IDAHO POWER CO - 10-K Annual Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K

(Mark One)

X		ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended December 31, 2004

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ................... to .................................................................

		Exact name of registrants as specified in
Commission		their charters, address of principal executive	IRS Employer
File Number		offices, zip code and telephone number	Identification Number
1-14465		IDACORP, Inc.	82-0505802
1-3198		Idaho Power Company	82-0130980
		1221 W. Idaho Street
		Boise, ID 83702-5627
		(208) 388-2200
State of incorporation: Idaho
Websites: www.idacorpinc.com
www.idahopower.com
				Name of exchange on
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:				which registered
IDACORP, Inc.:	Common Stock, without par value			New York and Pacific
	Preferred Share Purchase Rights
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Idaho Power Company:	Preferred Stock

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes ( X ) No ( )

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants' knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ( )

Indicate by check mark whether the registrants are accelerated filers (as defined in Rule 12b-2 of the Act).

IDACORP, Inc.

Yes

( X )

( )

Idaho Power Company

Yes

( )

( X )

Aggregate market value of voting and non-voting common stock held by nonaffiliates (June 30, 2004):

IDACORP, Inc.:

$1,026,608,013

Idaho Power Company:

None

Number of shares of common stock outstanding at February 28, 2005:

IDACORP, Inc.:	42,217,017
Idaho Power Company:	39,150,812 all held by IDACORP, Inc.

Documents Incorporated by Reference:

Part III, Items 10 - 14	Portions of IDACORP, Inc.'s definitive proxy statement to be filed pursuant to Regulation 14A for the
	2005 Annual Meeting of Shareholders to be held on May 19, 2005.

This combined Form 10-K represents separate filings by IDACORP, Inc. and Idaho Power Company. Information contained herein relating to an individual registrant is filed by that registrant on its own behalf. Idaho Power Company makes no representation as to the information relating to IDACORP, Inc.'s other operations.

Idaho Power Company meets the conditions set forth in General Instruction (I)(1)(a) and (b) of Form 10-K and is therefore filing this Form with the reduced disclosure format.

COMMONLY USED TERMS

AFDC	-	Allowance for Funds Used During Construction
Cal ISO	-	California Independent System Operator
CalPX	-	California Power Exchange
CSPP	-	Cogeneration and Small Power Production
EPS	-	Earnings per share
ESA	-	Endangered Species Act
FASB	-	Financial Accounting Standards Board
FERC	-	Federal Energy Regulatory Commission
FIN	-	Financial Accounting Standards Board Interpretation
Fitch	-	Fitch, Inc.
FSP	-	Financial Accounting Standards Board Staff Position
GAAP	-	Accounting Principles Generally Accepted in the United States of America
Ida-West	-	Ida-West Energy, a subsidiary of IDACORP, Inc.
IE	-	IDACORP Energy, a subsidiary of IDACORP, Inc.
IFS	-	IDACORP Financial Services, a subsidiary of IDACORP, Inc.
IPC	-	Idaho Power Company, a subsidiary of IDACORP, Inc.
IPUC	-	Idaho Public Utilities Commission
IRP	-	Integrated Resource Plan
MD&A	-	Management's Discussion and Analysis of Financial Condition and Results of Operations
Moody's	-	Moody's Investors Service
MW	-	Megawatt
MWh	-	Megawatt-hour
NEPA	-	National Environmental Policy Act of 1996
OPUC	-	Oregon Public Utility Commission
PCA	-	Power Cost Adjustment
PM&E	-	Protection, Mitigation and Enhancement
PURPA	-	Public Utilities Regulatory Policy Act of 1978
REA	-	Rural Electrification Administration
RFP	-	Request for Proposal
RTO	-	Regional Transmission Organization
S&P	-	Standard & Poor's Ratings Services
SFAS	-	Statement of Financial Accounting Standards
Valmy	-	North Valmy Steam Electric Generating Plant
VIEs	-	Variable Interest Entities

TABLE OF CONTENTS
				Page
Part I

	Item 1.	Business		1-11
	Item 2.	Properties		11-12
	Item 3.	Legal Proceedings		12
	Item 4.	Submission of Matters to a Vote of Security Holders		12

	Executive Officers of the Registrant			13

Part II

	Item 5.	Market for Registrant's Common Equity, Related Stockholder
			Matters and Issuer Purchases of Equity Securities	14
	Item 6.	Selected Financial Data		15
	Item 7.	Management's Discussion and Analysis of Financial Condition and
			Results of Operations	15-56
	Item 7A.	Quantitative and Qualitative Disclosures about Market Risk		56-57
	Item 8.	Financial Statements and Supplementary Data		58-112
	Item 9.	Changes in and Disagreements with Accountants on Accounting and
			Financial Disclosure	113
	Item 9A.	Controls and Procedures		113-117
	Item 9B.	Other Information		117

Part III

	Item 10.	Directors and Executive Officers of the Registrant*		117
	Item 11.	Executive Compensation*		117
	Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related
			Stockholder Matters*	117
	Item 13.	Certain Relationships and Related Transactions*		117
	Item 14.	Principal Accountant Fees and Services*		118-119

Part IV

	Item 15.	Exhibits and Financial Statement Schedules		119-132

	Signatures			133-134



	*IDACORP, Inc. information is incorporated by reference to IDACORP, Inc.'s definitive proxy statement for
	the 2005 Annual Meeting of Shareholders.

SAFE HARBOR STATEMENT
This Form 10-K contains "forward-looking statements" intended to qualify for safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements should be read with the cautionary statements and important factors included in this Form 10-K at Part II, Item 7- "Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) - FORWARD-LOOKING INFORMATION." Forward-looking statements are all statements other than statements of historical fact, including without limitation those that are identified by the use of the words "anticipates," "estimates," "expects," "intends," "plans," "predicts" and similar expressions.

PART I - IDACORP, Inc. and Idaho Power Company

ITEM 1. BUSINESS

OVERVIEW:

IDACORP, Inc. (IDACORP) is a holding company formed in 1998 whose principal operating subsidiary is Idaho Power Company (IPC). IDACORP is exempt from registration as a public utility holding company pursuant to Section 3(a)(1) of the Public Utility Holding Company Act of 1935 (1935 Act). In addition, pursuant to Rule 2 of the General Rules and Regulations under the 1935 Act, IDACORP is exempt from all the provisions of the 1935 Act and rules thereunder, except for Section 9(a)(2) of the 1935 Act, which requires IDACORP to seek prior Securities and Exchange Commission approval to acquire securities of another public utility company.

IPC is an electric utility engaged in the generation, transmission, distribution, sale and purchase of electric energy. IPC is regulated by the Federal Energy Regulatory Commission (FERC) and the state regulatory commissions of Idaho and Oregon. IPC is the parent of Idaho Energy Resources Co., a joint venturer in Bridger Coal Company, which supplies coal to the Jim Bridger generating plant owned in part by IPC.

