or other financial statements if D&B is not available:

Quality of contractors work as indicated by 2 reference responses:

         Excellent
         Good
         Average

Organization and Staffing as detailed in Contractor’s Summary of Operations


Customer Service and Satisfaction Component

Points will be assigned based on:

         Historical installation performance (inspection rate)
         A well-directed achievable plan is or will be put in place:


Marketing Plan

Points will be awarded based on how well the Contractor’s Marketing Plan addresses the following:

Method of outreach (points for a well-described outreach plan, including scripting)
Multilingual abilities of outreach employees (points awarded for every language)




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                        ATTACHMENT F
                                             DBE SUBCONTRACT PROGRAM
                                             SUBCONTRACT PROGRAM


                                                                    Page 1 of 4


Purpose_________________________________________________________
   Sempra Energy companies are committed to spend 25% of total procurement
   with Women, Minority and Service Disabled Veteran owned enterprises.
   Sempra Energy strongly encourages all suppliers to do the same.

   As a requirement of this Request For Proposal, contractors must submit the
   Diverse Business Enterprise (DBE) Subcontracting Commitment. In addition
   to the Subcontracting Commitment, the contractor/supplier should also
   submit (separately) any historical information on subcontracting compliance
   (procurement) performance on other contracts.

   In addition to Sempra Energy's commitment to increasing DBE business
   opportunities, Federal and State regulations call for Diverse Business
   Enterprise efforts on all contracts for services of over $500,000, and
   construction contracts over $1 million, or whenever there is an opportunity
   to subcontract.

   We also encourage the prime contractor/supplier's consideration of creative
   solutions on all or parts of this bid with DBE’s, such as joint ventures or
   partnerships.


       Note: The DBE Subcontracting Commitment will be included
             as an evaluative factor in the award of this contract.




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                           ATTACHMENT F
                                                DBE SUBCONTRACT PROGRAM


                                                     SUBCONTRACT PROGRAM

                                                                        Page 2 of 4


Subcontract Commitment Requirements

Sempra Energy requires prime suppliers/contractors to submit the forms listed
below. These forms are described in the subsections that follow.

 1.            DBE Subcontract Commitment
 2.            DBE Subcontract Report (Monthly)


The DBE subcontract dollars and statistics reported by prime
suppliers/contractors will be included in Sempra Energy’s Annual DBE Report to
the California Public Utilities Commission (CPUC) filed every March 1st.


1.     DBE SUBCONTRACT COMMITMENT
       The DBE Subcontract Commitment outlines your DBE subcontracting
       goals established for this contract for products and/or services specifically
       produced or performed for Sempra Energy companies.

       The DBE Subcontract Commitment must be submitted with your bid
       document in response to a Request For Quotation (RFQ), Request for
       Proposal (RFP), Request for Bid (RFB), etc. This plan must be submitted
       to Sempra Energy with your bid. If your contract is for longer than one
       year, you will need to submit a new Subcontract Commitment annually.

       Note: The three-page DBE Subcontract Commitment is enclosed
             with this package. If you are unable to identify subcontractors for
             this contract and would like Sempra Energy to help you identify
             potential DBEs as subcontractors, please complete the enclosed
             Subcontractor Identification Assistance page and submit it with
             your Subcontract Commitment.




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                           ATTACHMENT F
                                                DBE SUBCONTRACT PROGRAM


                                                      SUBCONTRACT PROGRAM

                                                                           Page 3 of 4


2.     DBE SUBCONTRACT REPORT (Monthly)
       (Women, Minority or Service Disabled Veteran Owned Businesses)

       All prospective prime suppliers and contractors must identify, solicit,
       qualify, and negotiate with prospective Diverse Business Enterprise (DBE)
       subcontractors. The prime supplier/contractor must ensure that each
       DBE subcontractor used is verified by the CPUC WMBE Clearinghouse
       and Service Disabled Veterans are certified by the Office of Small and
       Minority Business (OSMB).

       If a prospective subcontractor (minority or non-minority female) is not
       verified by the CPUC WMBE Clearinghouse, a Verification Application
       Package (VAP) can be obtained from:

                      CPUC WMBE Clearinghouse
                      Small Disadvantaged Business (Federal SBA Program)
                      c/o Asian, Inc.
                      4605 Lankershim Blvd., Suite 418
                      No. Hollywood, CA 91602
                      (800) 869-7385
                      (818) 623-9799 (Fax)

       If a prospective Service Disabled Veteran subcontractor is not certified by
       the OSMB, an application can be obtained from:

                      The State of California
                      Department of General Services
                      Office of Small and Minority Business
                               th
                      1808 14 Street, Suite 100
                      Sacramento, CA 95814-7120
                      (916) 323-5478




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                   ATTACHMENT F
                                                        DBE SUBCONTRACT PROGRAM



                                                               SUBCONTRACT PROGRAM

                                                                                     Page 4 of 4


Diverse Business Enterprises (DBE) Definitions

Term                                                      Definition
Minority Business            Business enterprise, at least 51% of which is owned by a minority.
Enterprise (MBE)             In the case of a publicly owned business, at least 51% of the stock
                             must be owned by a minority and management and daily business
Minority, male and female    operations must be controlled by a minority. Minority includes:

Verified by the CPUC         African Americans
WMBE Clearinghouse           Asian/Pacific Americans
                             Hispanic Americans
                             Native Americans
                             Multi-Ethnic (any combination of the above where no
                                 specific group has 51% ownership or control, but when
                                 aggregate control exceeds 51%).
                             Note: Foreign-owned companies operating in or out of the U. S. are
                             not included.

