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					  WISCONSIN PUBLIC POWER INC.

           Financial Statements
       December 31, 2000 and 1999
(With Independent Auditors’ Report Thereon)
                                    Independent Auditors’ Report


The Board or Directors
Wisconsin Public Power Inc.:

We have audited the accompanying financial statements of Wisconsin Public Power Inc. (WPPI) as
of December 31, 2000, and for the year then ended. These financial statements are the
responsibility of management. Our responsibility is to express an opinion on these financial
statements based on our audit. The accompanying financial statements of WPPI as of December 31,
1999, were audited by other auditors whose report thereon dated February 8, 2000, expressed an
unqualified opinion on those statements.
We conducted our audit in accordance with auditing standards generally accepted in the United
States of America. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the
financial position of WPPI as of December 31, 2000, and the results of its operations and its cash
flows for the year then ended in conformity with accounting principles generally accepted in the
United States of America.




February 22, 2001
                                       WISCONSIN PUBLIC POWER INC.

                                                  Balance Sheets

                                           December 31, 2000 and 1999




                                       Assets                                2000           1999

Utility plant:
 Electric plant and equipment                                           $ 181,044,200    181,018,081
 Accumulated depreciation and amortization                                (60,106,214)   (55,894,192)

          Net utility plant                                               120,937,986    125,123,889

Construction work in progress                                                 318,191          2,250

Non-current assets:
 Investments                                                               19,529,811      5,248,984
 Notes receivable                                                              70,625         97,317

          Total non-current assets                                         19,600,436      5,346,301

Restricted assets:
 Cash and investments                                                      47,829,346     40,705,610
 Interest receivable                                                           69,077         67,411

          Total restricted assets                                          47,898,423     40,773,021

Current assets:
 Cash and investments                                                      16,421,505     24,826,537

  Receivables:
   Power sales accounts receivable                                         14,074,350     10,640,922
   Other current assets                                                       102,468        109,928
   Interest receivable                                                        485,679        502,964

          Total receivables                                                14,662,497     11,253,814

  Inventories                                                               2,483,267      2,489,377
  Prepayments                                                                 148,114        142,374

          Total current assets                                             33,715,383     38,712,102

Deferred costs:
 Unamortized bond issuance costs                                            2,652,614      2,844,304
 Unamortized loss on reacquired debt                                       16,377,075     17,175,957
 Future recoverable costs                                                  19,021,717     17,485,450
 Other deferred charges                                                       390,418          1,042

          Total deferred costs                                             38,441,824     37,506,753

          Total assets                                                  $ 260,912,243    247,464,316


See accompanying notes to financial statements.
                                                            2
                                          WISCONSIN PUBLIC POWER INC.

                                                      Balance Sheets

                                               December 31, 2000 and 1999




                             Members’ Equity and Liabilities                     2000          1999

Members’ equity                                                             $ 29,581,376     21,205,379

Long-term debt:
 Revenue bonds (net of unamortized discount)                                  176,608,459   181,586,125

Liabilities payable from restricted assets:
  Current maturities of long-term debt                                          5,190,000     4,715,000
  Interest accrued                                                              4,087,102     4,333,787

           Total liabilities payable from restricted assets                     9,277,102     9,048,787

Current liabilities:
 Accounts payable                                                              15,131,301     9,411,614
 Other current liabilities                                                      2,350,376     2,532,132

           Total current liabilities                                           17,481,677    11,943,746

Deferred credits and other liabilities:
 Operating reserves                                                             6,624,793     6,398,030
 Rate stabilization                                                            20,240,487    16,321,292
 Decommissioning reserve                                                        1,098,349       960,957

           Total deferred credits and other liabilities                        27,963,629    23,680,279

           Total liabilities                                                  231,330,867   226,258,937




           Total members’ equity and liabilities                            $ 260,912,243   247,464,316




                                                                3
                                 WISCONSIN PUBLIC POWER INC.

                                Statements of Income and Members’ Equity

                             For the years ended December 31, 2000 and 1999


                                                                                 2000           1999

Operating revenues:
 Sales to members                                                          $ 130,757,656     124,643,614
 Sales to others                                                              18,104,380      15,807,369
 Other income                                                                    671,665       1,258,105

          Total operating revenues                                           149,533,701     141,709,088