IDACORP's other operating subsidiaries include:

IDACORP Financial Services, Inc. (IFS) - holder of affordable housing and other real estate investments;

IdaTech - - developer of integrated fuel cell systems;

IDACOMM - - provider of telecommunications services and commercial and residential Internet services; and

Ida-West Energy (Ida-West) - operator of independent power projects.

IDACORP Energy (IE), a marketer of electricity and natural gas, wound down its operations during 2003. Also in 2003, Ida-West discontinued its project development operations and is managing its independent power projects with a reduced workforce.

IDACORP continues to focus on a strategy called "Electricity Plus," a back-to-basics strategy that emphasizes IPC as IDACORP's core business. IPC continues to experience strong growth in its service area, and this corporate strategy recognizes that IPC must make substantial investments in infrastructure to ensure adequate supply and reliable service. The "Plus" recognizes that through modest investments in IdaTech and IDACOMM, IDACORP can preserve the potential for additional growth in shareowner value. IFS, with its affordable housing and historic rehabilitation portfolio, remains a key component of the revised corporate strategy.

At December 31, 2004, IDACORP had 1,940 full-time employees. Of these employees, 1,757 were employed by IPC.

IDACORP's two reportable business segments are IPC and IFS. IPC and IFS contributed $66 million and $13 million, respectively, to consolidated net income in 2004. Financial information relating to IDACORP's reportable segments is presented in Note 12 to IDACORP's Consolidated Financial Statements and below in "Utility Operations" and "IFS."

Due to its wind down in 2003-2004, IE did not have any significant business activity in 2004. As a result, the energy marketing operations of IE are no longer a reportable business segment. See Note 15 to IDACORP's Consolidated Financial Statements for further discussion of the wind down.

IDACORP and IPC make available free of charge their Annual Report on Form 10-K, Quarterly Reports on Forms 10-Q, Current Reports on Forms 8-K and all amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after the reports are electronically filed with or furnished to the Securities and Exchange Commission, through their websites at www.idacorpinc.com and www.idahopower.com.

UTILITY OPERATIONS:

IPC was incorporated under the laws of the state of Idaho in 1989 as successor to a Maine corporation organized in 1915. IPC is involved in the generation, purchase, transmission, distribution and sale of electric energy in a 24,000 square mile area in southern Idaho and eastern Oregon, with an estimated population of 895,000. The measurement of IPC's service area increased by approximately 4,000 square miles over 2003 due to the conversion from a manual mapping system to global information system technology. IPC holds franchises in 71 cities in Idaho and nine cities in Oregon and holds certificates from the respective public utility regulatory authorities to serve all or a portion of 24 counties in Idaho and three counties in Oregon. As of December 31, 2004, IPC supplied electric energy to approximately 440,000 general business customers.

IPC owns and operates 17 hydroelectric power plants and one natural gas-fired plant and shares ownership in three coal-fired generating plants. A second gas-fired plant, Bennett Mountain Power Plant, is currently under construction and due on-line in 2005. These generating plants and their capacities are listed in Item 2 - "Properties." IPC's coal-fired plants are in Wyoming, Oregon and Nevada, and use low-sulfur coal from Wyoming and Utah.

IPC relies heavily on hydroelectric power for its generating needs and is one of the nation's few investor-owned utilities with a predominantly hydroelectric generating base. Because of its reliance on hydroelectric generation, IPC's generation operations can be significantly affected by the weather. The availability of hydroelectric power depends on snow pack in the mountains upstream of IPC's hydroelectric facilities, precipitation and other weather and stream flow management considerations. When hydroelectric generation decreases below load requirements and/or customer demand increases beyond hydroelectric capacity, IPC increases its use of more expensive thermal generation and purchased power.

The primary influences on electricity sales are weather, customer growth and economic conditions. Extreme temperatures increase sales to customers who use electricity for cooling and heating, and moderate temperatures decrease sales. Precipitation levels during the growing season affect sales to customers who use electricity to operate irrigation pumps. Increased precipitation reduces electricity usage by these customers.

IPC's principal commercial and industrial customers are involved in food processing, electronics and general manufacturing, forest product production, beet sugar refining and the skiing industry.

Regulation
IPC is under the regulatory jurisdiction (as to rates, service, accounting and other general matters of utility operation) of the FERC, the Idaho Public Utilities Commission (IPUC) and the Oregon Public Utility Commission (OPUC). IPC is also under the regulatory jurisdiction of the IPUC, the OPUC and the Public Service Commission of Wyoming as to the issuance of debt and equity securities. IPC is subject to the provisions of the Federal Power Act as a "public utility" as therein defined. IPC's retail rates are established under the jurisdiction of the state regulatory commissions and its wholesale and transmission rates are regulated by the FERC (see "Rates" below). Pursuant to the requirements of Section 210 of the Public Utilities Regulatory Policy Act of 1978 (PURPA), the state regulatory commissions have each issued orders and rules regulating IPC's purchase of power from cogeneration and small power production (CSPP) facilities.

IPC is subject to the provisions of the Federal Power Act as a "licensee" as therein defined. As a licensee under the Federal Power Act, IPC and its licensed hydroelectric projects are subject to the provisions of Part I of the Federal Power Act. All licenses are subject to conditions set forth in the Federal Power Act and related FERC regulations. These conditions and regulations include provisions relating to condemnation of a project upon payment of just compensation, amortization of project investment from excess project earnings, possible takeover of a project after expiration of its license upon payment of net investment, severance damages and other matters.

The State of Oregon has a Hydroelectric Act providing for licensing of hydroelectric projects in that state. IPC's Brownlee, Oxbow and Hells Canyon facilities are on the Snake River where it forms the boundary between Idaho and Oregon and occupy land located in both states. With respect to project property located in Oregon, these facilities are subject to the Oregon Hydroelectric Act. IPC has obtained Oregon licenses for these facilities and these licenses are not in conflict with the Federal Power Act or IPC's FERC licenses (see Part II, Item 7 - "MD&A - REGULATORY ISSUES - Relicensing of Hydroelectric Projects").

Rates
The rates IPC charges to its general business customers are determined by the IPUC and the OPUC. Approximately 96 percent of IPC's general business revenue comes from customers in Idaho. IPC has a Power Cost Adjustment (PCA) mechanism that provides for annual adjustments to the rates charged to its Idaho retail customers. These adjustments are based on forecasts of net power supply costs, which are fuel and purchased power less off-system sales, and the true-up of the prior year's forecast. During the year, 90 percent of the difference between the actual and forecasted costs is deferred with interest. The ending balance of this deferral, called the true-up for the current year's portion and the true-up of the true-up for the prior years' unrecovered portion, is then included in the calculation of the next year's PCA.

