Text

Soyland Power Cooperative 1995 Annual Rept
	ML20108C867
Person / Time
Site:	Clinton
Issue date:	12/31/1995
From:	Coleman J, Firlit J, Rich Smith; SOYLAND POWER COOPERATIVE, INC.
To:	;
Shared Package
ML20108C780	List: ML20108C856; ML20108C867; U-602578, Forwards Illinova Corp 1995 Annual Rept & Soyland Power Cooperative 1995 Annual Rept;
References
	NUDOCS 9605070192
	Download: ML20108C867 (45)
	v • d • e

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Soyland Soyland equipment throrgh a trained and certified In traduction Power dealer network. This network extends Coopera-throughout Illinois, the eastern half of Mis-

tive is a member-owned, not-for-profit elec-souri and eastern third ofIowa. Applied tric generation and transmission coopera-Energy Systems is pursuing other business tive which produces and supplies electric-opportunities to assist Soyland's members Ity to 21 member distribution cooperatives.

meet the needs of the consumers they These distribution cooperatives provide re-serve. tall electric service to approximately one-Soyland and its 21 member distribu-I half million member consumers within their tion cooperatives are united through a com-local service territories. Soyland is one of mon purpose of making ruralIllinois a bet-more than 60 generation and transmission ter place in which to live. We remain com-(GST) cooperatives that supply wholesale mitted to enhancing community and eco-electric power to rural utilities in the United nomic development opportunities in rural l States. areas. Soyland was organized by six distribu-Since its inception in 1963, Soyland's tion cooperatives in September,1963, un-goal has been to provide a dependable I der the General Not-For-Profit Corporation source of wholesale electric power to its Act of the State ofillinois. Leaders of those member systems at a competitive cost. To-cooperatives saw Soyland as a way to gain day, through its unique blend of fuels and l energy independence and control over elec-generating plants, Soyland has built a tric power costs. In 1975, nine additional stable base from which to meet the electric cooperatives joined the original six (two energy requirements of its member sys- ) have since merged), and plans were tems. i launched to develop a reliable and economi-cal power supply system. Western Illinois e ;...- py g 7 3 Power Cooperative, with seven member dis-y ] y]G j 4Q4'. %M ~ tribution cooperative systems, merged into f.W.3p"

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Soyland in March,1989, to form the coop-E* h J ] erative federation that today supplies the u ~ electric power needs of nearly two-thirds ~ l of the land mass of the State ofIllinois. ' ' ' ~ Applied Energy Systems ofIlinois, Inc., the parent company of WaterFurnace Mid-west, is a wholly owned for profit subsid-lary of Soyland Power Cooperative. WaterFurnace Midwest markets and sells Soyland's main headquar:ers are located at 788 North geothermal heating, cooling and hot water sunnyside Road in vecatur, Illino/s. I

50yland Rura1 cept the challenge of the changing utility EXcCutive RCport Electric industry. As part of Soyland's financial Coopera-planning. we explored ways to cut costs tive men and women have historically been and encourage development of our mem-the motivators of change. In the 1940s, the bers. Soyland's Board and staff took a hard landscape and lives of rural America were look at day to day operations, streamlin-forever altered by those men and women ing costs wherever possible and pursuing united and working together for a better every avenue to increase our competitive future. With deregulation of the electric edge. Together, we continue to evaluate al-utility industry on the horizon, and the con-ternatives for the future of Soyland. stant threat of federal bud-Knowing the suc-get cuts to eliminate or re-cess of Soyland depends N@ upon the success of our duce programs, now, more than at any time since our onc Inc/nberS of member cooperatives, humble beginnings, elec-Soyland Polver Con-Soyland implemented a tric coopreatives are push-tintled their Commit-new rate in 1995 to en-ing towards rapid change. Inent to haFC Contro/ courage economic develop-over the dcStiny of ment and help our irt m- ) In

1995, the twenty one members of their C00peratiVC. To-be cwperatives retain ; t risk" loads. The benefit of gethCI; TVeContintlC to this large load incentive y

ngy mm"' ^3 CValliate alternatiVCS t s rate (LL rider) was realized for the filtllre of within a short period of h Soyland. time with the application gj of the LL rider to retain a a 5-MW load for one mem-N S oyIa n d ber cooperative and the contract extension d Power contin-of an 18-MW municipal system by another ! ued their member. By providing economic develop-committment ment and marketing programs to our mem-to have con-bers, Soyland has further assisted them in trol over the their goals of increased sales of electricity destiny of and/or energy services. With the uncertain EXECUT/VE COMM/TTEE (left to right); Robert their coopera-future of the electric utility industry, our Sm/th, v/cc Cha/rman; //m Coleman. Secretar#t tive. Soyland member cooperatives have taken a pro-ac-Joe ffritt, President and CEO; Steven Schertz, Assistant Secretary: Eldon Noore, Ass /stant and its mem-tive approach to their future, along with Treasurer: Ed Gant, Treasurer. Not pictured: Jim bers remain Soyland. A desire to lead Change has led to Hinman, Chairman; and Jeff Reeves, /mmediate l Past Cha/rman. United to ac-internal cost cutting and the exploration I 2

i Soyland l

l j of mergers or sharing of services among member cooperatives in the areas of mar-l localcooperatives.

keting, economic development and engi-While the Soyland board worked on neering was a major emphasis of Soyland i accepting the challenges of the changing staffin 1995. Soyland developed a new and f industry, Soyland's staff continued the comprehensive marketing program in con-business of being a generation and trans-Junction with member-cooperatives which mission cooperative for its twenty-one focuses on market-members. Severe spring flooding and an ing and sales of extended heat wave resulted in record tem-electric technology. peratures. Soyland's coincident peak de-Soyland conducted m .re k, mand of 634 MW surpassed the previous a seminar in No- } { peak set in 1991 by nearly 11%. The vember showcas. g- ~ ! Soyland integrated system handled the ing energyefficient f / l peak loads even with c June lire at the Win-construction prac-p a l chester 34 kv substation that caused sub-tices and electric e l stantial damage. Soyland's record energy technologies. This 3 sales of 2,751,000 MWh was attributable seminar promoted j, k to the severe weather of 1995. the geothermal N - Negotiations for coal supply resulted techno1ogy EXECUTIVE STAFF (left to right): Alice in a contract which will provide Soyland adopted by many

1. "#' ##"#" ## ". "Vice President / Finan
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ney Ken Kammeier with a quality source of coal until the end member coopera-a uarketing /eannie nade. Administrative Assistant; and Bob Harbour, Vice Presi- ! of the century. Soyland also addressed the tives. Applied En* dent / Engineering a Operations. j concerns of planalng for the decommis-ergy Systems of 11- ' sioning of the nuclear Clinton Power Sta-linois, Inc., dba tion by entering into a new investment WaterFurnace Midwest, a wholly owned agreement which is anticipated to earn a subsidiary of Soyland, was a co-sponsor higher return and enable the trust to grow of the program. Promotion of geothermal at an increased rate to fund the eventual heating and cooling systems resulted in decommissioning of the plant. Soyland also 285 system installations on Soyland mem-took advantage of an economical source ber distribution system lines in 1995 and of energy available from newly organizing increased WaterFurnace Midwest's market power marketing firms. Soyland purchased share from 78% :o 82%. nearly 352,000 MWh, or 12% of our en-our continued commitment to develop ergy needs, from the power marketing firms our rural areas resulted in the adoption of of LG&E Power Marketing and Enron Ibwer a community and economic development Marketing. Soyland will continue to avail business plan with five major areas of con-itself of these cost-ellicient energy sources. centration. Those include community de-Providing support and assistance for velopment, community development corpo-3

Soyland rations, advertising, economic development state cooperative associations, is an active network and new program development. participant in these developments as we Soyland's support of economic develop-strive to protect the interests of our mem-ment wns recognized this year by the Na-bers, and to pursue any opportunities tional Rural Electric Development Assocla-which may result from the changing regu-tion for the leadership we provided to RU-latory environment. RAL PARTNERS, the Illinois Private Public 1995 has been a year of change, activ-Partnership for Rural Community Develop-ity and unity for Soyland and Soyland ment. members. When Board Chairman James Sweeping changes in the electric util-Hinman became ill mid-year, the board was ity industry have been initiated in 1995. unified and supported Vice Chair Robert on a national level, the Federal Energy Smith. The strength of our organization lies Regulatory Commission put forth its in our ability to control the destiny of our MegaN0PR covering the regulation of cooperative, rather than to allow outside wholesale power transactions with the goal forces to control it for us. The Soyland of providing open transmission access, al-board and staff are committed to making lowing a transition from regulated to mar-the necessary decisions to adapt our coop-ket-based generation transactions. On the erative to meet the challenges which face state level, a study was begun into the con-us. It is with this determination that we cept of retail wheeling which will allow for look forward to the opportunities that wili various levels of customer choice for power be presented to us in 1996. ) supply. Soyland, along with its national and 'un c -.-#ym { .( /* g n

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3 7 q m. James E. Hirtman Robert D. Smith Joseph F. Ftrlit Chairman Vice Chairman President and CEO 4

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- = -. _ _ - - Soyland availability of 81.5% and a capac-Engineering and Operations ity factor of 74.7%. These continu-ing improvements are the result of Soyland has a broad mix ofgenerating concerted joint efforts between Soyland and i capacity to meet its twenty-one member Illinois Power for improving plant perfor-cooperatives' power supply needs. Soyland mance. Total operation and maintenance owns 13.21% of the Clinton Nuclear Power expenses were on budget and capital im-Station, which is operated by Illinois Ebwer provements were under budget for the 1995 (IP), owner of the balance of the plant. This year. Staffing level reductions to 840 post-123 MW of nuclear capacity was 17% of tions at year end are indicative of the man-the available Soyland gen-agement goal at both IP erating capacity in 1995, and Soyland to reduce The 80f and-0Wned costs while improving op-l Clinton provided 806,617 MWh or 28% ofSoyland's to-SJStcIn, Colnpr/ Sing erational emciencies, talenergyrequirement.The about 600 Ini/cS of The 22 MW Pearl l fifth refueling since Clinton tranS/n/SS/On //nes station coal fired plant began commercial opera-and nearly 100 Sub. Provided nearly 117,092 tion in 1987 was com-MW hours toward meeting i pleted on April 29,1995 Soyland's energy require- "'#'#N

1. 8 7 after the plant's best ever ment Operatingat66%ca-outage duration of only 49 through Severejl00dS, pacity factor, the unit had days. The plant achieved tomadocS, /CCStormS an equivalent availability high performance levels in and rcCord electrical of 70%duringtheyear,de-1995 with an equivalent demand.

spite record floodinglevels on the Illinois River which Soyland Power Coincident Peak Dernand covered the coal storage area and disrupted 8 " the trucked coal supply to the plant in May and June. The 22 MW combustion turbine, 90 which is also located at the Pearl station, eco m m 3w $I ,h y Np0 is available to provide support during sys-m T e NM2 ~'~~$2 At Om emergencies or for power pool use, if .o 46 400 34 h necessary. The combustion turbine and the 2 Pittsfield diesels were called upon during the summer to provide generation when the extreme heat and humidity across much 'i985 1986 1987 1988 1989 1990 1991 1992 1993 1994 1995 of the eastern two-thirds of the United o summer

Winter States created record electrical demand.

