SECURITIES AND EXCHANGE COMMISSION
                                
                     WASHINGTON, D.C.  20549
                                
                           FORM 10-K/A
                         Amendment No. 1
                                
        Annual Report Pursuant to Section 13 or 15 (d) of
               the Securities Exchange Act of 1934
                                
           For the fiscal year ended December 31, 1998
                  Commission File No. 33-95538
                                
                 SALTON SEA FUNDING CORPORATION
     (Exact name of registrant as specified in its charter)

Delaware                                     47-0790493
(State of                                    (I.R.S. Employer
Incorporation)                               Identification No.)

Salton Sea Brine Processing L.P.        California    33-0601721
Salton Sea Power Generation L.P.        California    33-0567411
Fish Lake Power LLC                     Delaware      33-0453364
Vulcan Power Company                    Nevada        95-3992087
CalEnergy Operating Corporation         Delaware      33-0268085
Salton Sea Royalty LLC                  Delaware      47-0790492
VPC Geothermal LLC                      Delaware      91-1244270
San Felipe Energy Company               California    33-0315787
Conejo Energy Company                   California    33-0268500
Niguel Energy Company                   California    33-0268502
Vulcan/BN Geothermal Power Company      Nevada        33-3992087
Leathers, L.P.                          California    33-0305342
Del Ranch, L.P.                         California    33-0278290
Elmore, L.P.                            California    33-0278294

                                
      302 S. 36th Street, Suite 400-A, Omaha, NE     68131
 (Address of principal executive offices and Zip Code of Salton
                    Sea Funding Corporation)

Salton Sea Funding Corporation's telephone number, including area code:  
                         (402) 231-1644

Securities registered pursuant to Section 12(b) of the Act:  N/A

Securities registered pursuant to Section 12(g) of the Act:  N/A

     Indicate by check mark whether the Registrant (1) has 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 Registrant was required  to
file  such  reports), and (2) has 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  Registrant's
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.  [  X  ]

  All common stock of Salton Sea Funding Corporation is held by
                      Magma Power Company.
 100  shares  of Common Stock were outstanding on  March  30, 1999.
     
     Documents incorporated by reference:  N/A

                           Signatures

   Pursuant  to the requirements of Section 13 or 15 (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              SALTON SEA FUNDING CORPORATION

                              By:/s/    David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/   Steven A. McArthur                                April 15,1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/   Patrick J. Goodman*                               April 15, 1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              SALTON SEA BRINE PROCESSING, L.P.
                              a California limited partnership

                        By:       Salton Sea Power Company,
                                  a California corporation, its
                                  general partner

                               By:/s/ David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel*                                  April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/   Steven A. McArthur                                April 15,1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior   Vice  President,  Chief  Financial  Officer  and   Chief
Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              SALTON SEA POWER GENERATION,
                               L.P.,
                              a California  limited partnership

                              By:  Salton Sea Power Company, a
                              California corporation, its
                              general partner

                               By:/s/ David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior   Vice  President,  Chief  Financial  Officer  and   Chief
Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                              Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              FISH LAKE POWER COMPANY
                          By:/s/  David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                  Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact



                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              VULCAN POWER COMPANY

                         By:/s/   David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                           CALENERGY OPERATING CORPORATION


                          By:/s/  David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact


                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              SALTON SEA ROYALTY COMPANY

                          By:/s/  David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                  Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                                
                                
                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              LEATHERS, L.P., a
                              California  limited partnership

                        By:   CalEnergy Operating Corporation, a
                              Delaware corporation, its
                              general partner

                               By:/s/ David L.Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                  Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior   Vice  President,  Chief  Financial  Officer  and   Chief
Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                             ELMORE  L.P., a California limited partnership

                     By:      CalEnergy Operating Corporation, a
                              Delaware corporation, its
                              general partner

                               By:/s/ David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior   Vice  President,  Chief  Financial  Officer  and   Chief
Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              DEL RANCH L.P., a
                              California  limited partnership

                     By:      CalEnergy Operating Corporation, a
                              Delaware corporation, its
                              general partner

                      By:/s/      David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior   Vice  President,  Chief  Financial  Officer  and   Chief
Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                                
                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              BN GEOTHERMAL INC., a
                              Delaware corporation

                       By:/s/     David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                  Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              NIGUEL ENERGY COMPANY, a
                              California  corporation

                       By:/s/     David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                  Date

/s/   David L. Sokol*                                   April 15, 1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15, 1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15, 1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact

                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              CONEJO ENERGY COMPANY, a
                              California  corporation

                    By:/s/        David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact


                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                              SAN FELIPE ENERGY COMPANY, a
                              California  corporation

                        By:/s/    David L. Sokol*
                                  David L. Sokol
                                  Director, Chairman of the Board
                                  and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                 Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact


                           Signatures

  Pursuant  to the requirements of Section 13 or 15  (d)  of  the
Securities  Exchange Act of 1934, the Registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto  duly  authorized,  in the  City  of  Omaha,  State  of
Nebraska, on April 15, 1999.