For further discussion see Part II, Item 7 - "MD&A - REGULATORY ISSUES - General Rate Case," "MD&A REGULATORY ISSUES - Deferred Power Supply Costs" and Note 13 to IDACORP's Consolidated Financial Statements.

Power Supply
IPC meets its system load requirements using a combination of its own system generation, mandated purchases from private developers (see "CSPP Purchases" below) and purchases from other utilities and power wholesalers. IPC's generating stations and capacities are listed in Item 2 - "Properties."

IPC's system is dual peaking, with the larger peak demand generally occurring in the summer. The all-time system peak demand was 2,963 megawatts (MW), set on July 12, 2002. Peak summer demand in 2004 was 2,843 MW, set on June 24 and peak winter demand for the year was 2,196 MW on January 5. IPC expects total system energy requirements to grow 2.5 percent annually over the next three years.

The following table presents IPC's system generation for the last three years:

		MWh			Percent of total generation
		2004	2003	2002	2004	2003	2002
		(thousands of MWhs)
Hydroelectric		6,041	6,149	6,069	45%	47%	45%
Thermal		7,303	6,914	7,286	55%	53%	55%
	Total system generation	13,344	13,063	13,355	100%	100%	100%

The amount of electricity IPC is able to generate from its hydroelectric plants depends on a number of factors, primarily snow pack in the mountains upstream of its hydroelectric facilities, reservoir storage and stream flow conditions. When these factors are favorable, IPC can generate more electricity using its hydroelectric plants. When these factors are unfavorable, IPC must increase its reliance on more expensive thermal generation and purchased power.

Continued below normal stream flow conditions in 2004 yielded a system generation mix of 45 percent hydroelectric and 55 percent thermal. Under normal stream flow conditions, IPC's system generation mix is approximately 55 percent hydroelectric and 45 percent thermal.

Below average stream flow conditions are continuing for a sixth consecutive year in 2005. The forecast released on March 8, 2005 by the Northwest River Forecast Center indicates Brownlee inflow for April through July 2005 is expected to total 1.74 million acre-feet, or 28 percent of average. Snow pack accumulation was 60 percent of average on March 8, 2005. Storage in selected federal reservoirs upstream of Brownlee at the end of December 2004 was 60 percent of average. October 1, 2004 storage in these reservoirs, which is considered carryover storage into water year 2005, was only 41 percent of average. The flows in the Snake River at several measurement locations are at or near record lows.

IPC's generating facilities are interconnected through its integrated transmission system and are operated on a coordinated basis to achieve maximum load-carrying capability and reliability. IPC's transmission system is directly interconnected with the transmission systems of the Bonneville Power Administration, Avista Corporation, PacifiCorp, NorthWestern Energy and Sierra Pacific Power Company. Such interconnections, coupled with transmission line capacity made available under agreements with some of the above entities, permit the interchange, purchase and sale of power among all major electric systems in the west. IPC is a member of the Western Electricity Coordinating Council, the Western Systems Power Pool, the Northwest Power Pool and the Northwest Regional Transmission Association. These groups have been formed to more efficiently coordinate transmission reliability and planning throughout the western grid. See "Competition - Wholesale" below.

Integrated Resource Plan: IPC filed its 2004 Integrated Resource Plan (IRP) with the IPUC and the OPUC in August 2004. The 2004 IRP reviews IPC's load and resource situation for the next ten years, analyzes potential supply-side and demand-side options and identifies near-term and long-term actions. The two primary goals of the 2004 IRP are to (1) identify sufficient resources to reliably serve the growing demand for energy service within IPC's service area throughout the 10-year planning period and (2) ensure that the portfolio of resources selected balances cost, risk and environmental concerns. In addition, there are two secondary goals: (1) to give equal and balanced treatment to both supply-side resources and demand-side measures and (2) to involve the public in the planning process in a meaningful way.

The IRP is filed every two years with both the IPUC and the OPUC. Prior to filing, the IRP requires extensive involvement by IPC, the IPUC Staff and the OPUC Staff, as well as customer, technological and environmental representatives and is the starting point for demonstrating prudence in IPC's resource decisions.

See further discussion in Part II - Item 7 - "MD&A - REGULATORY ISSUES - Integrated Resource Plan."

CSPP Purchases: As mandated by the enactment of PURPA and the adoption of avoided cost standards by the IPUC and the OPUC, IPC has entered into contracts for the purchase of energy from a number of private developers. Under these contracts, IPC is required to purchase all of the output from the facilities located inside the IPC service territory. For projects located outside the IPC service territory, IPC is required to purchase the output that IPC has the ability to receive at the facility's requested point of delivery on the IPC system. The costs associated with these Idaho jurisdictional contracts are fully recovered through the PCA. For IPUC jurisdictional projects, projects up to ten MW are eligible for IPUC Published Avoided Costs for up to a 20-year contract term. The Published Avoided Cost is a price established by the IPUC and the OPUC to estimate IPC's cost of developing additional generation resources. For OPUC jurisdictional projects, projects up to one MW are eligible for OPUC Published Avoided Costs for up to a five-year contract term (automatically renewable at the end of five years). The costs associated with these Oregon jurisdictional contracts are recovered through general rate case filings. The Oregon provisions are currently being reviewed in an OPUC proceeding, as discussed in Part II, Item 7 - "MD&A - REGULATORY ISSUES - Public Utilities Regulatory Policy Act of 1978 - Oregon." If a PURPA project does not qualify for Published Avoided Costs, then IPC is required to negotiate the terms, prices and conditions with the developer of that project. These negotiations reflect the characteristics of the individual projects (i.e., operational flexibility, location and size) and the benefits to the IPC system and must be consistent with other similar energy alternatives.

As of December 31, 2004, IPC had signed agreements to purchase energy from 72 CSPP facilities with contracts ranging from one to 30 years. Of these facilities, 68 were on-line at the end of 2004; the other four facilities under contract are due to come on-line in 2005 and 2006. During 2004, IPC purchased 677,868 megawatt hours (MWh) from these projects at a cost of $40 million, resulting in a blended price of 5.9 cents per kilowatt hour.

Wholesale Energy Market Activities: Guided by a Risk Management Policy and frequently updated operating plans, IPC participates in the wholesale energy market by buying power to meet load demands and selling power that is in excess of load demands. IPC's market activities are influenced by its generating resources and how they are dispatched. Hydroelectric generation facilities enable IPC to optimize the water that is available by choosing when to run generation units and when to store water in reservoirs. These decisions may result in increased volumes of market purchases and market sales. Even in below normal water years, there are opportunities to vary water usage to maximize generation unit efficiency, capture marketplace economic benefits and meet load demand. Compliance factors, such as allowable river stage elevation changes and flood control requirements, and wholesale energy market prices influence these dispatch decisions.