Women Business               Business enterprise, at least 51% of which is owned by a woman or
Enterprise (WBE)             women. In the case of a publicly owned business, at least 51% of
                             the stock must be owned by one or more women and management
Non-minority female          and daily business operations must be controlled by one or more
                             women.
Verified by the CPUC         Note: Foreign-owned companies operating in or out of the U. S.
WMBE Clearinghouse           are not included.

Service Disabled Veteran     Veteran of U. S. military, naval, or air service with a service-related
Business Enterprise          disability who is a resident of California. SDVBEs are either sole
(SDVBE)                      proprietorships or 51% owned and operated by one or more
                             disabled veterans.
Certified by the Office of
Minority and Small
Business
Subcontract                  Any agreement (other than employer-employee) entered into by a
                             contracted supplier’s contractor, seller, or third party calling for
                             direct purchase of goods or services in support of the supplier’s
                             contract with Sempra Energy for goods and services.




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                        ATTACHMENT F
                                                             DBE SUBCONTRACT PROGRAM

                                                                SUBCONTRACT COMMITMENT

                                                                                           Page 1 of 3


Prime Supplier/Contractor Name: ________________________________ Phone: (            )____________

Address: _________________________________________________________________________

City: _____________________________________ State:______________ Zip: ________________

RFP (Bid) number (if applicable): _____________________________________________________

Description of Goods or Services: _____________________________________________________




SEMPRA ENERGY CONTRACT MANAGER _________________________________________

                                   Phone Number _______________________________________


1) What are your firm’s DBE subcontracting goals?

     Estimated total dollar value of this contract:                  $______________________
     Estimated total dollars and percentage of this
      contract planned with DBEs                                     $__________ _________%

     Estimated percentage breakdown:
      WBEs (Non-minority women)                                      $__________ __________%
      MBEs (Minority, male and female)                               $__________ __________%
      SDVBEs (Service disabled veteran)                              $__________ __________%


2) Principal goods or services to be subcontracted to DBEs for this proposal
      (attach additional sheet if necessary):

     _________________                     _________________                   _________________

     _________________                     _________________                   _________________



3) For each DBE considered as a subcontractor under your bid, attach a Subcontractor
   Information page. (See page 3 of this plan).




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                         ATTACHMENT F
                                                              DBE SUBCONTRACT PROGRAM
                                                            SUBCONTRACT COMMITMENT

                                                                                       Page 2 of 3

4) If your proposal does not provide subcontracting opportunities, please explain why?


   ____________________________________________________________________________


   ____________________________________________________________________________


5) Read and initial each of the following statements:

   ______     If awarded the resulting contract/purchase order/bid, the contractor agrees
              to maintain all necessary documents and records to substantiate efforts to
              achieve its estimated DBE subcontracting goals.

   ______     The contractor acknowledges responsibility for identifying, soliciting, and
              qualifying appropriate DBE subcontractors.



6) The Subcontracting Commitment must be completed and returned with your bid. In addition to
   the Subcontracting Package, the contractor/supplier should also submit (separately) any historical
   information on Subcontracting Compliance (procurement) performance on other contracts.


 “I hereby certify that the above information is true and correct.”

Prime Supplier/Contractor’s                             Prime Supplier/Contractor’s
Contractor Manager or DBE Coordinator:                  Owner/CEO:

Signature: _______________________________              Signature: _____________________________

Name:     _______________________________               Name:    ______________________________

Title:    _______________________________               Title:    ______________________________

Date:     _______________________________               Date:    ______________________________


Reminder: Mail this plan with your bid.

                              For Questions or Assistance, Contact:
                           Sempra Energy/Diverse Business Enterprises
                                  Los Angeles: (213) 244-5657
                                  San Diego: (619) 696-4430




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                     ATTACHMENT F
                                                          DBE SUBCONTRACT PROGRAM

                                                        SUBCONTRACT COMMITMENT
                                                           Subcontractor Information
                                                                          Page 3 of 3


Duplicate this page for EACH prospective DBE subcontractor.

