CDWR Credit Proposal

CDWR is proposing to all potential suppliers the following security package
for new PPA's:

1) Irrevocable PUC Order / Agreement that "locks in the revenue stream" for
CDWR to cover the PPA costs.

2) PPA covenant that the power supplier has payment priority over any debt,
including the contemplated debt issue
- the concept is that the supply is the operating cost and any debt would
be subordinate

3) PPA Covenant that their is a uniform package to all suppliers; no more
favorable terms or priority to ayone, no L/C, etc.

Subject to definitive language, CDWR is trying to get people to buy into this
general plan. What do people think? Please try to shoot holes in this.
Please forward to the appropriate legal, regulatory and credit folks to air
this out.

Thanks,

Chris