                         VULCAN/BN GEOTHERMAL POWER COMPANY,
                         a Nevada general partnership

                              By:  VULCAN POWER COMPANY,
                              a Nevada corporation, Partner

                                  By:/s/ David L. Sokol*
                                         David L. Sokol
                                         Director, Chairman of the Board
                                         and Chief Executive Officer

  Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, each thereunto duly authorized in the City of
Omaha, State of Nebraska, on the dates indicated.

Signature                                                   Date

/s/   David L. Sokol*                                   April 15,1999
David L. Sokol
Director, Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)

/s/   Gregory E. Abel     *                             April 15,1999
Gregory E. Abel
Director, President and Chief Operating Officer

/s/  Steven A. McArthur                                 April 15, 1999
Steven A. McArthur
Director, Senior Vice President and Secretary

/s/    Patrick J. Goodman*                              April 15,1999
Patrick J. Goodman
Senior Vice President, Chief Financial Officer
 and Chief Accounting Officer
(Principal Accounting Officer)

* By: /s/ Steven A. McArthur
          Steven A. McArthur
          Attorney-in-fact



The undersigned registrant hereby amends and supplements Item 14
of its Annual Report on Form 10-K for the fiscal year ended
December 31, 1998, by filing herewith an amended and restated
Exhibit Index which shall read as follows and by filing herewith
the following Exhibits noted by an asterisk (*):

                       INDEX TO EXHIBITS


Exhibit No.          Description of Exhibit

3.1 Articles   of   Incorporation  of  the  Funding   Corporation
    (incorporated  by  reference to Exhibit 3.1  to  the  Funding
    Corporation  Registration Statement on Form S-4 dated  August
    9, 1995, 33-95538 ("Form S-4")).

3.2 By-laws   of   the   Funding  Corporation  (incorporated   by
    reference to Exhibit 3.2 to the Funding Corporation  Form  S-
    4).

3.3 Limited  Partnership  Agreement  of  SSBP  (incorporated   by
    reference to Exhibit 3.3 to the Funding Corporation  Form  S-
    4).

3.4 Limited  Partnership  Agreement  of  SSPG  (incorporated   by
    reference to Exhibit 3.4 to the Funding Corporation  Form  S-
    4).

3.5 Articles  of  Incorporation  of Fish  Lake  (incorporated  by
    reference to Exhibit 3.5 to the Funding Corporation  Form  S-
    4).

3.6 By-laws  of  Fish Lake (incorporated by reference to  Exhibit
    3.6 to the Funding Corporation Form S-4).

3.7 Articles  of Incorporation of VPC (incorporated by  reference
    to Exhibit 3.7 to the Funding Corporation Form S-4).

3.8 By-laws of VPC (incorporated by reference to Exhibit  3.8  to
    the Funding Corporation Form S-4).

3.9 Articles  of Incorporation of CEOC (incorporated by reference
    to Exhibit 3.9 to the Funding Corporation Form S-4).

3.10By-laws  of  CEOC (incorporated by reference to Exhibit  3.10
    to the Funding Corporation Form S-4).

3.11Articles   of   Incorporation  of   the   Royalty   Guarantor
    (incorporated  by reference to Exhibit 3.11  to  the  Funding
    Corporation Form S-4).

3.12By-laws  of the Royalty Guarantor (incorporated by  reference
    to Exhibit 3.12 to the Funding Corporation Form S-4).

3.13          Certificate   of   Amendment  of   Certificate   of
  Incorporation dated as of March 26, 1996

3.14 Articles  of Incorporation of BNG (incorporated by reference
     to  Exhibit  3.13  to  the Funding Corporation  Registration
     Statement  on   Form  S-4  dated  July  2,  1996,  333-07527
     ("Funding Corporation II Form S-4")).

3.15 By-laws of BNG (incorporated by reference to Exhibit 3.14 to
     the Funding Corporation II Form S-4).

3.16       Articles  of Incorporation of San Felipe (incorporated
     by reference to Exhibit 3.15 to the Funding Corporation II Form S-
     4).

3.17       By-laws  of  San Felipe (incorporated by reference  to
     Exhibit 3.16 to the Funding Corporation II Form S-4).

3.18 Articles   of  Incorporation  of  Conejo  (incorporated   by
     reference to Exhibit 3.17 to the Funding Corporation II Form
     S-4).

3.19      By-laws of Conejo (incorporated by reference to Exhibit
     3.18 to the Funding Corporation II Form
     S-4).

3.20 Articles   of  Incorporation  of  Niguel  (incorporated   by
     reference to Exhibit 3.19 to the Funding Corporation II Form
     S-4).