Soyland set a record coincident peak de-6 t.

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peak set in 1991 by nearly 11%. During the

- -f{f@f mand of 634 MW, surpassing the previous 9 Iif((]I7]J }! QT J oPpA gw l peak hour of the IP/Soyland pool, Soyland's Gff ];2gpW ///[ph i j demand was 545 MW, taking advantage of o ! Soyland's diversity with its pool partners y b and load curtailed by its members due to l Soyland peak warning. l In addition to the Clinton and Pearl a plants, Soyland has long term power sup-ply contracts with Illinois Power and Cen- .f tralIllinois Public Service Company (CIPS) for use of their fossil fuel capacity and transmission systems on a fully allocated, 4 cost of service basis. The Soyland percent-l age share of the IP fossil plants increased - m l 50% in 1995, from 8% to 12%, due to con-tractual changes. Approximately 1,336,000 MWh, which is 46% o(Soyland energy, was PO WER SUPPLY COMMITTEE (s ea t e d, left to righ t): Tim Ch ris ten s en, Chairman; and Doug Acilts, Vice Chairman. provided by the lP fossil generation and ap. (Standing, left to right): Joe Welsh; Don Gleiber and Ken l Heinzman. ...-~~~n . __.n/ * ~ L ? ? 43: m. ; _ ~"} ~ . } = === ;-- 72 " _= -. - -- -- ~ WZ v * ~^ ~ _y.;,._QW t ,. p p * ~ .. y- .i- ^ ? h'A$f *^ [*= -. " .%;i.c. ' +. ~.,_ J.;tr'*T 1%;4.? _w.4 .,, j. :::rm 4 g y-( %..a-t. L.

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. o 3 :>.- 4a.' ~% rq DIMI hl6l 3[M. g; W 'M h ~ ' ' " " ^ ' - i b- ~ m _ JhrYQ& .m -w 2 ..,v-7 "... a i Jy g-___. =-- p -_,; f, uz.w ~~~~ j y w.- u. -~ The 950 megawatt Clinton Power Station, near Clinton, Illinois. 7 4 Y

Soyland proximately 352,000 MWh equaling 10% of substations, approximately five miles of Soyland energy, was provided by CIPS' fos-transmission lines, and provided countless sil generation. In addition, Soyland pur-hours of construction and maintenance chased approximately 352,000 MWh, or support to the member systems. With the 12% ofits energy, from the power market-design projects in process and the need to ing firms LG&E Ibwer Marketing and Enron replace and upgrade transformation capac-Power Marketing. ity to handle expected summer distribution The Soyland-owned system is com-substation loading,1996 will be a challeng-prised of approximately 600 miles of trans-ing construction year. mission lines and nearly 100 substations. Design assistance was also provided by The Soyland operations Department per-the Engineering Department to member formed in outstanding fashion operating systems. This included 19 miles of 69kV and maintaining the system this year, bat-and 34.5kv transmission line, two distri-tling severe floods, tornadoes, winter ice bution substations, and two capacitor bank storms, and record electrical demand, and installations, in addition to providing rou-l rebuilt a 34kv substation at Winchester,11-tine technical support. Projects under way linois, which sustained substantial fire for 1996 include four distribution substa-damage. Clean up and repair of the dam-tions, and approximately 15 miles of 69kV age required approximately one month. The transmission line. crews also constructed two distribution ,n.,,, w-.9., 'f;W h ^ l i 'N t \\ The 22-megawatt Pearl Station, located on the Illinois River. 8

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50yland were implemented in 1995 by Soyland and Marketing Programs its member cooperatives. Another key fo-cus of these committees was the develop-Soyland took an aggressive posture to ment of :.1996 Marketing Program Busi-1 marketing in 1995 with the development ness Pla7 for Soyland and its member co-of an aggressive marketing program. The operatives, function of marketing electric technologies Major marketing activities completed was separated from economic development in 1995 included continuation of the activities. Matching Grant Ad Program and System The mission of the marketing program GT Rebates, in addition to implementation is defined as "to increase of a " Designing for Energy the short and long term fi-Efficiency Seminar " Ik# #i##i0# #fIh# nancial integrity of " Wholesale / Retail Rate Soyland and its member nlarhetingprogram /S Seminar," Night Light Pro-dc ncdaS "toincreaSe f motional Blitz, Co Detec-cooperatives through the increased sale of electricity the Short and /Ong tors Program and a Mar-and/or energy services." termfnancial integ-keting & Sales Survey of An integral step in the de-rityOfS0J andanditS member cooperatives' mar- / velopment and implemen-member Cooperatives keting activities and pro-tation of the Marketing through theincreaSed gr ms. Om $100,000 in Program was the forma-Matching Grant Ad monies Saleofelectn.. city and/ tion of were distributed to mem-an Advi-or cncrgy Services. - 3,, c,,pe,,,,,,,,, su ppo,, sory marketing initiatives in- < h,.Q Market-cluding technology adver-(9 ing Committee comprised tising, rebates, development of marketing g]:( of Marketing and Mem-brochures, homebuilders' events and trade

WE

{% ber Services representa-shows, and geothermal open houses. The C N tives from member coop-program leveraged over $237,000 for mar-g- p)) N eratives. This committee keting materials and activities which in- ,e served in an " advisory" creased member and trade ally awareness "7 "Jf role to Soyland's Market-of the benefits of electric technologies. [f.h e ing Committee. Through System:GT rebates for member pur-the combined efforts of chases of geothermal heating and cooling the Advisory and Market-systems and the increased sales efforts of the 1995 market /ng program included brochures and posters distr /buted ing Committees, a variety member cooperatives related to geothermal c$s an7hYndou s byNhe memb f existing and new joint technology resulted in 285 geothermal sys-cooperat/ves. marketing strategies tem installations in the Soyland member 10

i t l Soyland 1 1 distribution system in 1995. While these 77"[ """T1,, ym sales fell Just short of 1994 system sales of j 290 units, the sale of WaterFurnace units 9 increased by 3% and market share increased from 78% to 82%. h WaterFurnace Midwest, Soyland and its 8f member cooperatives also hosted their first l energy efficiency seminar in 1995 to pro-l mote geothermal technology and l strengthen trade ally relationships. The I " Designing for Energy Efficiency Seminar" I q conducted in November, drew nearly 200 I trade allies reprcsenting builders, HVAC 3 dealers, bankers, realtors, architects and l new home owners to Decatur. Nationally \\ known energy consultant and architect, MARKETING COMMITTEE (seated, left to right): Dennis Keiser, Chairman; Dave Champion, Vice l Doug Rye, informed and entertained the Chairman; and David White. (Standing, left to i audience on energy efficient construction righ t): Jim Campbell, Dave Bergland and Stuart t vago w. practices and electric technologies. The 1 i seminar reinforced the certified Comfort cient mortgages and dealer opportunities. Home Program adopted by member coop-Attendees

evaluations of the Seminar were eratives and promoted geothermal technol-excellent, providing Soyland and its mem-ogy. The Seminar generated inquiries re-ber cooperatives with very positive recog-garding geothermal and other heat pump nition as energy experts among trade al-l systems, cellulose insulation, energy effi-lies and members. Co-sponsors for the l

q Seminar included Nu Wool Company, <Inf First of America m'1; i 1

Bank, Illinois Power Company

{ l ~ and WaterFurnace l Midwest. I A "Whole-1 j sale / Retail Rate Seminar" con-i i ducted in Decem-A Several Soyland marketing programs encourage people to be7, p7oy; fed coop. avoid high electric bills by building energy-efficient homes. erative staff and di-11

Soyland rectors with an overview of rate philoso-ogy rebates to other technologies beyond phies, structures, changing pricing strate-geothermal heating and cooling systems, gles and an outlook on deregulation of the the need for technology financing programs electric utility industry in the future. to assist in member purchases of electric To assist in the development of a 1996 technologies, more formalized marketing, Marketing Program Business Plan, Soyland sales and technology training, additional conducted a Marketing Survey of member market research, cooperative advertising, cooperatives in the fall of 1995. The Sur-and further emphasis on trade ally devel-vey was intended to identify cooperatives' opment efforts. These suggestions and oth-marketing personnel, programs, interests ers have been incorporated into Soyland's and successes. The results of the Survey 1996 Marketing Program. suggested the need for expanding technol- ..,mggginam ~a=mwr2QQ .[.,.4ggiq>f.Wh n[* jf: Y _? = sk n?M ~ .w x t 1, E WW ? l ~ Y /.,, c.1 .c itkt.., - .? _a The 'Designingfor Energy Eficiency Seminar" hosted by nationally known consultant Doug Rye, was very well attended in November. Repeat performances are planned in 1996, 12