IPC has three firm wholesale power sales contracts and one wholesale contract for load following services. The three power sales contracts range between three MW and fifteen MW. The three MW contract expires in 2005 and will not be renewed. When the two other contracts expire in 2006, IPC will either renew, negotiate an extension or use this power to meet its own system requirements. The load following contract with NorthWestern Energy provides the ability to increase or decrease IPC generation by 30 MW to react to NorthWestern's system load changes. So long as IPC retains its Hells Canyon Complex operating flexibility, the load following contract is anticipated to be renewed into the foreseeable future.

IPC has one firm wholesale purchased power contract. This contract is with PPL Montana, LLC for 83 MW per hour to address increased demand during June, July and August. The term of this contract began in June 2004 and runs through August 2009.

Transmission Services: IPC has a long history of providing wholesale transmission service and provides firm and non-firm wheeling services for several surrounding utilities. IPC's system lies between and is interconnected to the winter-peaking northern and summer-peaking southern regions of the western interconnected power system. This position allows IPC to provide transmission services and reach a broad power sales market. IPC holds rights-of-way from Midpoint substation in south-central Idaho through eastern Nevada to the Crystal switchyard north of Las Vegas, Nevada, known as the Southwest Intertie Project. IPC obtained the rights-of-way to construct a transmission line along this corridor, but no longer plans to build the line. IPC is currently in discussions regarding the sale of these rights-of-way.

In December 1999, the FERC issued Order No. 2000 encouraging companies with transmission assets to form Regional Transmission Organizations. See "Competition - Wholesale" below.

Fuel
IPC, through its subsidiary Idaho Energy Resources Co., owns a one-third interest in Bridger Coal Company, which owns the Jim Bridger mine supplying coal to the Jim Bridger generating plant in Wyoming. The mine, located near the Jim Bridger plant, operates under a long-term sales agreement that provides for delivery of coal over a 51-year period ending in 2025. The Jim Bridger mine has sufficient reserves to provide coal deliveries for the term of the sales agreement. IPC also has a coal supply contract providing for annual deliveries of coal through 2009 from the Black Butte Coal Company's Black Butte and Leucite Hills mines located near the Jim Bridger plant. This contract supplements the Bridger Coal Company deliveries and provides another coal supply to operate the Jim Bridger plant. The Jim Bridger plant's rail load-in facility, the coal car unloading point and unit coal train allow the plant to take advantage of potentially lower-cost coal from outside mines for tonnage requirements above established contract minimums.

In an effort to lower costs and access better quality coal, the Jim Bridger Mine is converting from a surface operation to a primarily underground operation. Underground mine development and limited coal production began in 2004, and full operation is expected by 2007. A number of factors were considered in this decision including the increasing cost of the surface mine operation as well as the additional capital required to develop the underground mine. This conversion is expected to result in a reduction of the cost of mining coal over the life of the Jim Bridger Mine.

Sierra Pacific Power Company, as operator of the North Valmy Steam Electric Generating Plant, has an agreement with Arch Coal Sales Company, Inc. to supply coal to the plant from 2002 through 2006. IPC is obligated to purchase one-half of the coal, ranging from approximately 515,000 tons to 762,500 tons annually. Sierra Pacific Power Company also has a coal supply contract with Black Butte Coal Company's Black Butte Mine for deliveries in 2005. See also Part II, Item 7 - "MD&A - RESULTS OF OPERATIONS - Utility Operations - Fuel Expense."

The Boardman plant receives coal from the Powder River Basin through annual contracts. Portland General Electric, as operator of the Boardman Plant, has an agreement with Triton Coal Company to supply all of Boardman's 2005 coal requirements.

IPC's Danskin and Bennett Mountain (due on-line in 2005) combustion turbines receive gas through the Williams Northwest Pipeline. All gas is purchased as needs are identified for summer peaks or to meet system requirements. The gas is transported under a long-term capacity contract with the Williams Northwest Pipeline and an arrangement with IGI Resources, Inc. The Williams Northwest Pipeline contract, which extends through February 28, 2007, with annual extensions at IPC's sole discretion, is for 24,523 million British thermal units per day from the Sumas, Washington metering point to the Elmore, Idaho metering point.

Water Rights
Except as discussed below, IPC has acquired water rights under applicable state law for all waters used in its hydroelectric generating facilities. In addition, IPC holds water rights for domestic, irrigation, commercial and other necessary purposes related to other land and facility holdings within the state. The exercise and use of all of these water rights are subject to prior rights, and with respect to certain hydroelectric generating facilities, IPC's water rights for power generation are subordinated to future upstream diversions of water for irrigation and other recognized consumptive uses.

Over time, increased irrigation development and other consumptive diversions have resulted in a reduction in the stream flows available to fulfill IPC's water rights at certain hydroelectric generating facilities. In reaction to these reductions, IPC initiated and continues to pursue a course of action to determine and protect its water rights. As part of this process, IPC and the State of Idaho signed the Swan Falls agreement on October 25, 1984, which provided a level of protection for IPC's hydropower water rights at specified plants by setting minimum stream flows and establishing an administrative process governing the future development of water rights that may affect IPC's hydroelectric generation. In 1987, Congress passed, and the President signed into law, House Bill 519. This legislation permitted implementation of the Swan Falls agreement and further provided that during the remaining term of certain of IPC's project licenses the relationship established by the agreement would not be considered by the FERC as being inconsistent with the terms of IPC's project licenses or imprudent for the purposes of determining rates under Section 205 of the Federal Power Act. The FERC entered an order implementing the legislation on March 25, 1988.

In addition to providing for the protection of IPC's hydroelectric water rights, the Swan Falls agreement contemplated the initiation of a general adjudication of all water uses within the Snake River basin. In 1987, the director of the Idaho Department of Water Resources filed a petition in state district court asking that the court adjudicate all claims to water rights, whether based on state or federal law, within the Snake River basin. The court signed a commencement order initiating the Snake River Basin Adjudication on November 19, 1987. This legal proceeding was authorized by state statute based upon a determination by the Idaho Legislature that the effective management of the waters of the Snake River basin required a comprehensive determination of the nature, extent and priority of all water uses within the basin. The adjudication is proceeding and is expected to continue for at least the next several years. IPC has filed claims to its water rights within the basin and is actively participating in the adjudication to ensure that its water rights and the operation of its hydroelectric facilities are not adversely impacted. IPC does not anticipate any modification of its water rights as a result of the adjudication process.

Please also see Part II, Item 7 - "MD&A - LEGAL AND ENVIRONMENTAL ISSUES - Environmental Issues - Idaho Water Management Issues" and "MD&A - REGULATORY ISSUES - Relicensing of Hydroelectric Projects."

Environmental Regulation
Environmental regulation at the federal, state, regional and local levels continues to impact IPC's operations due to the cost of installation and operation of equipment and facilities required for compliance with such regulations and the modification of system operations to accommodate such regulations.