3.21 By-laws of Niguel (incorporated by reference to Exhibit 3.20
     to the Funding Corporation II Form S-4).

3.22 General  Partnership  Agreement of Vulcan  (incorporated  by
     reference to Exhibit 3.21 to the Funding Corporation II Form
     S-4).

3.23 Limited  Partnership Agreement of Leathers (incorporated  by
     reference to Exhibit 3.22 to the Funding Corporation II Form
     S-4).

3.24       Amended and Restated Limited Partnership Agreement  of
     Del  Ranch (incorporated by reference to Exhibit 3.23 to the
     Funding Corporation II Form S-4).

3.25 Amended and Restated Limited Partnership Agreement of Elmore
     (incorporated  by reference to Exhibit 3.24 to  the  Funding
     Corporation II Form S-4).

4.1(a)     Indenture, dated as of July 21, 1995, between Chemical
     Trust  Company  of  California and the  Funding  Corporation
     (incorporated by reference to Exhibit 4.1(a) to the  Funding
     Corporation Form S-4).

4.1(b)     First Supplemental Indenture, dated as of October  18,
     1995,  between Chemical Trust Company of California and  the
     Funding  Corporation (incorporated by reference  to  Exhibit
     4.1(b) to the Funding Corporation Form S-4).

4.1(c)     Second  Supplemental Indenture, dated as of  June  20,
     1996,  between Chemical Trust Company of California and  the
     Funding  Corporation (incorporated by reference  to  Exhibit
     4.1(c) to the Funding Corporation II Form S-4).

4.1(d)     Third  Supplemental Indenture between  Chemical  Trust
     Company   of   California   and  the   Funding   Corporation
     (incorporated by reference to Exhibit 4.1(d) to the  Funding
     Corporation II Form S-4).

4.1(e)     Fourth  Supplemental Indenture between Chemical  Trust
     Company of California and the Funding Corporation. *

4.2  Salton Sea Secured Guarantee, dated as of July 21, 1995,  by
     SSBP,  SSPG and Fish Lake in favor of Chemical Trust Company
     of  California (incorporated by reference to Exhibit 4.2  to
     the Funding Corporation Form S-4).

4.3(a)    Partnership Guarantors Secured Limited Guarantee, dated
     as  of  July 21, 1995, by CEOC and VPC in favor of  Chemical
     Trust  Company of California (incorporated by  reference  to
     Exhibit 4.3 to the Funding Corporation Form S-4).

4.3(b)     Amended  and  Restated Partnership Guarantors  Secured
     Limited  Guarantee, dated as of June 20, 1996 by  CEOC,  and
     VPC,  Conejo,  Niguel, Sal Felipe, BNG, Del  Ranch,  Elmore,
     Leathers  and Vulcan in favor of Chemical Trust  Company  of
     California (incorporated by reference to Exhibit 4.3 to  the
     Funding Corporation II Form S-4).

4.3(c)    Second Amended and Restated Partnership Secured Limited
    Guarantee, dated as of October 13, 1998 by by CEOC, and  VPC,
    Conejo,  Niguel, Sal Felipe, BNG, Del Ranch, Elmore, Leathers
    and  Vulcan in favor of Chemical Trust Company of California.
    *

4.4 Royalty  Guarantor  Secured Limited Guarantee,  dated  as  of
    July  21, 1995, by the Royalty Guarantor in favor of Chemical
    Trust  Company  of California (incorporated by  reference  to
    Exhibit 4.4 to the Funding Corporation Form S-4).

4.5(a)    Exchange and Registration Rights Agreement, dated  July
    21,  1995,  by and among CS First Boston Corporation,  Lehman
    Brothers  Inc.  and the Funding Corporation (incorporated  by
    reference to Exhibit 4.5 to the Funding Corporation  Form  S-
    4).

4.5(b)     Exchange and Registration Rights Agreement, dated June
     20, 1996, by and between CS First Boston Corporation and the
     Funding  Corporation (incorporated by reference  to  Exhibit
     4.5  to the Funding Corporation II Form S-4).

4.6(a)    Collateral Agency and Intercreditor Agreement, dated as
    of  July 21, 1995, by and among Credit Suisse, Chemical Trust
    Company  of  California,  the  Funding  Corporation  and  the
    Guarantors (incorporated by reference to Exhibit 4.6  to  the
    Funding Corporation Form S-4).

4.6(b)      First   Amendment  to  the  Collateral   Agency   and
     Intercreditor Agreement, dated as of June 20, 1996,  by  and
     among  Credit Suisse, Chemical Trust Company of  California,
     the Funding Corporation and the Guarantors (incorporated  by
     reference  to  Exhibit 4.6(b) to the Funding Corporation  II
     Form S-4).