Operating expenses:
 Purchased power                                                             104,339,159     100,717,548
 Fuel                                                                         13,460,291      11,580,460
 Other power production                                                        2,876,588       4,077,875
 Administrative and general                                                    6,944,667       6,459,247
 Depreciation and amortization                                                 5,361,925       5,386,975
 Decommissioning                                                                  62,585          62,585
 Taxes                                                                         2,943,762       3,139,480

          Total operating expenses                                           135,988,977     131,424,170

          Operating income                                                    13,544,724      10,284,918

Non-operating revenue (expenses):
 Investment income                                                              4,080,380      3,461,134
 Interest expense                                                             (10,240,994)   (10,518,964)
 Amortization of debt related costs                                            (1,202,906)    (1,202,906)
 Net increase (decrease) in fair value of investments                             694,951     (1,043,047)
 Other                                                                            (42,000)       (56,107)
 Income on disposal of assets                                                       5,575        (21,256)

          Total non-operating expenses                                         (6,704,994)    (9,381,146)

          Income before future recoverable costs                               6,839,730        903,772

Future recoverable costs                                                       1,536,267       1,795,340

          Net income                                                           8,375,997       2,699,112

Members’ equity, beginning of year                                            21,205,379      18,506,267

Members’ equity, end of year                                               $ 29,581,376       21,205,379


See accompanying notes to financial statements.         4
                                             WISCONSIN PUBLIC POWER INC.

                                                      Statements of Cash Flows

                                         For the years ended December 31, 2000 and 1999




                                                                                                 2000            1999

Cash flows from operating activities:
 Received from members and others                                                         $ 150,027,549       147,385,413
 Paid to suppliers and employees for services                                               (125,345,247)    (128,790,270)

           Cash flows from operating activities                                               24,682,302      18,595,143

Cash flows from investing activities:
 Investments purchased                                                                        (17,885,435)    (29,459,291)
 Investments sold                                                                               8,630,204      22,053,249
 Investment income                                                                              4,228,003       3,707,980
 Received from notes                                                                               26,072          25,557

           Cash flows from investing activities                                                (5,001,156)     (3,672,505)

Cash flows from capital and related financing activities:
 Acquisition and construction of capital assets                                                (1,486,390)     (1,643,311)
 Principal paid                                                                                (4,715,000)     (4,640,000)
 Interest paid                                                                                (10,487,679)    (10,571,832)

           Cash flows from capital and related financing activities                           (16,689,069)    (16,855,143)

           Net change in cash and cash equivalents                                             2,992,077       (1,932,505)

Cash and cash equivalents, beginning of year                                                  31,663,775      33,596,280

Cash and cash equivalents, end of year                                                    $   34,655,852      31,663,775

Reconciliation of operating income to net cash
 flows from operating activities:
    Operating income                                                                      $   13,544,724      10,284,918
    Other expense                                                                                (42,000)        (56,107)
    Noncash item included in operating income:
      Depreciation and amortization                                                            5,361,925        5,386,975
    Changes in assets and liabilities:
      Receivables                                                                              (3,425,347)         64,425
      Prepayments                                                                                  (5,740)         31,819
      Inventories                                                                                   6,110         (80,878)
      Accounts payable                                                                          5,719,687      (2,028,187)
      Options                                                                                          —           22,667
      Deferred liabilities                                                                        750,346          77,354
      Deferred expenses                                                                          (389,376)          3,516
      Other accrued liabilities                                                                 3,161,973       4,888,641

           Net cash flows from operating activities                                       $   24,682,302      18,595,143


As of December 31, 2000 and 1999, WPPI held $49,124,810 and $39,117,356, respectively,
 of investments considered to be non-cash equivalents.


See accompanying notes to financial statements.                       5
                                WISCONSIN PUBLIC POWER INC.
                                     Notes to Financial Statements