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_ _ _ _ _ _ _ _ _ _ _ _.. ~. _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _. _ _ _. _ _ _ _ _ _. _ _ _ _ _ Soyland opment organizations, identified industrial i Economic Development sites and rmmercus ot% activities that ( represent the groundwork Sr economic de-During 1995, Soyland continued to velopment. pursue an aggressive position in its com-In 1995 Soyland developed a Commu-munity and economic development pro-nity and Economic Development Business j gram. During the past several years, Plan that emphasizes five major areas of Soyland has laid a solid foundation on concentration. These areas include: Com-which future load growth will continue to munity Development, building the infra-j develop. In today's competitive environ-structure for future economic development ment, Soyland and its 21 activities: Community De-member distribution coop-velopment Corporations, Soyland and itS 21 eratives are prepared to regional financial entities Incmber d/Stribution meet the challenges that which identify and assist f face utilities. The coopera-C00PerativcS are pre-in funding economic de-l tives have become actively paredto mccttheChal-velopment projects: Adver-involved in such activities /cngcS thatface uti//- tising, focused on national as Community Develop-

tjeg, and statewide projects to ment Corporations, RURAL promote business develop-PARTNERS, assumed posi-ment in cooperative ser-

) tions of responsibility in economic devel-vice territories: Economic Development l Network, utilizes the professional net-work to facilitate every aspect of retain-i ing, expanding and attracting electric ~' y ,f load to cooperative service area's; and New Program Development, identifying /'~- / new initlatives to enhance both life and 4 economic growth in rural Illinois. All ) these components represent opportuni-ties for distribution cooperatives to in-teract in the economic development pro-cesses. ) As in the past,1995 had several sig-s. nificant accomplishments despite the potential deregulation of the utility in-LEGAL COMMITTEE (s e a t e d, left to righ t): Dorland Smith, dustry. Soyland's participation in com-Chairman;}oe fellin, Vice Chairman; and French Fraker, Attorney, munity development Was recognized (Standing, left to right): try Stanford, Alan Libbra and Tom Hentz. nationally by the National Rural Eco-14

Soyland nomic Development Associat!on. An award Electric Cooperative. Heartland Fork Enter-was presented to Soyland at the NREDAs prises, a pork production facility, located annual meeting in Austin, Texas, for east of Paris in Eastern Illinois employs 60 Soyland's leadership role in the innovative people. Another new 70,000 square foot and creative RURAL PARTNERS /Kellogg facility was built for Paper Production in Foundation " Helping Prepare Rural Com-Martinsville, a company that supplies coin munities For Economic Development Pro-wrappers to several industries. This com-gram." This ten-county demonstration pany employs 65 Individuals and uses ap-project exboded over four years and cost proximately 1.6 megawatts of energy from in excess of $1.5 million. Edgar Electric. Two pork production facili-Around the state many cooperatives ties became operative in Western Illinois were successful with both attraction and namely: Hanor Industries and Land of expansion of businesses in their service Lakes. These companies made capital in-areas. Yale South Haven Company, a rub-vestments exceeding $4-million and will be ber resin facility located in Carmi, employs in full operation in early 1997 on Illinois 50 people and utilizes approximately 3 Rural Electric Co.'s and Menard Electric megawatts of energy from Wayne-White Cooperative's lines. In central Illinois, Nor-l 'j .i f l } ..i ~ t f i QfR;gj...,: . r.. ..;. y ;~ w-r W .-l__ y, _.} a K '* ' ;gy, y.. __ . f?.. r w.: Loaded with coalfrom the mines of Illinois, a truck arrives with fuelfor Soyland's Pearl Plant. 15

Soyland mal Community West High School came on-Soyland's Spec Building Program that will line and Vuquetec Industrial, a supplier for capitalize on the critical shortage of qual-Diamond Star Motors, expanded for the ity industrial facilities throughout the State l third time. These projects accounted for 45 ofIllinois. Utilizing a competitive and sys-new jobs and 450 KVA on Corn Belt Elec-tematic approach, Soyland will select no tric Cooperative's system. Several commer-more than three distribution cooperatives cial companies came on line this past year to participate in this program. Soyland and in Mt. Vernon providing employment for 55 the distribution cooperatives will be minor-Individuals and requiring 850 KVA of elec-ity participants that will share their exper-trical energy from Tri-County Electric Co-tise and experience with other investors operative. and developers to construct economical and Several new economic development quality facilities at strategic locations for initiatives were developed in 1995 and will potential new or expanding businesses. be aggressively continued during 1996. Overall 1995 has been successful for Soyland submitted an application to the Soyland and many of the distribution co- ) Rural Utilities Service (RUS) for funding a operatives. The attraction and expansion Statewide Revolving Loan Program. This of businesses, the RURAL PARTNERS project will provide soyland with $400,000 Award and new initiatives in 1996 will to be utilized for assisting new and expand-serve as the building blocks for continued ing businesses in cooperative territory. future Economic Development in the rural Another new initiative in 1996 will be areas ofIllinois. t l 4j d P- - :l' % .h g t.. _ _. iQ_==O ~. q -$hW~~ ~ ' -y - ?y/ ?&n. .. x.. , ]. g' % y,., - --- - - C. .._ _._ 2 c. b__ S',E _ .Z M ?1 i s4 y 7 a 3;7 '.j. -.-l.'*'*~~~ / i..._: -_t q ;; -. ,i _ __ y r. - - g,, _ gh } -{ {m 8T g_. d Tf /s 3 =- - ~- 1 ys

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Soyland interruptable rates, all electric rates, elec-Cooperative Il[ formation tric heat rates, energy credits for controls on electric appliances and equipment and Sales of electric energy increased last off peak rates for residential consumers. year throughout Soyland's market area in These rates are designed to encourage cus-1995 as 17 of 21 member electric distribu-tomers to utilize electricity and to utilize it v l tion cooperatives experienced load growth. efficiently by providing control incentives. The increase was do in part to the extreme For the commercial and industrial user, weather of 1995 but also to the marketing member-cooperatives offer a variety of time l efforts of member-systems and the attrac-sensitive commercial rates along with cus-tion ofnewdevelopment to tom rates tailored to shape their service areas. and manage loads while Providing their con-08 NN # ### #^ O' meeting the energy needs sumers with different elec. Operatives arefu//ill-of the individual user. In tric rate structures is an ing their prom /Sc of order to assist members in important element in the being theprimary ru-attracting and retainingin-electric distribution coop-rg/ utility Servicepro. dustry, Soyiand introduced eratives' marketing pro' vider in their Service a large load incentive rate grams. All 21 distribution In 1995 for loads of 250 arcaS. cooperatives ofTera variety kilowatts or larger. This of rate schedules to their rate has been utilized by members. These rate schedules include: two member-systems to help expand or re-tain approximately 23 mega-e m - p-T, gp watts of electric load among {' ' ' ~~ 1 existing customers. ~ [D Numerous member-coop- %i eratives are activelylookingat s M, ways to market electricityand [ to encourage its efficient use byconsumersin their homes [F, $3 and businesses. Marketing strategies include the promo-tion of geothermal heating and cooling systems, air-to-gj air heat pumps and other electric heat systems, electric POLICY COAfAllTTEE (seated, left to right): for Danielson, Jim Riddle, Chair-Water healing, electric tech-man; and Dale Warren, Vice Chairman. (Standing, left to right): BiH Griswold, Dick Dunsworth and Paul Dion. nology demonstration 18

Soyland projects, geothermal subdivision develop- .- [ ' s y f ~ "T ment, customer education seminars, com-t' munity development and new business de-velopment. These strategies are all em-ployed by distribution cooperatives to in-crease energy sales and help Soyland Power achieve its financial objectives. The goal of the rural electrification pro- ~ ~ gram has always been to improve the qual-ity oflife in the electric cooperatives

ser-vice territories. In recent years that goal has lead many cooperatives into exploring

. q, y, S3 propane gas sales, rural television satellite r systems, mobile communications, rural A e m assist rural farms, homes and businesses. ' gj water systems and other ventures that will By diversifying into other services, FARM COMAflTTEE (seated, left to right): Gene lYarmbir, Chair. " " " # "# "" """#^ "' "#" ## # #'* ""' #" # ### #"* " #"' l##"" #' Soyland's member-cooperatives are fulfill-ing, left to right): Bill Pollock and David Collins. ing their promise of being the primary ru-Soyland AnnualEnergySales 3000 2,751 2 2,581 2,596 2'340 2'343 2'337,,469 2,408 2,323 2,297 2,286 e .g $ 2000 a O E i b l 1000\\ g 3

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1985 1986 1987 1988 1989 1990 1991 1992 1993 1994 1995 YEAR 19 l

Soyland ral utility service provider in their service our rural service territories and are poised areas. Soyland's member-cooperatives and to meet the coming challenges of the elec-l Soyland Power Cooperative are united in tric utility industry. i meeting the ever-changing requirements of T ~ .-.s 3.;.,, hrk l-h .\\ , 'f ' ~ .p j ...A, y. . +; a v. v - :, .a - 9..- f, ,l {/; ik;;.f.j..,.- n j,,,W,, "?;f : j l 7 c..,.; >..,$Mb5v.MN/ '. Js;S;,.iaminda;a-mag - Severe springflooding again took its toll on rural Illinois as evidenced at this substation near Kampsville. The water was to rise another two feet shortly after this photograph was taken in early June. 20

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Soyland of them being active WaterFurnace install-Appl /cd Energy Systems ers. Our continued goal is to increase the sales of our dealers and to offer more as-Applied Energy Systems ofIllinois, Inc. sistance/ incentives to all of our dealers. We d/b/a WaterFurnace Midwest, the wholly-will also be pursuing the establishment of owned subsidiary of Soyland, finished new dealers in areas where there are none. 1995 with strong sales. The year started our training facility in Greenville con-very strong but sales were hampered in tinues to play an important role for our mid-year by heavy rain followed by a hot dealer network. There were several service / dry summer. There were a total of 743 units installation schools provided during 1995 sold in 1995 with sales of with over 40 technicians $2,980,000 and a net mar-taking part. WaterFurnace 8 gin of $102,000. Units sold Midwest has one of the were slightly below the toinC&aSethcSalcSof lowest percentages of war-record 770 units sold in our dcalcrS and to 0/ ranty claims and installa-1994. /Cr in0TC CSS /StanCC/ tion problems compared to inCcntivcS to allofour any other WaterFurnace T ~ dealers. We will a/So distribution area, which is f ? f^. bepursuingtheCStab. a testimany to the training provided. y' lishinCnt ofnCW deal-( Local and regional 4 CTS in areas Where g t m *- home shows have proven