4.6(c)     Second   Amendment  to  the  Collateral   Agency   and
    Intercreditor  Agreement, dated as of October  13,  1998,  by
    and   among   Credit  Suisse,  Chemical  Trust   Company   of
    California, the Funding Corporation and the Guarantors. *

4.7 Stock  Pledge Agreement, dated as of July 21, 1995, by  Magma
    Power   Company  in  favor  of  Chemical  Trust  Company   of
    California (incorporated by reference to Exhibit 4.7  to  the
    Funding Corporation Form S-4).

4.8(a)    Purchase Agreement, dated July 18, 1995, by  and  among
    CS  First  Boston  Corporation,  Lehman  Brothers  Inc.,  the
    Guarantors  and  the  Funding  Corporation  (incorporated  by
    reference to Exhibit 4.8 to the Funding Corporation  Form  S-
    4).

4.8(b)     Purchase Agreement, dated June 17, 1996, by and  among
     CS  First Boston Corporation, the Guarantors and the Funding
     Corporation  (incorporated by reference to Exhibit  4.8   to
     the Funding Corporation II Form S-4).

4.8(c)    Purchase Agreement, dated October 13, 1998 by and among
     CS  First Boston Corporation, the Guarantors and the Funding
     Corporation. *

4.9       Support Letter, dated as of July 21, 1995, by and among
    Magma   Power  Company,  the  Funding  Corporation  and   the
    Guarantors (incorporated by reference to Exhibit 4.9  to  the
    Funding Corporation Form S-4).

4.37 Debt  Service  Reserve  Letter of Credit  and  Reimbursement
     Agreement, dated as of July 21, 1995, by and among the Funding
     Corporation,  certain  banks and  Credit  Suisse,  as  agent
     (incorporated  by reference to Exhibit 4.10 to  the  Funding
     Corporation Form S-4).

4.10(a)    Amendment to Notes and to Amended Debt Service Reserve
     Letter  of Credit and Reimbursement Agreement, dated October
     13,  1998,  by  and  among the Funding Corporation,  certain
     banks and Credit Suisse, as agent. *

4.11       Revolving Credit Agreement, dated as of July 21, 1995,
     by  and  among  Credit  Suisse and the  Funding  Corporation
     (incorporated  by reference to Exhibit 4.11 to  the  Funding
     Corporation Form S-4).

4.12Salton  Sea  Credit Agreement, dated July 21,  1995,  by  and
    among SSBP, SSPG and Fish Lake (incorporated by reference  to
    Exhibit 4.12 to the Funding Corporation Form S-4).

4.13Salton  Sea Project Note, dated July 21, 1995, by SSBP,  SSPG
    and   Fish   Lake   in  favor  of  the  Funding   Corporation
    (incorporated  by reference to Exhibit 4.13  to  the  Funding
    Corporation Form S-4).

4.13(a)   Salton Sea Project Note (SSI), dated October 13,  1998,
    by  SSBP,  SSPG  and  Fish  Lake  in  favor  of  the  Funding
    Corporation. *

4.13(b)   Salton  Sea  Project Note (SSIII),  dated  October  13,
    1998, by SSBP, SSPG and Fish Lake in favor of the Funding. *

4.14(a)   Deposit and Disbursement Agreement, dated  as  of  July
    21,  1995,  by  and  among the Funding Corporation,  Chemical
    Trust  Company of California and the Guarantors (incorporated
    by  reference to Exhibit 4.14 to the Funding Corporation Form
    S-4).

4.14(b)    Amendment No. 1 to Deposit and Disbursement Agreement,
     dated  as  of  June  20,  1996, by  and  among  the  Funding
     Corporation,  Chemical Trust Company of California  and  the
     Guarantors (incorporated by reference to Exhibit 4.14(b)  to
     the Funding Corporation II Form S-4).

4.14(c)    Amended   and   Restated  Deposit   and   Disbursement
    Agreement,  dated as of October 13, 1998, by  and  among  the
    Funding  Corporation,  Chemical Trust Company  of  California
    and the Guarantors. *

4.15Partnership Interest Pledge Agreement, dated as of  July  21,
    1995, by Magma Power Company and Salton Sea Power Company  in
    favor  of  Chemical Trust Company of California (incorporated
    by  reference to Exhibit 4.15 to the Funding Corporation Form
    S-4).

4.16Partnership Interest Pledge Agreement, dated as of  July  21,
    1995,  by  SSBP  and  Salton Sea Power Company  in  favor  of
    Chemical   Trust  Company  of  California  (incorporated   by
    reference to Exhibit 4.16 to the Funding Corporation Form  S-
    4).

4.17Stock  Pledge  Agreement (Pledge of Stock  of  Fish  Lake  by
    Magma  Power Company and the Funding Corporation),  dated  as
    of  July  21,  1995, by Magma Power Company and  the  Funding
    Corporation in favor of Chemical Trust Company of  California
    (incorporated  by reference to Exhibit 4.17  to  the  Funding
    Corporation Form S-4).