Based upon present environmental laws and regulations, IPC estimates its 2005 capital expenditures for environmental matters, excluding Allowance for Funds Used During Construction (AFDC), will total $18 million. Studies and measures related to environmental concerns at IPC's hydroelectric facilities account for $12 million, and investments in environmental equipment and facilities at the thermal plants account for $6 million. From 2006 through 2007, environmental-related capital expenditures, excluding AFDC, are estimated to be $40 million. Anticipated expenses related to IPC's hydroelectric facilities account for $30 million, and thermal plant expenses are expected to total $10 million.

IPC anticipates $16 million in annual operating costs for environmental facilities during 2005. Hydroelectric facility expenses account for $11 million of this total, and $5 million is related to thermal plant operating expenses. From 2006 through 2007, total environmental related operating costs are estimated to be $33 million. Expenses related to the hydroelectric facilities are expected to be $23 million, and thermal plant expenses are expected to be $10 million during this period.

Clean Air: IPC has analyzed the Clean Air Act legislation and its effects upon IPC and its customers. IPC's coal-fired plants meet federal and state emission rate standards for sulfur dioxide (SO₂) and nitrogen oxides (NO_x). The Jim Bridger plant is in the process of installing newer technology low-NO_x burners that will reduce NO_x emissions further than currently required. Mercury emission is an active coal-fired plant environmental issue with no regulation currently in force. None of IPC's plants have continuous mercury emission monitoring or control equipment installed. IPC is actively observing developments on this issue, such as proposed legislation and control equipment technology advances.

The Environmental Protection Agency issued SO₂allowances, as defined in the Clean Air Act Amendments, based on coal consumption during established baseline years. IPC has more than a sufficient amount of SO₂ allowances to provide compliance for all three coal-fired facilities, its Danskin natural gas-fired facility and its Bennett Mountain gas-fired facility (due on-line in 2005). Through 2005, IPC has 108,771 allowances in excess of the amount needed for Clean Air Act compliance. IPC has been granted annual allotments of allowances ranging from 15,524 to 28,622 through 2034. Allowances necessary for IPC's compliance requirements are up to 14,500 annually. Excess allowances owned by IPC may be held for future use, as they do not expire. There is an active marketplace for buying and selling allowances, so allowances determined to be excess can be sold to other companies. Accordingly, IPC does not foresee any adverse effects upon its operations with regard to SO₂ emissions at this time.

In January of 2005, the Chairman of the Senate Environment and Public Works Committee reintroduced the Clear Skies Act. This bill would further restrict SO₂and NO_x emissions, and add mercury emission restrictions. It may also include language addressing greenhouse gases. The bill, if passed, would require additional emission controls and expenses at the thermal facilities, although impacts on future plant operations, operating costs and generating capacity are not known at this time.

The Danskin gas turbine plant in Idaho is operating in compliance with a "permit to construct" issued by the Idaho Department of Environmental Quality. IPC has applied for a Title V Operating Permit from the Idaho Department of Environmental Quality, which is expected during 2005. The plant meets SO₂ regulations and the units are fitted with dry-low-NO_x burners and a continuous emissions monitoring system. This equipment should ensure that the facility operates within the permitted federal and state NO_x and carbon monoxide limits.

In July 1997, the Environmental Protection Agency announced the National Ambient Air Quality Standards for Ozone and Particulate Matter and in July 1999, the Environmental Protection Agency announced regional haze regulations for protection of visibility in national parks and wilderness areas. On May 14, 1999, a federal court ruling blocked implementation of these standards. In November 2000, the Environmental Protection Agency appealed to the U.S. Supreme Court to reconsider that decision. The Supreme Court has ruled in favor of the Environmental Protection Agency. The Environmental Protection Agency has not yet implemented tighter regulations on particulate matter, regional haze or ozone. Although the impacts of these regulations on IPC's thermal operations are not known at this time, the future costs of compliance with these regulations could be substantial and will be dependent on if and how the regulations are ultimately implemented.

Global Climate Change: The United States is currently not a party to the Kyoto Protocol to the United Nations Framework Convention on Climate Change (Protocol) that became effective for signatories on February 16, 2005. The Protocol process generally requires developed countries to cap greenhouse gas emissions at certain levels during the 2008 through 2012 time period. Although it has not ratified the Protocol, the United States may adopt a national, mandatory greenhouse gas program at some point in the future. At this time, IPC is unable to predict the potential impacts of any future mandatory governmental greenhouse gas legislative or regulatory requirements.

Greenhouse gas emissions result from the combustion of fossil fuels to generate electricity, with carbon dioxide representing the largest quantity of greenhouse gases emitted, from IPC's coal and gas generation units. Under normal water conditions, the majority of IPC's generation is comprised of hydroelectric assets that have negligible greenhouse gas emissions compared to fossil-based generation.

Water: IPC has received National Pollutant Discharge Elimination System Permits, as required under the Federal Water Pollution Control Act Amendments of 1972, for the discharge of effluents from its hydroelectric generating plants.

IPC agreed, in March 1976, to meet certain dissolved oxygen standards at its American Falls hydroelectric generating plant. IPC signed amendments to the agreements relating to the operation of the American Falls Dam and the location of water quality monitoring facilities. The amendments provide more accurate and reliable water quality measurements necessary to maintain water quality standards downstream from IPC's plant during the period from May 15 to October 15 each year.

IPC has installed aeration equipment, water quality monitors and data processing equipment as part of its Cascade hydroelectric project to provide accurate water quality data and increase dissolved oxygen levels as necessary to maintain water quality standards on the Payette River. IPC has also installed and operates water quality monitors at its Milner, Shoshone Falls, Twin Falls, Upper Salmon, Lower Salmon, Bliss and CJ Strike hydroelectric projects in order to meet compliance standards for water quality.

IPC owns and finances the operation of anadromous fish hatcheries and related facilities to mitigate the effects of its hydroelectric dams on fish populations. In connection with its fish facilities, IPC sponsors ongoing programs for the control of fish disease and improvement of fish production. IPC's anadromous fish facilities at Hells Canyon, Oxbow, Rapid River, Pahsimeroi and Niagara Springs continue to be operated by the Idaho Department of Fish and Game. At December 31, 2004, the investment in these facilities was $11 million and the annual cost of operation pursuant to FERC License 1971 was $3 million.

Endangered Species: Several species of fish and Snake River snails living within IPC's operating area are listed as threatened or endangered. IPC continues to review and analyze the effect such designation has on its operations. IPC is cooperating with governmental agencies to resolve issues related to these species. See Part II, Item 7 - "MD&A - REGULATORY ISSUES - Relicensing of Hydroelectric Projects."