                                      December 31, 2000 and 1999



(1)   Summary of Significant Accounting Policies
      (a) Organization and Operations
          Wisconsin Public Power Inc. (WPPI) is a municipal electric company and political subdivision of
          the State of Wisconsin, formed in 1980. The purpose and function of WPPI is to provide an
          adequate, economical, and reliable wholesale supply of electricity to its 30 members for
          distribution by the members’ electric utilities to their retail customers. WPPI is owned and its
          policies are governed by its member municipalities.
          WPPI sells power to its members under power sales contracts which remain in effect until 2024.
          Under the contracts, WPPI has agreed to sell and deliver to each member and each member has
          agreed to take and pay for its electric power requirements, with certain exceptions related to
          existing member-owned hydroelectric facilities and other specified generation. Also, from time to
          time, WPPI sells capacity and energy at market prices to other entities.
          In addition to its power supply program, WPPI offers various services to members that are
          intended to enable members to operate their electric systems more efficiently. The services
          include rate analyses, rate comparisons, computer network support, large customer billing,
          equipment testing, joint purchasing of equipment and supplies, joint arrangements for disposal of
          hazardous waste, and various energy- and customer-related programs.
          WPPI supplies the power requirements of its members from a mix of resources including an
          undivided 20% ownership in the 535 MW Boswell Unit 4 coal-fired steam unit near Grand
          Rapids, Minnesota, two 86 MW combustion turbine units near Fond du Lac, Wisconsin, member
          generation under contract to WPPI, and power purchases from other entities. Minnesota Power
          owns the remaining interest in Boswell Unit 4 and is the operating agent responsible for operation
          and maintenance of the unit. WPPI pays 20% of the total cost to operate and maintain Boswell
          Unit 4. South Fond du Lac Units 1 and 4 are two of the four combustion turbine units located on a
          site owned by Alliant Energy. Alliant owns the other two units on the site and operates and
          maintains the units owned by WPPI. WPPI compensates Alliant for these services. The member
          generation under contract to WPPI consists of a number of small generating units, totaling
          approximately 58 MW of capacity. The remainder of WPPI’s power requirements is purchased
          from other entities.
      (b) Basis of Presentation/Chart of Accounts
          The financial statements are prepared on the accrual basis of accounting. Revenues are recorded
          when services are rendered and expenses are recorded when the related liability is incurred. WPPI
          uses the Uniform System of Accounts prescribed by the Federal Energy Regulatory Commission.
          WPPI complies with all applicable pronouncements of the Governmental Accounting Standards
          Board (GASB). In accordance with GASB Statement No. 20, Accounting and Financial
          Reporting for Proprietary Funds and Other Governmental Entities that Use Proprietary Fund
          Accounting, WPPI also complies with the pronouncements of the Financial Accounting Standards
          Board that do not conflict with GASB pronouncements.




                                                    6                                          (Continued)
                            WISCONSIN PUBLIC POWER INC.
                                  Notes to Financial Statements

                                  December 31, 2000 and 1999



      The preparation of financial statements in conformity with accounting principles generally
      accepted in the United States of America requires management to make estimates and
      assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
      assets and liabilities at the date of the financial statements and the reported amounts of revenues
      and expenses during the reporting period. Actual results could differ from those estimates.

(c) Utility Plant
      Additions to and replacements of utility plant are recorded at original cost, including allowance
      for borrowed funds if acquired with tax-exempt debt. Depreciation is recorded using the straight-
      line method using service lives of three to 35 years.
(d) Cash Equivalents
      For purposes of the statement of cash flows, cash equivalents are cash and investments having an
      initial maturity of three months or less.
(e) Inventories
      Inventories include fuel and repair parts. They are charged to plant or operation and maintenance
      expense at average cost when used.
(f)   Deferred Costs

      Bond issuance costs, bond discounts, and losses on reacquired debt are deferred and amortized on
      a straight-line basis over the repayment period of the related issues.

(g) Future Recoverable Costs
      Revenues from members include amounts to pay bond principal and interest. For financial
      reporting purposes, WPPI recognizes depreciation and amortization pertaining to fixed assets and
      other assets financed by bond principal. Future recoverable costs represent the difference between
      depreciation and amortization of assets financed with bond proceeds and the related principal
      recovered in rates in the present period. These costs will be recovered in future periods when the
      principal amounts exceed the related depreciation and amortization.

(h) Rates
      Rates are reviewed and adopted by WPPI’s Board of Directors annually. Under the bond
      resolution, WPPI’s rates are expected to yield net revenues for an annual period equal to at least
      1.10 times the aggregate debt service for that period. Rates are not subject to state or federal
      regulation.