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to be an excellent source for leads. Another source u t i has been the Field Days / s-y The net-Open Houses which was utilized by ten g ~ work of autho-Soyland distribution cooperatives in 1995. d rized dealers There were also three energy seminars fea-y f continues to turing Doug Rye, a noted energy expert, 1 g g g g g T' grow through-during the year that were well attended. outIllinois, east-Soyland distribution cooperatives had ern Missouri an increase in WaterFurnace sales over the and eastern previous year with 226 in 1994 and 233 \\ lowa. There are in 1995. r/ NANCE CONN /TTEE (front ro w, left to approximately in 1996 we will enhance our market-righ t): Ed Gant, Chairman: Bob Delp, Vice Chairman; Del England and Norm Wettel. 90 authorized ing efforts to our authorized dealers and (Back row, le,/t to right): Nike Carls and dealers with contractors and, coupled with the Soyland Curtis Endsley. Not pictured: Bob Primmer. over two-thirds marketing plan, we will provide enhanced 22 l

Soyland marketing strategies. Sales incentives willalso beimplemented and the out- ]... - look for 1996 is that total units sold (-l . f y lf. - will increase about 20 percent. c g Our authorized dealers will be as-sisted by our staff in establishing a - > Q ;J- '3[M detailed marketing plan for 1996 that ,,,y C2 'a v 5 . ~2 --, g" . ;,p will give direction and be a source for b - .4 additionalleads. .. '., *::..') [1p& g l-l 4. h,?,'.~~i.', ' : -. _, '= .p W }'W' .~/ .Jp _ ^ c n Waterfurnace installations were strong once again in 1995, despite nature's interference, E p I ,0.' l l - n I-

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Soyland Member Cooperatives 1995 Operating Statistics Clinton Coles-STATEMENT OF OPERATIONS: Adams Clay County M0ultrie (in $1,000) Operating Revenue........... $10,028 $4,095 $8,906 $13,845 Purchased Ibwer..... $6,539 $2,711 $6,700 $9,527 Operating Expenses. 1,871 841 1,327 2,600 Depreciation Expenses......... 587 307 357 684 Tax Expense.. 160 68 92 190 Interest... 707 210 286 401 Dtal Cost-Electric Setvice.. $9,864 $4,137 $8,762 $13.402 operating Margins. $164 $(42) $144 $443 Non-Operating Margins & Capital Credits... 188 36 142 74 Btalfutronage Capital or Afargins... $352 $(6) $286 $517 ASSETS & OTHER DEBITS Total Utility Plant.. $22,942 $ 10,841 $ 12,656 $23,852 Accumulated Provision for Depreciation & Amortization. 5,971 3,266 4,329 6,940 Net Utili{y Plant... $16,971 $ 7,575 $8,327 $ 16,912 Total Other Property & Investments. $ 1.544 $409 $ 1,971 $ 1,364 Current & Accrued Assets.. 1,980 828 1,070 3,007 Deferred Debits. 601 15 122. Dtalassets..... $2i,096 $8,827 s ii,490 $21,283 LIABILITIES & OTHER CREDITS Margins & Equities. $6,926 $3,926 $4,603 $ 10,466 Long; Term Debt. 12,863 4,041 5,142 7,141 Current & Accrued Liabilities. 1,155 853 501 2,841 Deferred Credits. 152 7 1,244 835 DtalLiabilities.... $21,096 $8,827 $ 11,490 $21.283 OTHER STATISTICS Miles of Line.. 2,099 929 974 1.799 Consumers Served. 7,110 2,971 5,088 8,081 Consumers Per Mile. 3.39 3.20 5.22 4.49 IGVH Sold Per Consumer. 12.694 10,779 19.061 16,952 Total MWH Sales. 90,251 32,023 96,983 136,989 Annual Revenue Per Consumer. 1,410 1,378 1,750 1,713 Plant Investment Per Consumer. 3,227 3.649 2,487 2,952 24

Member Cooperatives 1995 Operating Statistics Soyland Eastern Illinois lilinois Corn Belt Illini Edgar Farmers Rural Valley McDonough M.J.M. 525,222 $20,119 $7,262 $1,896 $13,166 $9,100 $6,645 $ 10,356 $15,499 $12,813 $4,583 $ 1,373 $8,249 $4,965 $5,009 $7,460 3,858 4,164 1,931 284 2,303 1,762 1,316 1,730 1,413 1,491 358 101 632 473 2 72 509 530 173 106 29 180 135 63 160 1,699 1,384 429 79 774 1,570 93 386 $22,999 $20,025 $ 7,407 $1,866 $ 12,138 $8,905 $6,753 $10,245 $2,223 $94 $(145) $30 $1,028 $195 $(108) $111 436 (449) 189 18 132 395 125 130 $2,659 $(355) $44 $48 $ 1,160 $590 $17 $241 $54,308 $52,793 $ 16.012 $4,093 $27,173 $22,017 $9,868 $ 19,090 13,564 13,610 4,399 1,460 8,180 1,666 4,562 5,929 $40,744 $39,183 $11,613 $2,633 $ 18,993 $20,351 $5,306 $13,161 $2,106 $2,544 $ 1,446 $241 $ 1,566 $945 $445 $ 1,277 9,083 2,670 1,256 142 3,207 2,068 1,962 1,938 35 1,319 880 17 427 24 40 $51,968 $45,716 $15,195 $3,033 $24,193 $23,388 $ 7,713 $ 16,416 $19,067 $15,407 $6,310 $ 1,372 $8,292 $ 1,008 $5,564 $7,398 28,935 25,967 6,460 1,503 14,728 21,220 1,758 7,564 2,466 2,975 1,981 146 1,188 770 115 803 1,500 1,367 444 12 (15) 390 276 651 $51,968 $45,716 $15,195 $3,033 $24,193 $23,388 $7,713 $16,416 2,961 4,489 1,488 342 2,833 1,769 1,368 1,722 15,911 12,884 5,014 1,321 9,890 5,913 4,708 7,874 5.37 2.87 3.37 3.86 3.49 3.34 3.44 4.57 14,212 14,007 12.298 11,528 10,585 11,951 13,388 11,630 226,120 180,465 61,662 15.228 104,685 70,667 63,033 91,571 1,585 1,562 1,448 1,435 1,331 1,539 1,411 1,315 3,413 4,098 3,193 3,098 2,748 3,723 2,096 2,424 25

So$d Member cooperatives 1995 operating statistics Rural STATEMENT OF OPERATIONS: Menard Monroe Electric Shelby (In $1,000) Operating Revenuc............................................ $14,244 $7,779 $8,748 $16,785 Purchased Power.... $9,636 $5.308 $5,959 $12,066 Operating Expenses....................... 2.533 1,043 1,812 2,787 Depreciation Expenses......... 867 458 446 951 Tax Expense....... 164 89 113 695 Interest... 592 528 303 457 76talCost-ElectricService... $13,792 $ 7,426 $8.633 $16.956 Operating Margins....... $452 $353 $115 $(171) Non-Operating Margins & Capital Credits............. 105 65 46 311 7btal Attronage CapPalorMargins. $557 $418 $161 $140 ASSETS & OTHER DEBITS l Total Utility Plant.. $26,708 $ 17.407 $16.752 $26.872 Accumulated Provision for Depreciation & Amortization. 6,793 4,685 5,599 10,500 1 1 Nct Utili(y Plant................ $ 19,915 $12,722 $ 11,153 $ 16,372 i Total Other Property & Investments.... $1,539 $540 $583 $2.221 Current & Accrued Assets.. 2,382 2,379 1,396 1,411 i Deferred Debits. 18 44 128 ' 7bta/ Assets............... $23.854 $15.685 $13,260 $20.004 LIABILITIES & OTHER CREDITS Margins & Equities.... $8,966 $4,429 $4,462 $11.834 Long-Term Debt... 12,943 10.455 7.546 7,128 Current & Accrued Liabilities. 1,376 706 1.066 898 Deferred Credits.... 569 95 186 144 TotalLiab//itics........... $23,854 $15,685 $13,260 $20,004 OTHER STATISTICS Miles of Line............. 2,473 1.061 1.296 2.129 Consumers Served.. 8.990 5,188 5,158 8.833 Consumers Per Mile. 3.64 4.89 3.98 4.15 1GVH Sold Per Consumer. 15.903 13.459 15.051 20,327 Total MWH Sales........... 142,970 69,826 77,632 179.546 Annual Revenue Per Consumer.. 1,584 1,499 1,696 1.900 Plant Investment Per Consumer. 2,971 3.355 3.248 3.042 26 L

Member Cooperatives 1995 Operating Statistics South-Spoon Tri-Wayne-western River County White Western Total Average $25,748 $5,576 $24,793 $22,569 $4.519 $261,401 $12,448 $17,754 $3,531 $17,632 $16,765 $2,820 $176,899 $8,424 3,784 1,176 3,946 3,058 826 44.952 2,141 1,363 369 1,314 1,148 316 14.416 686 382 113 278 209 84 4,013 191 1,565 339 1,541 872 343 14.558 693 $24,848 $5,528 $24,711 $22.052 $4,309 $254,838 $ 12,135 $900 $48 $82 $517 $130 $6,563 $313 (46) 133 267 140 111 2,548 121 $854 $181 $349 $657 $241 $9,111 $434 $55,063 $14,187 $46,289 $40,034 $11,284 $530,241 $25,250 14,759 4,133 11,425 12,664 3,264 147,698 7,034 $40,304 $10,054 $34,864 $27.370 $8,020 $382,543 $ 18,216 $1,870 $ 1,875 $2,918 $1,883 $710 $29,997 $ 1,428 7,180 1,089 752 4,359 2,073 52,232 2,488 722 150 31 29 4,602 219 $50,076 $13,018 $38,684 $33,643 $10,832 $469,374 $22,351 $16,473 $4,867 $10,880 $15.217 $3,816 $ 171,283 $8,156 29,026 6,111 25,782 16,010 6.567 258,890 12,328 2,238 636 1,654 1,151 449 25,970 1,237 2.339 1,402 368 1,265 13,231 630 $50,076 $13,018 $38,684 $33,643 $10,832 $469,374 $22,351 3,140 1,189 2,807 3,229 1,177 41,274 1,965 15,688 4,203 13,866 13,330 3,298 165,319 7,872 5.00 3.53 4.94 4.13 2.80 4.01 16,296 11,261 18.587 22,601 10,755 15,347 255,648 47,329 257,723 301.271 35,471 2,537,093 120,814 1,641 1,327 1,788 1,693 1,370 1,581 3.510 3,375 3,338 3,003 3,421 3.207 27