Hazardous/Toxic Wastes and Substances: Under the Toxic Substances Control Act, the Environmental Protection Agency has adopted regulations governing the use, storage, inspection and disposal of electrical equipment that contains polychlorinated biphenyls (PCBs). The regulations permit the continued use and servicing of certain equipment (including transformers and capacitors) that contain PCBs. IPC continues to meet all federal requirements of the Toxic Substances Control Act for the continued use of equipment containing PCBs. IPC continues to eliminate PCBs as part of its long-term strategy. This program will reduce costs associated with the long-term monitoring of PCB-containing equipment, responding to spills and reporting to the Environmental Protection Agency. In 2004, IPC spent approximately $1 million identifying and eliminating PCBs.

Competition
Retail: Electric utilities have historically been recognized as natural monopolies and have operated in a highly regulated environment in which they have an obligation to provide electric service to their customers in return for an exclusive franchise within their service territory with an opportunity to earn a regulated rate of return.

Some state regulatory authorities are in the process of changing utility regulations in response to federal and state statutory changes and evolving competitive markets. These statutory changes and conforming regulations may result in increased retail competition. In 1997, the Idaho Legislature appointed a committee to study restructuring of the electric utility industry. The committee has not recommended any restructuring legislation and is not expected to in the foreseeable future. The committee's focus has since shifted from restructuring to general energy issues. In 1999, the Oregon Legislature passed legislation restructuring the electric utility industry, but exempted IPC's service territory.

Wholesale: The 1992 National Energy Policy Act (Energy Act) and the FERC's rulemaking activities have established the regulatory framework to open the wholesale energy market to competition. The Energy Act permits utilities to develop independent electric generating plants for sales to wholesale customers, and authorizes the FERC to order transmission access for third parties to transmission facilities owned by another entity. The Energy Act does not, however, permit the FERC to require transmission access to retail customers. Open-access transmission for wholesale customers provides energy suppliers with opportunities to sell and deliver electricity at market-based prices.

For more information, see Part II, Item 7 - "MD&A - REGULATORY ISSUES - Regional Transmission Organizations."

Utility Operating Statistics
The following table presents IPC's revenues and energy use by customer type for the last three years, which is further discussed in Part II, Item 7 - "MD&A - RESULTS OF OPERATIONS - Utility Operations:"

			Years Ended December 31,
			2004		2003		2002
Revenues (thousands of dollars)
	Residential		$	274,313	$	275,920	$	305,827
	Commercial			164,053		173,820		196,454
	Industrial			111,797		128,620		176,648
	Irrigation			85,672		92,609		93,106
		Total general business		635,835		670,969		772,035
	Off-system sales			121,148		71,573		55,031
	Other			62,526		37,840		39,981
		Total	$	819,509	$	780,382	$	867,047

Energy use (thousands of MWh)
	Residential			4,580		4,427		4,387
	Commercial			3,561		3,511		3,460
	Industrial			3,335		3,206		3,226
	Irrigation			1,763		1,836		1,821
		Total general business		13,239		12,980		12,894
	Off-system sales			2,885		1,830		2,069
		Total		16,124		14,810		14,963

IFS:

IFS invests primarily in affordable housing developments, which provide a return principally by reducing federal and state income taxes through tax credits and accelerated tax depreciation benefits. IFS generated tax credits of $22 million, $20 million and $21 million in 2004, 2003 and 2002, respectively. IFS's portfolio also includes historic rehabilitation projects such as the Empire Building in Boise, Idaho. IFS made $8 million in new investments during 2004.

IFS has focused on a diversified approach to its investment strategy in order to limit both geographic and operational risk. Over 90 percent of IFS's investments have been made through syndicated transactions. At December 31, 2004, the gross amount of IFS's portfolio exceeded $165 million in tax credit investments. These investments cover 49 states, Puerto Rico and the U.S. Virgin Islands. The underlying investments include over 700 individual properties, of which all but three are administered through syndicated funds.

IDA-WEST:

Ida-West operates and has a 50 percent interest in nine hydroelectric plants with a total generating capacity of 45 MW. In 2003, Ida-West discontinued its project development activities. See further discussion in Part II, Item 7 - "MD&A - RESULTS OF OPERATIONS - Ida-West." IPC purchased all of the power generated by Ida-West's four Idaho hydroelectric projects, at a cost of $7 million per year, in 2004, 2003 and 2002.

IDATECH:

IdaTech was originally founded in 1996 as Northwest Power Systems, LLC to develop and bring fuel cell technology to market. In April 1999, IDACORP purchased a majority interest in IdaTech.

IdaTech is a global fuel cell provider focused on the commercialization of fuel processor technology and integrated proton exchange membrane (PEM) fuel cell systems. IdaTech's products under development include:

Complete systems such as its five kilowatt electrical emergency back up power fuel cell unit ElectraGen™ that is targeted to replace valve regulated lead acid batteries in applications such as cellular telecommunications towers and portable power systems.

On-board reforming capability, which provides auxiliary power to high-end consumer applications such as marine and recreational vehicles and premium power for special military operations.

Components such as multi-fuel fuel processors, fuel cell stack technology and automated fuel cell systems, which target longer-term commercial applications in vehicular auxiliary power units and Combined Heat and Power units. For these longer-term market opportunities, IdaTech has joined with Volkswagen, RWE Fuel Cells and Bosch Buderus in product development. IdaTech's fuel processors are capable of operating on alcohols and liquid and gaseous hydrocarbon fuels including natural gas, liquefied petroleum gas, diesel and kerosene.

IdaTech has integrated its multi-fuel fuel processors with a number of PEM fuel cell stacks into one to ten kilowatt fuel cell systems for stationary and portable electric power generation.

Currently, these systems are being field-tested and evaluated with European utilities, the Propane Education and Research Council, the U.S. Army Communications Electronics Command and a number of other customers in North America, Europe and Asia.

In July 2004, IdaTech and Buderus Heiztechnik GmbH of the Bosch group, a heating equipment manufacturer located in Germany, joined RWE Fuel Cells in its program with IdaTech for the development of a five kilowatt combined heat and power fuel cell system for multi-dwelling and light commercial use. Under this partnership, IdaTech will develop and manufacture the fuel cell systems. RWE Fuel Cells and Bosch Buderus will integrate the fuel cells with heating systems to create a complete heat and power solution. RWE Fuel Cells and Bosch Buderus will test the fuel cell systems in the laboratory and in the field. Several IdaTech fuel cell systems are in service and being tested by RWE Fuel Cells. The first field trials with fully integrated fuel cell and heating systems are planned for installation in 2005.

In September 2004, IdaTech was selected by automobile manufacturer Volkswagen to design and manufacture an integrated fuel processor system operating on diesel fuel to be used in an automotive application. The agreement is part of a vehicle demonstration project at Volkswagen.