                                                7                                           (Continued)
                                  WISCONSIN PUBLIC POWER INC.
                                        Notes to Financial Statements

                                        December 31, 2000 and 1999



            Unless otherwise approved by WPPI’s Board of Directors, WPPI follows a policy of deferring
            recognition of revenues that yield income in excess of the aggregate debt service requirement.
            Such amounts determined by WPPI are deposited in the rate stabilization fund to be distributed in
            future years to cover costs that otherwise would be recovered through its rates to members.
      (i)   Taxes
            WPPI is exempt from federal, Wisconsin, and Minnesota income taxes. Tax expense includes
            Minnesota property taxes, Wisconsin payments-in-lieu-of ad valorem taxes, payroll-related taxes,
            and emission fees.
      (j)   Vacation and Sick Leave
            Under terms of employment, employees are granted one day of sick leave per month. Accrued
            sick leave is not paid to employees when they leave employment.
            Employees are allowed to accumulate up to five days of vacation pay. In extraordinary
            circumstances, the chief executive officer may allow an employee to accumulate additional
            vacation pay. Accrued vacation is not considered material; therefore, no liability is recorded.
      (k) Investment in American Transmission Company
            During 2000, WPPI purchased an equity interest in ATC Management Inc. and American
            Transmission Company LLC (collectively ATC). The purchase price of WPPI’s equity interest in
            ATC was $16,912,935 and is reported as a component of non-current assets in the balance sheet.
            The investment qualifies for the equity method of accounting.

(2)   Deposits and Investments
      WPPI’s deposits and investments are categorized to give an indication of the level of risk assumed by
      the entity at year end. Category 1 includes items that are insured or registered or that are collateralized
      by or evidenced by securities held by WPPI or its agent in WPPI’s name. Category 2 includes deposits
      collateralized with securities held by the pledging institution’s trust department or agent in WPPI’s
      name, or uninsured and unregistered investments for which the securities are held by the counter
      party’s trust department or agent in WPPI’s name. Category 3 includes uncollateralized deposits, and
      uninsured and uncollateralized investments.




                                                       8                                            (Continued)
                                         WISCONSIN PUBLIC POWER INC.
                                                 Notes to Financial Statements

                                                 December 31, 2000 and 1999



       At year end, WPPI’s balances were as follows:
                                                                     Category                           Bank                  Carrying
                                                        1                 2               3            balance                amount

Repurchase agreements                        $       2,661,817                  —             —          2,661,817               2,661,817
U.S. treasury and agency
  securities                                        27,427,567                  —             —         27,427,567              28,015,592
Corporate bonds                                      1,571,206                  —             —          1,571,206               1,534,467
American National Bank                                 100,000                  —        224,970           324,970                 324,970
Bank of Sun Prairie                                    100,000                  —         98,807           198,807                (166,249)

                                             $     31,860,590                   —        323,777        32,184,367              32,370,597

Investments not subject to categorization:
  Money market mutual fund                                                                                                      33,370,214
  Investment in American Transmission Company                                                                                   16,912,935
  Wisconsin Local Government Investment Pool                                                                                        44,357
  Mutual funds                                                                                                                   1,082,409
  Cash on hand                                                                                                                         150

            Total cash and investments                                                                                 $        83,780,662




                                                                 Category                           Bank                Carrying
                                                    1                 2              3             balance              amount

Repurchase agreements                    $         2,661,817             —               —          2,661,817               2,661,817
Certificate of deposit                               100,000             —          900,000         1,000,000               1,000,000
U.S. treasury and agency
  securities                                      32,972,562             —               —         32,972,562              32,884,824
Corporate bonds                                    2,599,844             —               —          2,599,844               2,570,716
Bank of Sun Prairie                                   93,356             —               —             93,356                (148,681)

                                         $        38,427,579             —          900,000        39,327,579              38,968,676

Investments not subject to categorization:
  Money market mutual fund                                                                                                 31,770,559
  Wisconsin Local Government Investment Pool                                                                                   41,746
  Cash on hand                                                                                                                    150

            Total cash and investments                                                                           $         70,781,131




                                                                 9                                                   (Continued)
                                 WISCONSIN PUBLIC POWER INC.
                                       Notes to Financial Statements