4.18Cost  Overrun Commitment, dated as of July 21, 1995,  between
    MidAmerican,  SSPG,  SSBP  and  Fish  Lake  (incorporated  by
    reference to Exhibit 4.18 to the Funding Corporation Form  S-
    4).

4.19(a)   Partnership Guarantors Credit Agreement, dated July 21,
    1995,  by  and  among  CEOC, VPC and the Funding  Corporation
    (incorporated  by reference to Exhibit 4.19  to  the  Funding
    Corporation Form
    S-4).

4.19(b)    Amended  and  Restated Partnership  Guarantors  Credit
     Agreement, dated June 20, 1996, by and among the Partnership
     Guarantors  and  the  Funding Corporation  (incorporated  by
     reference to Exhibit 4.19 to the Funding Corporation II Form
     S-4).

4.19(c)   Second  Amended  and  Restated  Partnership  Guarantors
    Credit  Agreement, dated October 13, 1998, by and  among  the
    Partnership Guarantors and the Funding Corporation. *

4.20Partnership  Guarantors Security Agreement and Assignment  of
    Rights,  dated as of July 21, 1995, by CEOC and VPC in  favor
    of  Chemical  Trust  Company of California  (incorporated  by
    reference to Exhibit 4.20 to the Funding Corporation Form  S-
    4).

4.21Stock  Pledge  Agreement (Pledge of Stock of  CEOC  by  Magma
    Power Company and the Funding Corporation), dated as of  July
    21,  1995, by Magma Power Company and Funding Corporation  in
    favor  of  Chemical Trust Company of California (incorporated
    by  reference to Exhibit 4.21 to the Funding Corporation Form
    S-4).

4.22Stock  Pledge  Agreement (Pledge of Stock  of  VPC  by  Magma
    Power Company and the Funding Corporation), dated as of  July
    21,  1995, by Magma Power Company and the Funding Corporation
    in   favor   of   Chemical   Trust  Company   of   California
    (incorporated  by reference to Exhibit 4.22  to  the  Funding
    Corporation Form S-4).

4.23Royalty   Guarantor  Credit  Agreement,  among  the   Royalty
    Guarantor and the Funding Corporation, dated as of  July  21,
    1995  (incorporated  by  reference to  Exhibit  4.23  to  the
    Funding Corporation Form S-4).

4.24Royalty  Project  Note, dated as of July  21,  1995,  by  the
    Royalty   Guarantor  in  favor  of  the  Funding  Corporation
    (incorporated  by reference to Exhibit 4.24  to  the  Funding
    Corporation Form S-4).

4.25Royalty Security Agreement and Assignment of Revenues,  dated
    as  of  July 21, 1995, by the Royalty Guarantor in  favor  of
    Chemical   Trust  Company  of  California  (incorporated   by
    reference to Exhibit 4.25 to the Funding Corporation Form  S-
    4).

4.26Royalty  Deed  of Trust, dated as of July 21,  1995,  by  the
    Royalty  Guarantor to Chicago Title Company for the  use  and
    benefit    of    Chemical   Trust   Company   of   California
    (incorporated  by reference to Exhibit 4.26  to  the  Funding
    Corporation Form S-4).

4.27Stock  Pledge Agreement (Pledge of Stock of Royalty Guarantor
    by  Magma  Power Company and the Funding Corporation),  dated
    as  of  July 21, 1995, by Magma Power Company and the Funding
    Corporation in favor of Chemical Trust Company of  California
    (incorporated  by reference to Exhibit 4.27  to  the  Funding
    Corporation Form S-4).

4.28Collateral  Assignment  of the Imperial  Irrigation  District
    Agreements,  dated  as of July 21, 1995, by  SSBP,  SSPG  and
    Fish  Lake  in favor of Chemical Trust Company of  California
    (incorporated  by reference to Exhibit 4.28  to  the  Funding
    Corporation Form S-4).

4.29Collateral  Assignments  of Certain  Salton  Sea  Agreements,
    dated  as  of July 21, 1995, by SSBP, SSPG and Fish  Lake  in
    favor  of  Chemical Trust Company of California (incorporated
    by  reference to Exhibit 4.29 to the Funding Corporation Form
    S-4).

4.30Debt  Service  Reserve Letter of Credit by Credit  Suisse  in
    favor  of  Chemical Trust Company of California (incorporated
    by  reference to Exhibit 4.30 to the Funding Corporation Form
    S-4).

4.31Partnership  Project Note, dated July 21, 1995,  by  VPC  and
    CEOC in favor of the Funding Corporation.