On November 19, 2004, IdaTech was awarded a $1.4 million development program from the U.S. Department of Energy to conduct a three-year program of fuel cell system research targeting off-road vehicle applications. Under this award, IdaTech will identify and recommend fuel cell designs to overcome environmental conditions faced by off-road vehicles such as turf and grounds maintenance vehicles and construction and farm equipment.

IDACOMM:
In August 2000, IDACORP formed IDACOMM, Inc. and acquired Velocitus, Inc., a Boise, Idaho-based Internet service provider founded in 1992. IDACOMM provides a wide range of integrated communication services to business and residential customers in 22 markets across eight western states, Virginia and New York. In 2004, IDACORP transferred its ownership of Velocitus to IDACOMM. Velocitus was merged into IDACOMM in January 2005.

IDACOMM's fiber optic networks provide high-speed connectivity in its local market, Boise, Idaho, as well as recently added market networks in Las Vegas, Nevada and Reno, Nevada, acquired in June 2004 from Sierra Pacific Communications, Inc. IDACOMM's Internet services unit enables high-speed voice, Internet and data communications, including video conferencing, voice-over Internet protocol, off-site training, gigabit Ethernet service, virtual private networks, firewalls and web hosting. The Internet unit serves residential, consumer and small to medium size business clients with high-speed connectivity and security solutions, including fixed wireless technology, with 20,000 customers at December 31, 2004.

During 2004, IDACOMM formed a new unit for the testing and commercial deployment of broadband-over-powerline technology, staging a multi-location equipment trial in Boise, Idaho during the year. Broadband-over-powerline provides broadband Internet access to power outlets in homes and businesses by transporting data over medium-voltage and low-voltage power lines directly to the end-user's computer.

IDACOMM's customers include companies in industries such as manufacturing, health care, food processing and retail as well as government entities, schools and universities and national telecommunication carriers.

RESEARCH AND DEVELOPMENT:

IdaTech:
In 2004, IdaTech spent approximately $5 million for research and development of fuel cell technology. IdaTech's research and development program is focused on the adaptation of its fuel processor technology to operate on all commercially important fuels, as well as the development of fully integrated fuel cell systems. Highest priority is given to natural gas, liquefied petroleum gas, kerosene and diesel fuels.

IdaTech continues to pursue patent protection of its technology in North America, Europe, South America, Asia and Australia. The patents issued to IdaTech address the design and operation of fuel reformers; the design and materials of construction used in IdaTech's two stage hydrogen purification devices based on the HyPurium™ membranes used to filter out impurities in the product hydrogen; fuel cell system automated control and operation; integrated heat recovery from fuel cell systems; and automated control of integrated pressure-swing absorption for efficient and reliable operation. During 2004, IdaTech received its first three Japanese patents (related to the composition of the IdaTech HyPurium™ membranes as well as the design and materials used to construct membrane modules), and IdaTech received its first European patent related to the HyPurium™ membrane composition and module design and construction. Currently, 35 U.S. patents lasting 20 years have been issued or allowed to IdaTech. These patents expire from 2016 to 2025. IdaTech also has approximately 150 pending domestic and foreign patent applications addressing various aspects of (1) fuel processor system design, operation, materials and integration; (2) membrane purification, materials and design; and (3) fuel cell system operation, thermal recovery, design, remote control and diagnostics. These patents will help IdaTech bring its technology to commercialization. The patents also provide the potential for licensing of IdaTech's technology in the future.

IPC:
In 2004, IPC spent over $4 million to promote energy efficiency and summer peak reduction. Approximately $1 million of those expenditures went to fund the Northwest Energy Efficiency Alliance, which strives to transform the regional marketplace through demonstration of innovative technologies, collaboration with firms that market energy-saving products and services and training and information services. IPC's other energy efficiency programs target efficiencies in the areas of new residential construction, manufactured homes, industrial and irrigation efficiency and duct sealing. Low-income weatherization assistance and Oregon residential weatherization efforts were also funded in 2004. In addition to IPC's on going programs, funding was also allocated to the research and development of new energy efficiency and summer peak reduction options in the irrigation and residential sectors. Most of the funding for these programs and program development comes from the Idaho tariff rider for demand-side management programs and from the Conservation and Renewable Discount Program of the Bonneville Power Administration.

ITEM 2. PROPERTIES

IPC's system includes 13 hydroelectric projects made up of 17 generating plants located in southern Idaho and eastern Oregon, one natural gas-fired plant located in southern Idaho and interests in three coal-fired steam electric generating plants. A second gas-fired plant, Bennett Mountain Power Plant, is currently under construction and due on-line later in 2005. The system also includes approximately 4,671 miles of high voltage transmission lines, 23 step-up transmission substations located at power plants, 19 transmission substations, seven transmission switching stations and 212 energized distribution substations (excluding mobile substations and dispatch centers).

IPC holds FERC licenses for all 13 of its hydroelectric projects. These projects and the other generating stations and their capacities are listed below:

					Estimated
					Non-
					Coincident
					Maximum		Nameplate
					Operating		Capacity		License
Project					Capacity (kW)		(kW)		Expiration
Hydroelectric:
	Properties subject to federal licenses:
			Lower Salmon			70,000		60,000		2034
			Bliss			80,000		75,000		2034
			Upper Salmon			39,000		34,500		2034
			Shoshone Falls			12,500		12,500		2034
			CJ Strike			89,000		82,800		2034
			Upper Malad			9,000		8,270		2004	(a)
			Lower Malad			15,000		13,500		2004	(a)
			Brownlee-Oxbow-Hells Canyon			1,398,000		1,166,900		2005
			Swan Falls			25,547		25,000		2010
			American Falls			112,420		92,340		2025
			Cascade			14,000		12,420		2031
			Milner			59,448		59,448		2038
			Twin Falls			54,300		52,737		2040
	Other Hydroelectric					10,400		11,300
			Total Hydroelectric					1,706,715
Steam and Other Generating Plants:
			Jim Bridger (coal-fired) (b)			706,667		770,501
			Valmy (coal-fired) (b)			260,650		283,500
			Boardman (coal-fired) (b)			55,200		56,050
			Danskin (gas-fired)			100,000		90,000
			Salmon (diesel-internal combustion)			5,500		5,000
			Bennett Mountain (gas-fired)(c)			163,980		172,800
				Total Steam and other				1,377,851
				Total Generation				3,084,566

(a) Licensed on an annual basis while application for new multi-year license is pending.
(b) IPC's ownership interests are 33 percent for Jim Bridger, 50 percent for Valmy and 10 percent for Boardman. Amounts
		shown represent IPC's share only.
(c) Due on-line later in 2005.

See discussion of relicensing in Part II, Item 7 - "MD&A - REGULATORY ISSUES - Relicensing of Hydroelectric Projects."

At December 31, 2004, the composite average ages of the principal parts of IPC's system, based on dollar investment, were production plant, 24 years; transmission system and substations, 22 years; and distribution lines and substations, 18 years. IPC considers its properties to be well-maintained and in good operating condition.