Soyland Member Cooperatives And Board of Directors l 1. ADAMS ELECTRICAL C0 0 PERATIVE P0. Box 247, Camp Point 62320 Douglas Acilts, Manager, Director; Robert D. Smith, Director 2, CLAY ELECTRIC C0-OPERATIVE, INC. E0. Box 517,llora 62839 James E. Campbell, Manager. Director; H. C ifford Cammon, Director 3. CLINTON COUNTY ELECTRIC C00PERAGVE, INC, P0. Box 40, Breese 62230 James B. Riddle, Manager, Director: Kenneth G. Heinzmann, Director 4. COLES-MOULTRIE ELECTRIC COOPERATIVE E0. Box 709.Mattoon 61938 0709 David Collins, Director: Norman Wetzel, Director; David G. Findley, Manager 5. CORN BELT ELECTRIC COOPERATIVE INC. R0. Box 816, Bloomington 61702 0816 JefTery D. Reeves. Managet Director; Stephen Schertz, Director 12 18 6. EASTERN ILLINI ELECTRIC COOPERATIVE 21 E0. Box 96. Paxton 60957 5 6 Wm. David Champion. lt Managet Director: Gene R Warmbit. Director 7. EDGAR ELECTRIC C0-0 PERATIVE ASSOCIATION 1 / 13 [ / E0. Box 190, Paris 61944 / Thomas J. Hentz, Manager Director; Joe Welsh. Director 8. FARMERS MUTUAL ELECTRIC COMPANY E0. Box 43, Geneseo 61254-0043 9 15 16 4 7 Robert L Delp, Manager, Director 8 9. ILLIN0IS RURAL ELECTRIC CO. 212 South Main Street, E0. Box 80 Winchester 62694 11 Robert "Ed* Gant, Manager, Director: William Griswold. Director

10. ILLIN0IS VALLEY ELECTRIC COOPERATIVE, INC.

P0. Box 70. Princeton 61356 2 IL " Kris

Christensen, Manager, Director; Joe Danielson, Director 3

11. M.J.M. ELECTRIC COOPERATIVE, INC.

19 P0. Box 80, Carlinville 62626 14 20 Dennis A. Keiser. Managet Director; Eldon E. Moore, Director

12. MCDONOUGH POWER COOPERATIVE P0. Box 352. Macomb 61455-0352 t,ickson Dunsworth, Managet Director; William follock, Director

13. MENARD ELECTRIC COOPERATIVE E0. Box 200, Petersburg 62675-0200 Dorland W Smith, Manager, Director; Michael E. Carls, Director

S0YLAND HEADQUARTERS Demur

14. MONR0E COUN1Y ELECTRIC C0 0 PERATIVE, INC.

Po. Box 128. Waterloo 62298 e DISTRICT OFFICE Joseph l. Fellin, Managet Director: Donald L Gleiber. Director

15. RURAL ELECTRIC CONVENIENCE COOPERATIVE C0.

P0. Box 19. Auburn 62615 Del England, Manager, Director; David E. White, Director

16. SHELBY ELECTRIC COOPERATIVE

19. TRI COUNTY ELECTRIC COOPERATIVE, INC.

P0. Box 560, Shelbyville 62565 P0. Box 309, Mt. Vernon 62864-0309 James E. Coleman, Manager, Director; Robert H. Primmet Director James E. Hinman Manager. Director; tryin Stanford. Director

17. SOUTHWESTERN ELECTRIC COOPERATIVE, INC.

20. WAYNE-WHITE COUNTIES ELECTRIC COOPERATIVE E0. Box 409.Greenville 62246 P0. Drawer E. Fairfield 62837 Alan G. I.ibbra. Director; Stuart Wgow. Director; Gary Woblet Manager Dale Warren. Manager, Director: Curtis Endsley Director

18. SP0ON RIVER ELECTRIC CO-0 PERATIVE, INC.

21. WESTERN ILLIN0IS ELECTRICAL C00R E0. Box 340, Canton 61520 E0. Box 338.Carthage 62321 W Edward Cox. Manager. Director: David M. Bergland, Director Paul M. Dion, Manager, Director; Haven D. Vaughn. Director 28 s

Deloitte& ToucheLLP Suite 645 Telephone:(217) 753-1375 First National Bank Building Facsimile:(217) 744-0193 Spnngheid, Illinois 62794-9428 INDEPENDENT AUDITORS' REPORT To the Board of Directors of Soyland Power Cooperative, Inc. and Subsidiary Decatur, Illinois We have audited the accompanying consolidated balance sheets of Soyland Power Cooperative, Inc. and subsidiary (the " Cooperative") as of December 31,1995 and 1994, and the related consolidated statements of revenues and expenses, of members' equities (deficit) and of cash flows for the years then ended. These financial statements are the responsibility of the Cooperative's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards and Government Auditing Standards, issued by the Comptroller General of the United States. 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 audits provide a reasonable basis for our opinion. In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of the Cooperative as of December 31,1995 and 1994, and the results ofits operations and its cash flows for the years then ended in conformity with generally accepted accounting principles. The accompanying consolidated financial statements for the year ended December 31,1995 have been prepared assuming the Cooperative will continue as a going concern. As discussed in Note I A. to the consolidated financial statements, the Board of Directors and management of the Cooperative have determined the Cooperative cannot operate on a long-term basis pursuant to the Superseding Debt Restructuring Agreement (see Note 5) and that w holesale power rates being charged by the Cooperative to its members must be reduced to a competitive level, w hich raises substantial doubt about the ability of the Cooperative to continue as a going concern. Management's plan with regard to this matter is also discussed in Note I A. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. In accordance with Government Auditing Standards, we have also issued a report dated February 29,1996 on our consideration of Soyland Power Cooperative, Inc.'s internal control structure and a report dated February 29,1996 on its compliance with laws and regulations. bl LN February 29,1996 UeloitteTouche Tohmatsu International

Soyland Consolidated Balance Sheets December 31, 1995 1994 ASSETS (Note 5) ELECTRIC UTILFIY PLANT, AT COST (Note 2): In service..................... $ 1,015,215,079 $ 1.013,874.229 Less accumulated depreciation... 215.076.942 189.376.951 Total........ 800,138,137 824,497,278 Construction workin progress.... 5,609.639 2.969,254 Nuclear fuel, at cost (less accumulated amortization - 1995, $43,929,805; 1994, $38.683,194). 13,075,274 14.521.536 Plant site held for future use.. 7.271.619 7.262.285 Net electric utility plant. 826.094.669 849.250.353 INVESTMENTS: Investment in associated organizations, at cost (Note 3). 10.044,185 8.746,446 Marketable securities decommissioning trust (Note 4). 4.543.015 3.!61,302 Note receivable (Note 8). 6.000.000 Total.. 20.587.200 11.907.748 CURRENT ASSETS: Cash... 195.918 173.251 Temporaryinvestments.. 8.069.414 2.548,508 Accounts receivable, members.... 15.886.622 16.334.198 Other recc!vables.... 645.608 499.431 Inventories.. 8.666,379 9.417.819 Prepayments and other assets. 289.791 312.680 Total... 33.753.732 29.285.887 DEFERRED CilARGES: Deferred DOE assessment (Note 1). 967,995 1.067,650 Deferred interest (Note 5).. 44.610.440 45.962.236 Total... 45.578.435 47.029.886 TOTAL......... $ 926.014.036 $ 937.4 7JR4_ See notes to consolidated)nancialstatements. 30

? Soyland l Consolidated Balance Sheets L December 31, 1995 1994 IP.14BERS' EQUITIES (DEFICID AND LIABILITIES MEMBERS' EQUITIES (DEFICll): Membership fees. 1,675 1,675 lbtronage capital. 2,779,263 2,779,263 Other equity.. 191,929 191,929 Unrealized holding gains (losses) oa securities. 358,760 (58,113) Deficit. (91,678,420) (86,371,584) Total members' deficit.. (88,346,793) (83,456,830) LONG-TERM DEBT (Note 5). 947,964,715 954,577,366 CURRENT LIABILITIES: Current installments oflong-term debt (Note 5). 26,487,572 19,368,607 Line of credit (Note 5). 12,656,252 Accounts payable.. 13,749,220 17,011,641 Member prepayments.. 2,386,242 9,145,570 Accrued interest (Note 5). 11,164,561 1,178,557 Accrued expenses... 7,207,488 3,381,806 Excess recoverable energy costs (Note 1), 677.735 Total current liabilities. 61,672,818 62,742,433 DECOMMISSIONING LIABILITY (Note 4). 4,435,086 3,219,414 DEFERRED REVENUE (Note 1). 288,210 39:,491 COMMITMENTS AND CONTINGEt,CIES (Notes 8 and 9) TOTAL $ 926,014.036 $ 937,473,874 i See notes to consolidated.financialstatements. 31