4.31(a)   Partnership Project Note (SSI), dated October 13, 1998,
    by VPC and CEOC in favor of the Funding Corporation. *

4.31(b)   Partnership  Project  Note (SSII),  dated  October  13,
    1998, by VPC and CEOC in favor of the Funding Corporation. *

4.31(c)   Partnership  Project Note (SSIII),  dated  October  13,
    1998, by VPC and CEOC in favor of the Funding Corporation. *

4.32 Collateral  Assignment of the Imperial  Irrigation  District
     Agreements,  dated as of June 20, 1996, by  Vulcan,  Elmore,
     Leathers,  VPC  and  Del Ranch in favor  of  Chemical  Trust
     Company  of California (incorporated by reference to Exhibit
     4.29 to the Funding Corporation II Form S-4).

4.33 Collateral  Assignments  of Certain Partnership  Agreements,
     dated  as  of June 20, 1996, by Vulcan Elmore, Leathers  and
     Del  Ranch  in favor of Chemical Trust Company of California
     (incorporated  by reference to Exhibit 4.31 to  the  Funding
     Corporation II Form S-4).

4.34 Debt  Service Reserve Letter of Credit by Credit  Suisse  in
     favor  of Chemical Trust Company of California (incorporated
     by  reference to Exhibit 4.32 to the Funding Corporation  II
     Form S-4).

4.35 Partnership  Project  Note, dated  June  20,  1996,  by  the
     Partnership  Guarantors in favor of the Funding  Corporation
     in  the  principal  amount of $54,956,000  (incorporated  by
     reference to Exhibit 4.33 to the Funding Corporation II Form
     S-4).

4.36 Partnership  Project  Note, dated  June  20,  1996,  by  the
     Partnership  Guarantors in favor of the Funding  Corporation
     in  the  principal  amount of $135,000,000 (incorporated  by
     reference to Exhibit 4.34 to the Funding Corporation II Form
     S-4).

4.37 Deed  of  Trust,  dated as of June 20, 1996,  by  Vulcan  to
     Chicago Title Company for the use and benefit of Chemical Trust
     Company of California (incorporated by reference to Exhibit 4.35
     to the Funding Corporation II Form S-4).

4.37(a)    First  Amendment to Deed of Trust, dated  October  13,
     1998  by  Vulcan to Chicago Title Company for  the  use  and
     benefit of Chemical Trust Company of California. *

4.38 Deed  of  Trust,  dated as of June 20, 1996,  by  Elmore  to
     Chicago  Title Company for the use and benefit  of  Chemical
     Trust  Company of California (incorporated by  reference  to
     Exhibit 4.36 to the Funding Corporation II Form S-4).

4.38(a)    First  Amendment to Deed of Trust, dated  October  13,
     1998,  by  Elmore to Chicago Title Company for the  use  and
     benefit of Chemical Trust Company of California. *

4.39 Deed  of  Trust, dated as of June 20, 1996, by  Leathers  to
     Chicago  Title Company for the use and benefit  of  Chemical
     Trust  Company of California (incorporated by  reference  to
     Exhibit 4.37 to the Funding Corporation II Form S-4).

4.39(a)    First  Amendment to Deed of Trust, dated  October  13,
     1998,  by Leathers to Chicago Title Company for the use  and
     benefit of Chemical Trust Company of California. *

4.40 Deed  of  Trust, dated as of June 20, 1996, by Del Ranch  to
     Chicago  Title Company for the use and benefit  of  Chemical
     Trust  Company of California (incorporated by  reference  to
     Exhibit 4.38 to the Funding Corporation II Form S-4).

4.40(a)    First  Amendment to Deed of Trust, dated  October  13,
     1998, by Del Ranch to Chicago Title Company for the use  and
     benefit of Chemical Trust Company of California. *

4.41 Stock  Pledge Agreement, Dated as of June 20, 1996, by CEOC,
     pledging the stock of Conejo, Niguel and San Felipe in favor
     of  Chemical Trust Company of California for the benefit  of
     the    Secured   Parties   and   the   Funding   Corporation
     (incorporated  by reference to Exhibit 4.39 to  the  Funding
     Corporation II Form S-4).

4.42 Stock  Pledge Agreement, dated as of June 20, 1996, by  VPC,
     pledging the stock of BNG in favor of Chemical Trust Company
     of California for the benefit of the Secured Parties and the
     Funding  Corporation (incorporated by reference  to  Exhibit
     4.40 to the Funding Corporation II Form S-4).

4.43 Partnership Interest Pledge Agreement, dated as of June  20,
     1996, by VPC and BNG, pledging the partnership interests  in
     Vulcan in favor of Chemical Trust Company of California  for
     the   benefit  of  the  Secured  Parties  and  the   Funding
     Corporation  (incorporated by reference to Exhibit  4.41  to
     the Funding Corporation II Form S-4).