IPC owns in fee all of its principal plants and other important units of real property, except for portions of certain projects licensed under the Federal Power Act and reservoirs and other easements. IPC's property is also subject to the lien of its Mortgage and Deed of Trust and the provisions of its project licenses. In addition, IPC's property is subject to minor defects common to properties of such size and character that do not materially impair the value to, or the use by, IPC of such properties.

Idaho Energy Resources Co. owns a one-third interest in certain coal leases near the Jim Bridger generating plant in Wyoming from which coal is mined and supplied to the plant.

Ida-West holds investments in nine operating hydroelectric plants with a total generating capacity of 45 MW. These plants are located in Idaho and California.

See Note 1 to IDACORP's Consolidated Financial Statements for a discussion of the property of IDACORP's consolidated Variable Interest Entities.

ITEM 3. LEGAL PROCEEDINGS

Reference is made to Note 8 of IDACORP's Consolidated Financial Statements.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

EXECUTIVE OFFICERS OF THE REGISTRANT

The names, ages and positions of all of the executive officers of IDACORP, Inc. are listed below along with their business experience during the past five years. There are no family relationships among these officers, nor is there any arrangement or understanding between any officer and any other person pursuant to which the officer was elected.

JAN B. PACKWOOD President and Chief Executive Officer, appointed May 30, 1999. Mr. Packwood also serves as Chief Executive Officer of Idaho Power Company, appointed March 1, 2002. Mr. Packwood was President and Chief Executive Officer of Idaho Power Company from May 30, 1999 to March 1, 2002. Age 61

J. LAMONT KEEN Executive Vice President, appointed March 1, 2002. Mr. Keen was Senior Vice President - Administration and Chief Financial Officer from May 5, 1999 to March 1, 2002. Mr. Keen also serves as President and Chief Operating Officer of Idaho Power Company, appointed March 1, 2002. Mr. Keen was Senior Vice President - Administration and Chief Financial Officer of Idaho Power Company from May 5, 1999 to March 1, 2002. Age 52

DARREL T. ANDERSON Senior Vice President - Administrative Services and Chief Financial Officer, appointed July 1, 2004. Mr. Anderson was Vice President, Chief Financial Officer and Treasurer from March 1, 2002 to July 1, 2004 and Vice President - Finance and Treasurer from May 5, 1999 to March 1, 2002. Mr. Anderson serves in the same position at Idaho Power Company. Age 46

THOMAS R. SALDIN Senior Vice President, General Counsel and Secretary, appointed October 1, 2004. Mr. Saldin was Executive Vice President and General Counsel of Albertson's Inc., a supermarket chain, from January 29, 1999 to his retirement on August 31, 2001. Mr. Saldin serves in the same position at Idaho Power Company. Age 58

DENNIS C. GRIBBLE Vice President and Treasurer, appointed July 15, 2004. Mr. Gribble was Finance Controller of Idaho Power Company from January 1, 1997 to July 15, 2004. Mr. Gribble serves in the same position at Idaho Power Company. Age 52

A. BRYAN KEARNEY Vice President and Chief Information Officer, appointed March 15, 2001. Mr. Kearney has been the Vice President and Chief Information Officer of Idaho Power Company since November 18, 1999. Age 42

LUCI K. MCDONALD Vice President - Human Resources, appointed December 6, 2004. Ms. McDonald was Corporate Staff Director of Human Resources of Boise Cascade Corporation, a forest products company, from September 16, 1999 to November 19, 2004. Ms. McDonald serves in the same position at Idaho Power Company. Age 47

GREGORY W. PANTER Vice President - Public Affairs, appointed April 1, 2001. Mr. Panter was self-employed with Greg Panter Consulting, a lobbying/government affairs business, from July 1, 1999 to April 1, 2001. Mr. Panter serves in the same position at Idaho Power Company. Age 56

LORI D. SMITH Vice President - Finance and Chief Risk Officer, appointed July 15, 2004. Ms. Smith was Director of Strategic Analysis of Idaho Power Company from January 1, 2000 to July 15, 2004. Ms. Smith serves in the same position at Idaho Power Company. Age 44

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

IDACORP, Inc.'s (IDACORP) common stock (without par value) is traded on the New York Stock Exchange and the Pacific Exchange. On December 31, 2004, there were 18,037 holders of record and the stock price was $30.57 per share.

The outstanding shares of Idaho Power Company's (IPC) common stock ($2.50 par value) are held by IDACORP and are not traded. IDACORP became the holding company of IPC on October 1, 1998.

The amount and timing of dividends payable on IDACORP's common stock are within the sole discretion of IDACORP's Board of Directors. The Board of Directors reviews the dividend rate quarterly to determine its appropriateness in light of IDACORP's current and long-term financial position and results of operations, capital requirements, rating agency requirements, legislative and regulatory developments affecting the electric utility industry in general and IPC in particular, competitive conditions and any other factors the Board of Directors deems relevant. In September 2003, IDACORP announced a decrease in the annual dividend from $1.86 to $1.20 per share. See further discussion of the dividend reduction in Part II, Item 7 - "MD&A - LIQUIDITY AND CAPITAL RESOURCES - Dividend Reduction." The ability of IDACORP to pay dividends on its common stock is dependent upon dividends paid to it by its subsidiaries, primarily IPC.

IPC's articles of incorporation contain restrictions on the payment of dividends on its common stock if preferred stock dividends are in arrears. IPC paid dividends toIDACORP of $46 million, $65 million and $70 million in 2004, 2003 and 2002, respectively. On September 20, 2004, IPC redeemed all of its outstanding preferred stock for $54 million using proceeds from the issuance of first mortgage bonds.

The following table shows the reported high and low sales price of IDACORP's common stock and dividends paid for 2004 and 2003 as reported in the consolidated transaction reporting system.

		2004 Quarters
Common Stock, without par value:		1^st	2^nd	3^rd	4^th
	High	$32.05	$30.66	$29.95	$32.95
	Low	29.32	25.30	26.05	29.05
	Dividends paid per share -cents	30.0	30.0	30.0	30.0

		2003 Quarters
Common Stock, without par value:		1^st	2^nd	3^rd	4^th
	High	$26.35	$27.92	$27.25	$30.19
	Low	20.60	22.65	23.15	25.42
	Dividends paid per share -cents	46.5	46.5	46.5	30.0

ITEM 6. SELECTED FINANCIAL DATA

IDACORP, Inc.
SUMMARY OF OPERATIONS
(thousands of dollars except per share amounts)
	2004		2003		2002		2001		2000
Operating Revenues	$	844,491	$	823,002	$	928,800	$	1,275,312	$	1,049,785
Operating income		93,251		84,062		75,640		242,289		247,310
Net income		72,983