WW a Consolidated Statements of Revenues and Expenses Years ended December 31, 1995 1994 OPERATING REVENUES. Electric enerEy sales $ 178,086,890 $ 177,084,239 Sales ofground source heat pumps, net. 2,979,842 2,899,519 Distribution revenue 859,801 882,402 Rentofelectricproperty 53.580 54.801 lbtal 181.980.113 180.920.961 OPERA 11NG EXPENSES: Operations: Purchasedcapacity(Note 8).. 47,862,668 45,417,282 EnerEycosts(Note 8). 45,914,485 45,663,407 Production - other........~. 8,729,149 11,273,161 Trarian W 2,287,114 2,210.927 Distribntion 302.722 316.493 lbtal 105.096,138 104,881.270 3 Cost ofground source heat pumps sold 2,130,682 2,053,440 Maintenance 4,741,081 2,821,426 Adannistrative and general (Note 6) - 4,108.895 4,079.249 Depreciation ar.d amortization (Note 5) 26,987,328 26,928,565 Propertyand other taxes (Note 7) - 3,014,674 2,926,591 Decommissioning provision.... 1.215.672 916.517 lbtal 147.294.470 144.607.058 NLTOPERATINGMARGIN 34.685.643 36.313.903 ODIER REVENUE: Interestandotherpatronagecapitalincome.... 3,313,781 2,339,446 Other 178.757 lbtal 3.313.781 2.518,203 NET MARGIN BEFORE I!(IEREST CilARGES. 37.999.424 38.832.106 DfTERESTCHARGES: Interest on long-term debt (Note 5). 43,164,995 42,034,783 Other. 1,322,750 1,336,720 Allowance for borrowtxl funds used during construction (428,824) (275,171) Interest allocated to nuclear fuel expense.... I752.661) (741.165) 1btal _ 43.306.260 42,355.167 NET ur.rGI) $ (5.306.836) L(M2J Ohl) t See notes to tvnsolidated)nancialstatements. 32

Soyland Consolidated Statements of Members' Equities (Deficit) Years ended December 31,1995 and 1994 Unrealized holding Total Membership Patronage Other Gains (Losses) members' fees capital equity on securities Deficit (deficit) 4 Balances, January 1,1994 $ 1,675 $2,779,263 $ 191,929 $(82,848,523) $(79,875,656) Cumulative efTectof adopting SFAS No. ll5 (Note 1) $ 35,501 35,501 Changein net unrealized holding (losses) (93,614) (93,614) Net (deficit) f3.523.MI) (3.523.061) i Balances December 31,1994 1,675 2,779,263 191,929 (58,113) (86.371,584) (83,456,830) Changein net unrealized holdinggains 416,873 416,873 Net (deficit) (5306A16) (5 306.836) Balances, December 31,1995 M 12.779.263 M 13511 @ if91.678.420) EMiQJ.23) l i i I 4 } I see notes to consolidated.financialstatements. 33 l

Soyland Consolidated Statements Cash Flows Years ended December 31 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net deficit $ (5,306,836) $ (3,523,061) Adjustments to reconcile net deficit to net cash flows from operating activities: Depreciation and amortization of electric utility plant 25,635,532 25,576,770 Amortization of deferred interest 1,351,796 1,351,795 Amortization of nuclear fuel and deferred DOE assessment 5,346,266 6,414,216 Decommissioning provision 1,215,672 916,517 Patronage capital allocations not received in cash (111,108) (157,367) Allowance for funds used during construction (428,824) (275,171) Interest allocated to nuclear fuel expense (752,661) (741,165) Gain on sales of securities (454) Loss on sales of securities 116,267 Change in assets and liabilities: Accounts and other receivables 301,399 369,607 Inventories 751,440 75,776 Piepayments and other assets 22,889 (86,027) Investments in associated organizations (40,331) 552,727 Recoverable energy costs 677,735 3,085,746 s Accounts payable and accrued liabilities 11,932,218 (465,161) Deferred revenue (103,281) (108,509) NET CASH FLOWS FROM OPERATING ACTIVITIES 40,491,906 33.102,506 CASH FLOWS FROM INVESTING ACTIVITIES: Additions to electric utility plant, net (3,722,002) (3,397,670) Additions to investments in associated organizations (271,300) (24,500) Purchases of securities - decommissioning trust, net (964,840) (1,032,330) Purchases of nuclear fuel (5,080,926) (1,424,169) Additions to note receivable (6.000.000) NET CASH FLOWS FROM INVESTING ACTIVITIES (16,039,068) (5,878,669) CASH FLOWS FROM FINANCING ACTIVITIES: Prc:eeds from capital addition loans 15,300,000 Pa,yments on line of credit borrowing, net (12,656,252) (5,843,748) Principal payments on long-term debt (14,793,685) (21,129,810) Increase (decrease) in member prepayments (6,759.328) 1.473.327 NET CASH FLOWS FROM FINANCING ACTIVITIES (18,909,265) (25,500,231) NET INCREASE IN CASH AND CASli EQUIVALENTS 5.543,573 1,723,606 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 2.721.759 998.153 CASH AND CASH EQUIVALENTS, END OF YEAR $8.265,332 ,j_2.721.759 Supplemental disclosure: The Cooperative made interest payments totallint, $33,178,991 and $42,735,423 in 1995 and 1994, respecthrly. The Cooperathe's subsidiary made income tax payments of $188,741 and $38,000 in 1995 and 1994, respeethrly. see notes to consolidatedjinancialstatements. 34

l Soyland Notes to Consolidated Financial Statements Years ended December 31,1995 and 1994 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES A. Organization - The consolidated financial statements reflect the accounts of Soyland Power Cooperative, Inc. and its wholly-owned subsidiary, Applied Energy Systems of Illinois, Inc., ("the Cooperative"). The subsidiary was created in 1987 for the purpose of selling ground source heat pumps to rural consumers. All significant intercompany transactions have been eliminated in consolida-tion. The Cooperative is a nonprofit organization engaged primarily in the generation and transmission of wholesale electric service to its twenty-one members located in central and southern Illinois. The Cooperative has entered into wholesale power agreements with each of its members which require the members to buy and receive from the Cooperative all of their power and energy requirements and require the Cooperative to sell and deliver power and energy in satisfaction of such requirements. The wholesale power agree-ments with the members extend to various dates from years 2015 to 2017. The Cooperative's rates are established by the Board of Directors and are subject to approval by the Rural Utilities Service ("RUS"). Wholesale power rates charged to members are determined based on cash requirements, including debt service requirements. The Cooperative is not subject to the regulatory authority of the Illinois Commerce Commission. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabill-ties at December 31,1995 and 1994 and the reported amounts of revenues and expenses during the years then ended. Actual results could differ from those estimates. Basis offrcsentation - The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction ofliabilities in the normal course of business. The Board of Directors and management believe the effect of deregulation and retail wheeling in the utility industry will significantly increase competition between the Cooperative and its competitors. The Board of Directors and management of the Cooperative have determined the Cooperative cannot operate on a long-term basis pursuant to the Superseding Debt Restructuring Agreement (see Note 5) and that wholesale power rates being charged by the Cooperative to its members must be reduced to a competitive level. The Cooperative is considering various alternatives in order to achieve competitive rates. These alternatives include the sale of all or a portion of the Cooperative's assets, renegotiation of power supply contracts, reorganization pursuant to Chapter 11 of the U. S. Bankruptcy Code, restructuring of debt and buy out of existing debt. The Board of Directors and management believe that without a competitive rate charged to its members the Cooperative will be unable to compete for a new load or maintain its existing load and, therefore, will have difficulty in generating sufficient cash flow to meet debt service requirements and sustain operations. This difficulty, if not relieved by one or a combination of the aforementioned alternatives being considered, raises substantial doubt about the Cooperative's ability to continue as a going concern. All of the above alternatives are currently being considered by the Board of Directors and management as possible solutions. Implementation of any of the alternatives will have an impact on the Cooperative's financial statements. Management of the Cooperative has asserted that the Cooperative has sufficient cash flows for the 1996 fiscalyear to meet operating expenses and debt service requirements. Management has also asserted that the current wholesale power rates required under the terms of the Superseding Debt Restructuring Agreement will remain in effect pending the outcome of alternatives being considered. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification 35

Soyland of recorded asset amounts or the amounts and classification ofilabilities that might be necessary should the Cooperative be unable to continue as a going concern. B. Bas /s g(Acteunt/qg ne accounting records of the Cooperative are maintained in accordance with the Uniform System of Ac-counts prescribed by RUS. C. Electric Util/(y Plant - Depreciation of electric utility plant in service is provided over the estimated useful lives of the respective assets on the straight line basis at rates as follows: Production plant: Nuclear 2.5% Steam 3.1% 4.0% Gas turbine and diesel 2.0% Transmission plant 2.75% Distribution plant 3.0% J General plant 2.5% 20% i Based upon guidelines provided by the Nuclear Regulatory Commission ("NRC"), which establish a minimum funding level, and in - conjunction with Illinois Ibwer (principal owner and operator of the Clinton nuclear generating facility - see Note 2), the Coopera-tive estimates that its portion of the costs to decommission the Clinton facility, which will not begin until the year 2027, will be approximately $57,200,000 (in 1995 dollars), A site-specific study to estimate the cost of dismantling, removing and disposing of the Clinton generating facility is nearing completion. This study is expected to result in projected decommissioning costs higher 3 than the NRC-specified funding level. The future decommissioning costs are being recovered over the life of the facility using the i sinking fund method. t in 1996, the Financial Accounting Standards Board (*FASB") issued an exposure draft on accounting for liabilities related to closure and removal oflong-lived assets. This exposure draft would change the way the Cooperative accounts for nuclear decommissioning costs and fossil plant dismantling. ne exposure draft calls for recording as a liability the present value of estimated future cash flows to decommission nuclear power plants and dismantle fossil plants. Maintenance and repair of property and replacements and renewals of items determined to be less than units of property are charged to expense. Replacement and renewals ofitems considered to be units of property are charged to the property accounts. At the time properties are disposed of, the original cost, plus cost of removal less salvage of such property, is charged to accumulated depreciation. D. AllowanceforBorn7wedhnds UsedDuring Construction - The allowalce for borrowed funds used during the period of construc-i tion represents the estimated interest cost of borrowed funds used for construction purposes. The composite rate used to calculate 1 the allowance approximated 6.7% and 5.2% for 1995 and 1994, respectivesy. E. Nuclearhcl-he cost of nuclear fuel, including capitalized interest and overhead, is being amortized to fuel expense on the basis of the number of units of thermal energy produced in relation to the total thermal units expected to be produced over the life of the j fuel. Nuclear fuel expense includes a provision for estimated spent nuclear fuel disposal cost which is being collected currently from members and remitted to the U. S. Department of Energy (" DOE"), which is responsible for the disposal of the spent nuclear fuel. t The Energy Iblicy Act of 1992 established a fund to pay for the decontamination and decommissioning of three nuclear enrichment j facilities operated by DOE. A portion of the fund is to be collected from electric utilities that have purchased enrichment services from DOE. Each utility is being assessed an annual fee for a period of 15 years beginning in 1994. The Cooperative recorded a r regulatory asset and a liability representing an estimate of its total required contribution to this fund, as determined by DOE, related to the nuclear fuel used in the Clinton nuclear generating facility (See Notes 2 and 5). The regulatory asset is being ) 36