Subcontractor Name:      __________________________         Phone: (        ) _______________


Address: _____________________________________________________________________


City: ______________________________ State: ______________ Zip: _______________


Name & Title of Owner(s):

         ___________________________               ___________________________

         ___________________________               ___________________________


Gender of Owner(s):       M               F                           M               F

                         Owner 1                                       Owner 2 (if applicable)

Ethnicity Of Owner(s):      Non-Minority Female             Non-Minority Female
                            African American                             African American
                            Asian/Pacific American                       Asian/Pacific American
                            Hispanic American                            Hispanic American
                            Native American                              Native American
                            Multi-Ethnic                                 Multi-Ethnic
                            Other __________________                     Other ________________

                            Service Disabled Veteran                   Service Disabled Veteran

Certification:            California Public Utilities Commission    State of California OSMB
                            WMBE Clearinghouse                        Cal Trans
                          Federal Small Disadvantaged Business       SCRPC
                          Other ______________________               None

CPUC or OSMB Verification Number: _________________________________________


Description of Goods or Services: ______________________________________________




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                                                  ATTACHMENT F
                                                       DBE SUBCONTRACT PROGRAM

                                                    SUBCONTRACT PROGRAM
                                         Subcontractor Identification Assistance



If you would like Sempra Energy to help you identify potential DBEs as subcontractors,
please provide the information requested below:


What type of DBE subcontractor/service provider do you need?

1.    _____________________________________________________________________________
2.    _____________________________________________________________________________
3.    _____________________________________________________________________________
4.    _____________________________________________________________________________
5.    _____________________________________________________________________________
6.    _____________________________________________________________________________
7.    _____________________________________________________________________________
8.    _____________________________________________________________________________
9.    _____________________________________________________________________________
10.   _____________________________________________________________________________
11.   _____________________________________________________________________________
12.   _____________________________________________________________________________
13.   _____________________________________________________________________________
14.   _____________________________________________________________________________


Submitted By:     ________________________________________________________________
Company:          ________________________________________________________________
Address:         ________________________________________________________________
Telephone:      _________________________________________________________________


__________________________________                               _______________________
        Authorizing Official                                              Date


____________________________________
          Name/Title




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE
                                 SAMPLE
                                                     SUBCONTRACT REPORT

                                                                               SUMMARY
                                                                               Page 1 of 2

Prime Supplier/Contractor Name:
        ABC Pipeline Construction Co.
______________________________________________________________________________
Address:
       118 B Street
______________________________________________________________________________
City:                                  State:                    Zip
       Santa Fe Springs                      CA                     90670
______________________________________________________________________________
Contact Person:                                     Phone No.

       Charles Smith                               (562) 451-2345

REPORTING MONTH: February                                            End of Contract

Ethnicity                        Month Spend $                      Cumulative Spend $

Non-Minority Female              ______________                     ______________

African American Male            ______________                     ______________
African American Female          ______________                     ______________

Asian Pacific Male               ______________                     ______________
Asian Pacific Female             ______________                     ______________

Hispanic Male                    ______________                     ______________
Hispanic Female                         10,000                              25,000_____

Native American Male             ______________                     ______________
Native American Female           ______________                     ______________

Multi-Ethnic Male                ______________                     ______________
Multi-Ethnic Female              ______________                     ______________

Service Disabled Veteran         ______________                     ______________


“I hereby certify that the above information is true and correct.”

               Prime Supplier/Contractor Manager
               or DBE Coordinator:

               Signature: ____________________________________________________
               Name: _______________________________________________________
               Title: ________________________________________________________
               Date: ________________________________________________________
                                 SAMPLE
                                                              SUBCONTRACT REPORT
                                             Subcontractor Confirmation
                                                            Page 2 of 2
Duplicate this page for EACH DBE subcontractor used:
Subcontractor Name:                                                 Phone No.
        ABC Trucking                                                (909) 123-4567
____________________________________________________________________________
Address:
        P. O. Box 429
______________________________________________________________________________
City:                            State:                    Zip:
        Chino                               CA                              91708
______________________________________________________________________________
Name & Title Of Owner(s):

Virginia Sanchez_________________                  Ralph Sanchez____________________

President_______________________                   Vice President_____________________

Ethnicity: Hispanic___Gender [ ] M [ X] F        Ethnicity: Hispanic Gender: [ X] M [ ] F

                                                                 Total Amount
        Contract No. _GWO 94363___________________               of Contract $100,000
                           (Purchase Order or Work Order #)
      Contract Manager __John Smith___________________________________________
                            Sempra Energy [ ]          SDG&E [ ]         SoCalGas [ X ]
                                                Reporting Month: February
Goods and Services:
      Total dollars paid to this
      subcontractor for this
      reporting month:           $ 10,000_________________

        Total dollars paid to
        this subcontractor
        year-to-date:            $ 25,000_________________


Mail this report to:             SEMPRA ENERGY
                                 Diverse Business Enterprises
                                 101 Ash Street
                                 San Diego, CA 92101
                                 Attn: Michelle Porter
                                 FAX: 619/699-5177

      SUBCONTRACT REPORT IS DUE THE 10TH DAY OF EACH MONTH




Revised May 6, 1997
CONFIDENTIAL—ATTORNEY CLIENT PRIVILEGE

				
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