4.44      Partnership Interest Pledge Agreement, dated as of June
     20, 1996, by Magma, CEOC and each of Conejo, Niguel, San Felipe,
     respectively, pledging the partnership interests in Del Ranch,
     Elmore and Leathers, respectively, in favor of Chemical Trust
     Company of California for the benefit of the Secured Parties and
     the Funding Corporation (incorporated by reference to Exhibit
     4.42 to the Funding Corporation II Form S-4).

4.45 Agreement regarding Security Documents, dated as of June 20,
     1996, by and among the Initial Guarantors, Magma, SSPC,  the
     Funding Corporation and Chemical Trust Company of California
     (incorporated  by reference to Exhibit 4.43 to  the  Funding
     Corporation II Form S-4).

10.1(a)   Salton Sea Deed of Trust, Assignment of Rents, Security
     Agreement and Fixture Filing, dated as of July 21, 1995,  by
     SSBP,  SSPG and Fish Lake to Chicago Title Company  for  the
     use  and  benefit  of Chemical Trust Company  of  California
     (incorporated  by reference to Exhibit 10.1 to  the  Funding
     Corporation Form S-4) .

10.1(b)   First Amendment to Salton Sea Deed of Trust, Assignment
     of  Rents, Security Agreement and Fixed  Filing, dated as of
     June  20, 1996, by SSBP, SSPG and Fish Lake to Chicago Title
     Company  for  the      use  and benefit  of  Chemical  Trust
     Company  of California (incorporated by reference to Exhibit
     10.2 to the Funding Corporation II Form S-4).

10.1(c)    Second  Amendment  to  Salton  Sea  Deed   of   Trust,
    Assignment  of  Rents, Security Agreement and  Fixed  Filing,
    dated as of October 13, 1998, by SSBP, SSPG and Fish Lake  to
    Chicago  Title  Company for the use and benefit  of  Chemical
    Trust Company of California. *

10.2Collateral  Assignment of Southern California Edison  Company
    Agreements, dated as of July 21, 1995, by SSPG and Fish  Lake
    in   favor   of   Chemical   Trust  Company   of   California
    (incorporated  by reference to Exhibit 10.2  to  the  Funding
    Corporation Form S-4).

10.3Contract  for  the Purchase and Sale of Electric  Power  from
    the  Salton Sea Geothermal Facility, dated May 9,  1987  (the
    "Unit   1   Power  Purchase  Agreement"),  between   Southern
    California   Edison   Company   and   Earth   Energy,    Inc.
    (incorporated  by reference to Exhibit 10.3  to  the  Funding
    Corporation Form S-4).

10.4Amendment  No.  1  to  the Unit 1 Power  Purchase  Agreement,
    dated  as  of  March  30, 1993, between  Southern  California
    Edison  Company  and  Earth  Energy,  Inc.  (incorporated  by
    reference to Exhibit 10.4 to the Funding Corporation Form  S-
    4).

10.5Amendment  No.  2  to Unit 1 Power Purchase Agreement,  dated
    November   29,  1994,  between  Southern  California   Edison
    Company  and SSPG (incorporated by reference to Exhibit  10.5
    to the Funding Corporation Form S-4).

10.6Contract  for the Purchase and Sale of Electric Power,  dated
    April  16,  1985  (the  "Unit 2 Power  Purchase  Agreement"),
    between  Southern California Edison Company and  Westmoreland
    Geothermal  Associates (incorporated by reference to  Exhibit
    10.6 to the Funding Corporation Form S-4).

10.7Amendment No. 1 to Unit 2 Power Purchase Agreement, dated  as
    of  December  18,  1987, between Southern  California  Edison
    Company and Earth Energy, Inc. (incorporated by reference  to
    Exhibit 10.7 to the Funding Corporation Form S-4).

10.8Power  Purchase Contract, dated April 16, 1985 (the  "Unit  3
    Power   Purchase  Agreement"),  between  Southern  California
    Edison   Company   and  Union  Oil  Company   of   California
    (incorporated  by reference to Exhibit 10.8  to  the  Funding
    Corporation Form S-4).

10.9Power   Purchase   Contract  (the  "Unit  4  Power   Purchase
    Agreement"),  dated  November  29,  1994,  between   Southern
    California  Edison Company, SSPG and Fish Lake  (incorporated
    by  reference to Exhibit 10.9 to the Funding Corporation Form
    S-4).

10.10     Plant  Connection Agreement (Unit 2), dated October  3,
    1989,  between  the  Imperial Irrigation District  and  Earth
    Energy,  Inc. (incorporated by reference to Exhibit 10.10  to
    the Funding Corporation Form S-4).

10.11     Plant Connection Agreement, dated August 2, 1988  (Unit
    3),  between  the  Imperial Irrigation  District  and  Desert
    Power Company (incorporated by reference to Exhibit 10.11  to
    the Funding Corporation Form S-4).