l Soyland l amortized to nuclear fuel expense and collected in rates charged to members. l l E Narketab/cSecuritics-Ikmmmissioning 7htst - In May 1993, the FASB issued Statement of Financial Accounting Standards No.115 l " Accounting for Certain Investments in Debt and Equity Securities" ("SFAS No.115"). This statement requires that debt and equity securities be classified into one of three categories: held to-maturity, available-for-sale, or trading. The Coop:rative adopted SFAS No. ' i 115 effective January 1,1994, in accordance with the provisions of this statement, prior years' financial statements have not been restated. At January 1,1994, the adoption of SFAS No. I15 resulted in a $35,501 net unrealized holding gain being recorded in members' equities. All marketable debt and equity securities have been classified as available-for sale based on the Cooperative's intent and ability to sell the securities in response to changes in Interest rates, investment risk and the availability of and yield on alternative investments. In accordance with SFAS No.115, these securities are carried at fair value, with the net unrealized holding gains and losses excluded from eamings and reported as a net amount in a separate component of members' equities, until realized. The average cost method is used to compute realized gains or losses on the sale of securities. C. TemporaryInvestments - Temporary investments consist of an interest bearing sweep account an,d are stated at cost which approxi mates market. The Cooperative considers all highly liquid investments with original maturities of three months or less to be cash ' equivalents. The Ccoperative's banking arrangements require the maintenance of a $100,000 compensating balance. //. Inventories - Inventories consist of fuel (including S02 allowances) and materials and supplies and are stated at moving average 1 cost. I. Ncmber Pnpayments - Member prepayments represent cash advances from members. The Cooperative uses these advances to pay down line-of-credit borrowings. The Cooperative pays interest on member advances at a rate lower than that on the line of-credit. Such interest payrr 'nts on member advances totaHed approximately $769,000 and $688,000 for the years ended December 31,1995 and 1994, respectively. /. IbwcrSupply Ityments - Fayments made under power supply agreements (see Note 8) are classified as purchased capacity, energy costs and transmission expense in the consolidated statements of revenues and expenses. K. liferredRcrenue-Deferred revenue consists of discounted advanced interest payments received on the Cooperative's National Rural Utilities Cooperative Finance Corporation ("CFC") capital term certificates. Such payment was made by CFC to the Cooperative pursu-ant to the terms of the Superseding Debt Restructuring Agreement (see Notes 3 and 5). The amount of this deferred revenue will be amortized over the period during which it would have been earned (1995 through 1999). 1 L Presentation - Certain amounts reported for 1994 have been reclassified to conform to the 1995 presentation. 1 37

Soyland 2. ELECTRIC UTILITY PLANT IN SER VICE The major classes of electric utility plant in service at December 31,1995 and 1994, are as follows: 1995 1994 Nuclear plant and related facilities $ 970,955,231 $ 969,929,730 Steam and other production plant 13,285,388 13,273,770 Transmission plant 17,334,718 17,231.036 Distribution plant 7,697,290 7,668,123 General plant 5,942,452 5,771,570 Total $ 1,015.215.079 $ 1,0!3,874,229 The Cooperative has a 13.21% interest in the 950 megawatt Clinton nuclear generating facility (*Clinton") located in Clinton,111inois which was completed and placed in service in 1987. The Cooperative's share of operating expenses associated with this facility is included with the appropriate operating expenses in the consolidated statements of revenues and expenses. 3. INVESTMENTS IN ASSOCIATED ORGANIZA TIONS Investments in associated organizations consisted of the following at December 31: 1995 1994 CFC: Membership fees 2,000 2,000 Patronage capital 3,630,459 3,479,020 Capital term certificates 5,047,654 5,047,654 Loan capital term certificates 1.050.000 Total 9,730,113 8,528,674 other associated organizations 2.272 2.272 Total 9,732,385 8,530,946 Investments in economic development organizations 311,800 215.500 TOTAL 10.044,185 8,746,446 Loan capital term certificates mature in the year 2022 and do not bear interest, Capital term certificates at December 31,1995 bear interest at 5% and mature at various dates from years 2070 to 2080. Interest on CFC capital term certificates for the period from 1995 through 1999 has been prepaid, at a discount, by CFC and recorded as deferred revenue (see Note 1), l 38

Soyland 4. MARKETABLE SECURITIES - DECOMMISSIONING TRUST Marketable debt and equity securities have been classified as available-for-sale in 1995 according to management's intent. The amortized cost and estimated fair values as of December 31,1995 are as follows: UNREALIZED ESTIMATED AMORTIZED GROSS GROSS FAIR COST GAINS LOSSES VALUE U.S. Treasury debt securities 531,506 7,947 27,843 511,610 Corporate debt securities 50,787 479 50,308 Convertible equity securities 102,026 12,701 114,727 Equitysecurities 2.761.690 387.128 20.694 3,128,124 Total $ 3.446.009 j 407 7_76 ) 49 016 3,804,769 Cash and non-debt / equity securities, at cost 738.246 TOTAL $ 4,543,015 The amortized cost and estimated fair values as of December 31,1994 are as follows: UNREAllZED ESTIMATED AMORTIZED GROSS GROSS FAIR COST GAINS LOSSES VALUE U.S. Treasury debt securities $ 1,703,582 921 31,902 $ 1,672,601 Corporate debt securities 164,746 8,447 156,299 Debt securities issued by foreigngovernments 18,300 600 18,900 Convertible debt securities 176,545 5,306 7,876 173,975 Convertible equity securities 96,412 629 5,841 91,200 Equity securities 796.583 25.088 36.591 785.080 Total $ 2,956,168 32 5] } 90 151 2,898,055 1 Cash and non-debuequity securities, at cost 263.24I l TOTAL $ 3,161,302 The amortized cost and estimated fair value of debt securities at December 31,1995 and 1994 by contractual maturity are shown below. Expected maturities may differ from cor tractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. 1995 1994 Estimated Estimated Amortized Fair Amortized Fair Cost Value Cost Value Due in one year orless 278,912 250,590 $ 1,121,101 $ 1,121,567 Due after one year through five years 303,381 311,328 784,877 745,620 Due after five years through ten years 157,195 154,588 39 l

Soyland 5. DEBT AND DEBT RESTRUCTURING Long-term debt at December 31,1995 and 1994, consists of the following: 1995 1994 Superseding Restructured Debt-Imputed interest at 4.2%, due in quarterly installments through 2018 $ 893,095,255 $ 906,836,968 CFC - variable rate (6.2% at December 31,1995) mortgage notes payable, due in various quarterly installments through 2006 49,387,640 49,387,640 RUS - 2% and 5% notes payable, due In quarterly installments through 2018 15,753,424 16,732,500 CFC - variable rate (6.2% at December 31,1995) capital addition loan notes payable, due in quarterly installments through 2022 14,947,853 U. S. Department of Energy - Decommissioning and Decontamination Fund, due in equal annual installments through 2008 971,890 988,865 Federal Financing Bank - 7.674% note payable, due in quarterly installments through 2017 296.225 Totallong-term debt 974,452,287 973,945,973 Less current installments 26,487,572 19,368.607 Long-term debt, excluding current installments $ 947,964,715 $ 954,577,366 On December 15,1993 the Cooperative entered into a Superseding Debt Restructuring Agreement ("the Agreement") with the United States of America (acting thropgh the Administrator of RUS and CFC) effective as of january 1,1993. The Agreement related to approximately $944,756,000 of recorded, outstanding debt (including related accrued interest and certain interest credits) on vari-ous loans and previously restructured debt guaranteed by RUS. The loans and previously restructured debt were originally obtained to finance construction costs relating to the Clinton nuclear generating facility. Under the agreement, the debt was restructured into two notes payable to RUS: Note A for $730,596,406 and Note B for $363,982,707. Note A bears interest at 7.5% and is due in quarterly installments through 2018. Note B bears interest at 7.5% and requires the Cooperative to make annual Energy Sales Payments and Power Cost Savings Payments (for principal and interest) through 2029. The amount of the Energy Sales Payment is based on a load growth formula (as determined by tM Agreement) wNch will result in a payment if, and only if, future load growth is achieved. The amount of the Power Cost Savings Payment is based on a cost savings formula (as determined by the Agreement) and will result in payments if, and only if, power cost savings occur. To the extent that interest on Note B for any calendar year is not required to be paid, such unpaid interest is added to the unpaid principal balance of Note B. The amount of Note B not repaid by April 30,2029 will be forgiven. Management of the Cooperative projects stable growth and stable power costs in future years and therefore anticipates that payments under Note B will be minimal. At December 31,1995 and 1994, the Cooperative has accrued and charged to interest expense approximately $1,360,000 and $700,000, respectively, for Energy Sales Payments due April 30,1996 and 1995, respectively. There have been no Power Cost Savings Payments made, nor are there any due. The Cooperative has accounted for the restructuring in its financial statements in accordance with the provisions of Statement of Financial Accounting Standards No.15, Accounting by Dchtors and Creditorsfor Troubled Debt Restructuring (*SFAS 15'), as a 40