                                       December 31, 2000 and 1999



      Deposits and investments in each bank are insured by the Federal Deposit Insurance Corporation
      (FDIC) in the amount of $100,000 for interest-bearing accounts and $100,000 for non-interest bearing
      accounts. Deposits and investments are also insured for $400,000 by the State Deposit Guarantee Fund
      (SDGF). However, due to the relatively small size of the SDGF in relationship to the total deposits
      covered and other legal implications, recovery of material principal losses of the pool may not be
      significant to the utility. This coverage has not been considered in computing the amounts in Category
      1 above.
      Investments are stated at fair value, which is the amount at which an investment could be exchanged in
      a current transaction between willing parties. Fair values are based on quoted market prices.
      Adjustments necessary to record investments at fair value are recorded in the income statement as
      increases or decreases in investment income.
      The Wisconsin Local Government Investment Pool (LGIP) is part of the State Investment Fund (SIF),
      and is managed by the State of Wisconsin Investment Board. The SIF is not registered with the
      Securities and Exchange Commission, but operates under the statutory authority of Wisconsin Chapter
      25. The SIF reports the fair value of its underlying assets annually. Participants in the LGIP have the
      right to withdraw their funds in total on one day’s notice. At December 31, 2000 and 1999, the fair
      value of the LGIP’s assets were substantially equal to the utility’s share as reported above.
      Investments in the LGIP are covered under a surety bond issued by Financial Security Assurance, Inc.
      The bond insures against losses arising from principal defaults on substantially all types of securities
      acquired by the pool except U.S. Government and agency securities. The bond provides unlimited
      coverage on principal losses, reduced by FDIC and SDGF insurance.
(3)   Funds

      WPPI’s bond resolution requires the segregation of bond proceeds, establishment of various funds, and
      prescribes the application of WPPI’s revenues. Also, it defines what type of securities WPPI may
      invest in. Funds consist principally of cash, money market funds, repurchase agreements, investments
      in the LGIP, treasury notes, agencies, treasury strips, and corporate bonds. The fund’s purposes and
      balances are summarized below.

                 Fund                Held by                                Purpose
       Construction                  Trustee        To provide for the acquisition and construction of the
                                                    power supply system.
       Debt Service                  Trustee        To accumulate principal and interest associated with
                                                    each bond series.
       Debt Service Reserve          Trustee        To establish a reserve equal to the largest principal and
                                                    interest payment that would have to be made in any one
                                                    year during the remaining life of the bonds.

       Revenue                       WPPI           To accumulate revenues and to provide for the payment
                                                    of expenses and for disposition of revenues to various
                                                    funds.



                                                     10                                          (Continued)
                               WISCONSIN PUBLIC POWER INC.
                                      Notes to Financial Statements

                                      December 31, 2000 and 1999



         Fund                        Held by                                 Purpose
Renewal & Replacement                WPPI         To provide a reserve to be applied to the payment of the
                                                  costs of renewals, replacements, and repairs to the power
                                                  supply system.

Self-Insurance                       WPPI         To provide a reserve to be applied to the payment of
                                                  claims and losses arising from hazards and risks to the
                                                  extent that the insurance required to be maintained does
                                                  not cover such claims or losses.
Rate Stabilization                   WPPI         To accumulate any revenues yielding income in excess
                                                  of the 10% debt service coverage requirement which will
                                                  be used to reduce rates in a future period.

Decommissioning                      WPPI         To accumulate funds to pay for the eventual costs of
                                                  decommissioning, retirement, or disposal of major
                                                  facilities.

                                                                      2000             1999

     Restricted cash and investments:
       Debt service reserve accounts                          $   15,576,784           15,078,967
       Debt Service Funds                                          6,626,773            6,530,627
       Renewal and Replacement Fund                                4,074,422            3,634,599
       Self-Insurance Fund                                         2,172,402            2,033,102
       Construction Fund                                           1,636,662            1,799,194
       Rate Stabilization Fund                                    16,338,261           10,600,959
       Decommissioning                                             1,404,042            1,028,162

                                                                  47,829,346           40,705,610

     Non-current investments                                      19,529,811            5,248,984

     Current cash and investments:
       Cash and investments                                            1,150                1,150
       Revenue Fund                                               16,420,355           24,825,387

                                                                  16,421,505           24,826,537

                 Total cash and investments                   $   83,780,662           70,781,131




                                                   11                                               (Continued)
                                   WISCONSIN PUBLIC POWER INC.
                                          Notes to Financial Statements

                                          December 31, 2000 and 1999



(4)   Long-term Debt
      The following Power Supply System Revenue Bonds were issued to finance WPPI’s acquisition and
      construction of utility plant:

                                                                          2000         1999

          Revenue bonds:
            1990 Series A, 7.00%,
              due July 1, 2000–2002                               $       4,720,000     6,855,000
            1991 Series A, 6.25% to 6.80%,
              due July 1, 2000–2005                                       4,895,000     5,705,000
            1993 Series A, 4.45% to 5.375%,
              due July 1, 2000–2021                                   101,045,000     102,000,000
            1993 Series B, 5.44% to 5.50%,
              due July 1, 2010–2014                                    37,200,000      37,200,000
            1996 Series A, 4.55% to 6.00%,
              due July 1, 2000–2023                                    37,560,000      38,375,000

                      Total bonds outstanding                         185,420,000     190,135,000

          Less:   Current maturities                                      5,190,000     4,715,000
                  Unamortized discount                                    3,621,541     3,833,875

                                                                  $   176,608,459     181,586,125


      The 1993 Series A and B bonds were issued to advance refund the following 1990A and 1991A term
      bonds.

                    Maturity       Interest
                     date            rate            1990A             1991A           Total

                      2006           7.300%     $    11,645,000                —       11,645,000
                      2010           7.500           15,480,000                —       15,480,000
                      2013           7.000                   —         12,140,000      12,140,000
                      2020           7.400           65,100,000                —       65,100,000
                      2021           6.875                   —         20,750,000      20,750,000

                                                $    92,225,000        32,890,000     125,115,000


      The bond proceeds have been placed in an irrevocable trust. The advance refunded portion of the
      Series A 1990 and 1991 bonds are considered to be defeased and the liability for those bonds has been
      removed from the financial statements.




                                                       12                                           (Continued)
                                 WISCONSIN PUBLIC POWER INC.
                                      Notes to Financial Statements

                                      December 31, 2000 and 1999



      Debt service payments on the remaining bonds are:

                      Year             Principal           Interest           Total

                  2001           $        5,190,000         10,003,761        15,193,761
                  2002                    5,305,000          9,886,134        15,191,134
                  2003                    5,795,000          9,367,313        15,162,313
                  2004                    6,080,000          9,088,510        15,168,510
                  2005                    6,245,000          8,909,029        15,154,029
                  Thereafter            156,805,000         79,761,363       236,566,363

                                 $      185,420,000        127,016,110       312,436,110


(5)   Significant Members
      Two significant members of WPPI account for $43,796,981 and $42,608,861 or approximately 29% of
      total power sales revenues for the years ended December 31, 2000 and 1999, respectively.
(6)   Employee Benefits
      (a) Retirement Plan
           WPPI has a Simplified Employee Pension-Individual Retirement Account (SEP-IRA) covering
           all of its employees funded through contributions by WPPI to a local bank. The total
           contributions to the plan for the years ended December 31, 2000 and 1999 were $375,776 and
           $337,092, respectively.
      (b) Retention Plan
           In 1999, WPPI established an employee retention plan. The plan will make payments to specific
           employees after 3, 5, and 8 years of continuing employment. In 2000 and 1999, $238,714 was
           accrued as expense for plan benefits. Total plan expenses in years 1–8 of the program are
           expected to be approximately $1.6 million.
(7)   Commitments
      WPPI has various contracts for power, energy, and transmission services with its power suppliers.
      In 1994, WPPI established a decommissioning fund and reserve with an initial deposit of $500,000.
      The cost to decommission WPPI’s share of Boswell Unit 4 in 2021 has been estimated at $6.7 million,
      assuming an annual inflation rate of 3.5%. Level funding of the remaining estimated decommissioning
      liability began in 1996.




                                                      13                                        (Continued)
                                  WISCONSIN PUBLIC POWER INC.
                                       Notes to Financial Statements

                                       December 31, 2000 and 1999



(8)   Risk Management

      WPPI is exposed to various risks of loss related to torts; theft of, damage to, or destruction of assets;
      errors and omissions; workers compensation; and health care of its employees. These risks are covered
      through the purchase of commercial insurance, with minimal deductibles. In addition, WPPI maintains
      a self-insurance fund as a reserve to be applied to the payment of claims and losses arising from
      hazards and risks to the extent that insurance does not cover such claims or losses.
      Settled claims have not exceeded coverage limits in any of the last three years.




                                                     14

				
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