SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.

                    Three Year Period ending January 30, 2008

                    FORM U-12 (I) - B (THREE-YEAR STATEMENT)

Statement  Pursuant to Section 12 (i) of the Public Utility  Holding Company Act
of 1935, as Amended  ("PUHCA"),  and Rule 71  thereunder  by a Person  Regularly
Employed or Retained by a Registered Holding Company or a Subsidiary Thereof and
Whose Employment Contemplates Only Routine Expenses as Specified in Rule 71(b).

1. Name and business address of persons filing statement.

         Heller  Ehrman White & McAuliffe LLP ("HEWM"),  1666 K Street,  N.W.,
Suite  300,  Washington,  D.C.  20006-1228, 333 Bush Street, San Francisco, CA 
94104 and 701 Fifth Avenue, Suite 6100, Seattle, WA 98104.   HEWM has additional
offices that may provide  services to Scottish  Power plc or its  subsidiaries  
covered by Section 12(i) of the Public Utility Holding Company Act of 1935.

2. Names and  business  addresses of any persons  through  whom the  undersigned
proposes to act in matters  included within the exemption  provided by paragraph
(b) of Rule 71.

         Joeseph Fagan, Marie Fiala and other attorneys at HEWM.

3. Registered holding company and subsidiary  companies by which the undersigned
is regularly employed or retained.

         Scottish Power plc,  PacifiCorp,  PPM Energy,  Inc.,  Enstore Operating
Company, LLC and other Scottish Power plc subsidiaries.

4. Position or  relationship in which the undersigned is employed or retained by
Scottish Power plc or its subsidiary companies,  and brief description of nature
of services to be rendered in that capacity.

         Attorneys;   provide  legal  counsel  and   representation  in  various
transactions,  litigation,  and regulatory proceedings before the Federal Energy
Regulatory Commission, federal courts, and other matters.


5. (a)  Compensation  received  during  the  current  year and  estimated  to be
received  over the next two  calendar  years  by the  undersigned,  directly  or
indirectly, for services rendered by the undersigned, from each of the companies
designated in item 3.

         Salary or other compensation:

                            to be           Person or company from
Name of       received      received        whom received or to be
Recipient       (a)           (b)           received                    

HEWM                       See 5(b) below   Scottish Power plc, PacifiCorp, PPM
                                            Energy, Inc., Enstore Operating 
                                            Company, LLC and other Scottish
                                            Power plc subsidiaries.

    (b) Basis for compensation if other than salary.

         hourly fees and disbursements

6. (to be answered in supplementary  statement only. See instructions.) Expenses
incurred  by the  undersigned  or other  person  in item 2,  above,  during  the
calendar year in connection with activities  described in item 4, above, and the
source or sources of reimbursement for same.

(a) Total amount of routine expenses charged to client: (b) Itemized list of all
other expenses:

January 21, 2005                                    /s/ Joeseph Fagan
Date                                                 Joeseph Fagan