Soyland 1 modification of terms. Under a modification of terms, the carrying value of the debt at the time of restructuring is not changed unless it exceeds the future cash payments, excluding amounts contingently payable, specified by the new terms. Future minimum cash I payments required under the terms of the Agreement totalled $1,586,205,000, excluding amounts contingently payable. Because of the contingent nature of the Cooperative's obligation to make principal and interest payments on Note B, only the required principal and interest payments on Note A were used at the date of the restructuring to impute the interest rate (4.2%) on the restructured debt. In accordance with SFAS 15, unpaid inteiest on Note B is added to the unpaid principal balance of Note B and not recorded in the accompanying financial statements. The amounts due on Note A and Note B, including amounts contingently payable, according to the terms of the debt restructuring plan discussed above, total $1,136,642,750 (Note A, $708,584,808, and Note B, $428,057,942, including unpaid interest) at December 31,1995. As part of a previous debt restructuring, dated March 29,1989, the Cooperative recorded $107,366,810 of prior period unpaid interest on that restructured debt. The Cooperative included $53,294,999 of this amount in electric plant (relating to the period the plant was under construction) and $54,071,811 as deferred interest. The deferred interest will be amortized and collected through rates over the life of the related debt restructured by the Agreement. Annual maturities oflong-term debt for each of the fiveyears subsequent to December 31,1995, are as follows: 1996, $26,487,572: 1997, $30,237,294; 1998, $26,655,808; 1999, $26,194,968: 2000, $34,691,319. The Cooperative had $15,000,000 of unadvanced funds available at December 31,1995 from long-term loans approved by CFC for capital additions and a $30,000,000 operating line of credit approved by CFC, of which $12,656,252 had been drawn down at December 31,1994. The interest rate on the CFC line of credit fluctuates monthly based on CFC's Intermediate-term Interest Rate (6.5% at December 31,1994). All assets of the Cooperative are pledged to secure the long-term debt to RUS and CFC. The Cooperative has not completed the management audit required by the " Management Consultant" provision of Section 5.01(q) of the Agreement and has not received a written walver of the requirement from RUS. The Cooperative has received written notice from RUS that RUS will not take action under the enforcement provisions contained in Section 2.10 of the Agreement through February 28,1996. Management expects to complete the management audit and believes no enforcement action will occur. 6. PENSION PLANS The Cooperative participates in a multi-employer defined benefit pension plan and a 401(K) defined contribution plan which covers substantially all employees. The Cooperative makes annual contributions to the plans equal to the amount accrued for pension expense. Total pension expense for both plans amounted to $156,166 and $197,801 for the years ended December 31,1995 and 1994, respectively. 7. INCOME TAX STA TUS The Cooperative is a nonprofit corporation organized under the Statutes of the State ofIllinois and is exempt from Federal and state income taxes under applicable tax regulations. Applied Energy Systems oflilinois, Inc. is subject to corporate income taxes. Income tax expense recorded by Applied Energy Systems ofIllinois, Inc. for the years ended December 31,1995 and 1994 totalled approxi-mately $79,000 and $114,000, respectively. 8. COMMITMENTS The Cooperative anticipates that the Clinton nuclear generating facility will furnish approximately 30% ofits energy requirements. The current and additional long-term energy requirements will be furnished through power supply agreements with Illinois Power Company ("IP") and Central Illinois Public Service Company ("CIPS") as discussed below. 41

Soyland The Cooperative *s share of nuclear fuel commitments for Clinton is approximately $3.4 million for uranium concentrates through 1998, $.9 million for conversion through 2002, $6.2 million for enrichment through 1999 and $28.2 million for fabrication through

2017, The Cooperative has contracted to purchase 435 MW ofcapacity annually from IP's fossil fueled generating plants through 2011.The Cooperative has committed to provide emission allowances related to its power supply agreement with IP lt is anticipated that all of these costs will be recoverable through rates charged to members.

The Cooperative has also contracted to purchase 102 MW of capacity annually from CIPS' fossil fueled units through 1999. In addition, the Cooperative has purchased transmission capacity from IP through 2011 and from CIPS through 2014. The contract payments to IP and CIPS are determined on an "as if owned" basis and include capacity charges (consisting of production, operation and maintenance costs) and energy charges. The approximate fixed capacity charges and energy cost data under these contracts for the years ended December 31,1995 and 1994 are as follows: IP CIPS Contracted Total fixed Contracted Total Fixed f Purchase Capacity Energy Purchase Capacity Energy Year Capacity Charges Costs capacity Charges Costs 1995 435 $ 29,400,000 $18,700,000 102 $ 18,500,000 $ 7,000,000 1 / 1994 288 18,700,000 24,700,000 206 26,700,000 6,600,000 At December 31,1995, the Cooperative had a 6.6% demand note receivable from IP for $6,000,000 for working capital advances related to the fossil-fueled plants under the power supply agreement described above. 9. CONTINGENCIES Under the Price-Anderson Act, as amended in 1988, all nuclear power station operators are subject to pubhc liability for a nuclear incident (currently limited to $8.9 billion per incident). Coverage of the first $200 million is provided by private insurance with the balance provided by retrospective premium assessments against each licensed nuclear unit in the United States. As a joint owner of the Clinton nuclear facility, the Cooperative is a party to the insurance policies which are maintained by Illinois Power Company (80.79% owner and operator of Clinton) and is charged for its proportionate share of such insurance costs. In the event of an incident at any nuclear plant in the United States in excess of $200 million, the Cooperative could be assessed a maximum of $10,500,000 per incident, with a maximum assessment of $1,300,000 per incident per year. IP maintains insurance on behalf ofIP and the Cooperative for certain losses related to the operation of Clinton. The insurance coverage limit for physical damage to the plant is $1.6 billion efTective December 15,1994. This insurance includes a primary layer of $500 million provided by nuclear insurance pools and an excess layer of $ 1. I billion provided by an industry-owned mutual i insurance company. in the event of an accident with an estimated cost of reactor stabilization and site decontamination exceeding $ 100 million, NRC regulations require that insurance proceeds be dedicated and used first to return the reactor to, and maintain it in, a safe and stable condition. After providing for stabilization and decontamination, the insurers would then cover property damage up to a total payout of $1.38 billion. Second, the NRC requires decontamination of the reactor station site in accordance with the plan approved by the NRC. The insurers would provide up to $220 million to cover decommissioning costs in excess of fands already collected for decommissioning. In the event insurance limits are not exhausted, the excess will cover a portion of the value of the undamaged property. In addition, while the Cooperative has no reason to anticipate a serious nuclear accident at Clinton, if such an incident should occur, the claims for property damage and other costs would materially exceed the limit of current or available insurance coverage. 42

. - =. l Soyland l Multiple major losses, covered under the current property damage and business interruptions insurance coverage, involving Clinton would result in retrospective premium assessments of up to approximately $13 million. IP would allocate this assessment between l IP and the Cooperative based on their respective ownership interest in Clinton. The Cooperative is a defendant in various claims and lawsuits arising in the ordinary course of business. Based on discussions with legal counsel, management believes that the final settlement of these actions will not have a material adverse effect on the Cooperative's financial position or results of operations. During 1990, the U.S. Congress passed the clean Air Act of 1990 (the " Clean Air Act") which, among other things, promulgated certain emission standards within the electric utility industry. The Clean Air Act requires reductions in sulfur dioxide and nitrogen oxide emissions from power plants and has two phases for compliance. Phase 1, which took effect January 1,1995, is not expected to have a signifkant impact on Cooperative operations related to Cooperative-owned plant. The impact of Phase !!, which is effective January 1,2000, has not been determined by Cooperative management. The impact of the Clean Air Act on purchased power could be significant. The Cooperative expects that any additional cost incurred will be recovered through rates charged to members. 10. DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS The estimated fair value amounts have been determined by the Cooperative, using available market information and appropriate valuation methodologies. However, considerable judgment is necessarily required in interpreting market data to develop the esti-mates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Cooperative could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated value amounts. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: Assets Narketab/c securitics - decommissioning (nest - Trust investments are carried at fair value based on quoted market a prices for each specific investment instrument.

Investments - The December 31,1995 and 1994 investment balances comprise the following:

1995 1994 CFC capital term certificates (1): Revenue certificates $ 2,252,049 $ 2,252,049 Loan certificates 3,845,605 2,795,605 6,097,654 5,047,654 l Patronage capital certificates (1): j Refinancing patronage 1,046,531 1,006,200 Other patronage 2.583.928 2,472,820 3.630,459 3,479.020 l Memberships and miscellaneous patronage (2) 4.272 4.272 I Other associated organizations (3) 311,800 215,500 Total $ 10,044.185 $ 8,746.446 43

soyland Fair value for investments is estimated as follows:

1. The Cooperative considers CFC capital term certificates to be a condition of borrowing and patronage capital to be directly related to borrowing. As described below, Cooperative management believes the fair value of the related debt is not determin-able and thus the fair value of the CFC capital term certificates is not determinable.

2. The carrying amount of these items is a reasonable estimate of fair value.

3. Management was not able to estimate the fair value of these investments which represent the Cooperative's investment in economic development companies.

Cash and TemporaryInvestments The carrying amounts of these items are a reasonable estimate of their fair value due to the short-term nature of the instruments.

Liabilities

Long-Term Debt - Due to all long term debt being either with or guaranteed by the United States Government and due to the unique nature of the debt instrument resulting from the debt restructuring, management believes the fair value of the Cooperative's debt is not determinable.

1995 1994 Estimated Estimated Carrying Fair Carrying Fair ) Amount Wlue Amount Wlue Assets: Marketablesecurities decommissioningtrust $ 4,543,015 $ 4,543,015 $ 3,161,302 $ 3,161,302 Investments 10,044,185 (see above) 8,746,446 (see above) Cash and temporaryinvestments 8,265,332 8,265,332 2,721,759 2,721,759 Liabilities - Long-term debt 947,964,715 (see above) 954,577,366 (see above) Fair value estimates presented herein are based on pertinent information available to management as of December 31,1995 and 1994. Although management is not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date, and current estimates of fair value may differ significantly from the amounts presented herein. 44

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