10.12     Imperial  Irrigation District Funding and  Construction
    Agreements as amended (Units 2 and 3), dated as of  June  29,
    1987,  among the Imperial Irrigation District, Earth  Energy,
    Inc.,  Chevron  Geothermal Company of  California,  Geo  East
    Mesa  No. 3, Inc., Magma Power Company, Desert Power Company,
    Geo  East Mesa No. 2, Inc., Heber Geothermal Company,  Ormesa
    Geothermal, Ormesa Geothermal II, Vulcan/BN Geothermal  Power
    Company,  Union  Oil Company of California, Del  Ranch  L.P.,
    Elmore   L.P.,   Leathers  L.P.,  Geo   East   Mesa   Limited
    Partnership  and Imperial Resource Recovery Associates,  L.P.
    (incorporated  by reference to Exhibit 10.12 to  the  Funding
    Corporation Form S-4).

10.13     Transmission Service Agreement, dated as of October  3,
    1989  (Unit 2), between the Imperial Irrigation District  and
    Earth  Energy,  Inc.  (incorporated by reference  to  Exhibit
    10.13 to the Funding Corporation Form S-4).

10.14     Transmission Service Agreement, dated as of  August  2,
    1988  (Unit 3), between the Imperial Irrigation District  and
    Desert  Power Company (incorporated by reference  to  Exhibit
    10.14 to the Funding Corporation Form S-4).

10.15     Plant  Connection Agreement (Unit 4), dated as of  July
    14,  1995,  by and between the Imperial Irrigation  District,
    SSPG  and  Fish  Lake (incorporated by reference  to  Exhibit
    10.15 to the Funding Corporation Form S-4).

10.16     Letter Agreement, dated February 2, 1995, between Magma
    Power   Company   and   the  Imperial   Irrigation   District
    (incorporated  by reference to Exhibit 10.16 to  the  Funding
    Corporation Form S-4).

10.17     Transmission Service Agreement (Unit 4),  dated  as  of
    July  14,  1995,  by  and  between  the  Imperial  Irrigation
    District,  SSPG and Fish Lake (incorporated by  reference  to
    Exhibit 10.17 to the Funding Corporation Form S-4).

10.18     Transmission  Line  Construction  Agreement  (Unit  4),
    dated   July   14,  1995,  between  the  Imperial  Irrigation
    District,  SSPG and Fish Lake (incorporated by  reference  to
    Exhibit 10.18 to the Funding Corporation Form S-4).

10.19     Funding  Agreement,  dated  June  15,  1988  (Unit  2),
    between  Southern California Edison Company and Earth Energy,
    Inc.  (incorporated  by reference to  Exhibit  10.19  to  the
    Funding Corporation Form S-4).

10.20     Second  Amended  and  Restated Administrative  Services
    Agreement,  by  and  among CEOC, SSBP, SSPG  and  Fish  Lake,
    dated  as  of  July 15, 1995 (incorporated  by  reference  to
    Exhibit 10.20 to the Funding Corporation Form S-4).

10.21     Second  Amended and Restated Operating and  Maintenance
    Agreement,  dated  as of July 15, 1995, by  and  among  Magma
    Power  Company,  SSBP,  SSPG and Fish Lake  (incorporated  by
    reference to Exhibit 10.21 to the Funding Corporation Form S-
    4).

10.22       Intentionally Omitted.

10.23      Collateral  Assignment of Southern  California  Edison
     Company  Agreements, dated as of June 20, 1996,  by  Vulcan,
     Elmore,  Leathers and Del Ranch in favor of  Chemical  Trust
     Company  of California (incorporated by reference to Exhibit
     10.23 to the Funding Corporation II Form S-4).

10.24     Administrative Services Agreement, dated as of June 17,
     1996, between CEOC and Vulcan (incorporated by reference  to
     Exhibit 10.24 to the Funding Corporation II Form S-4).

10.25       Amended  and  Restated  Construction,  Operating  and
     Accounting Agreement, dated as of June 17, 1996, between VPC
     and  Vulcan (incorporated by reference to Exhibit  10.25  to
     the Funding Corporation II Form S-4).

10.26           Long Term Power Purchase Contract, dated March 1,
     1984, as amended, between SCE and Vulcan, as successor to Magma
     Electric Company (incorporated by reference to Exhibit 10.26 to
     the Funding Corporation II Form S-4).

10.27     Transmission Service Agreement, dated December 1, 1988,
     between  VPC and IID (incorporated by reference  to  Exhibit
     10.27 to the Funding Corporation II Form S-4).

10.28      Plant  Connection Agreement, dated as of  December  1,
     1988,  between  VPC and IID (incorporated  by  reference  to
     Exhibit 10.28 to the Funding Corporation II Form S-4).

10.29            Amended  and  Restated  Administrative  Services
     Agreement, dated as of June 17, 1996 between CEOC and Elmore
     (incorporated by reference to Exhibit 10.29 to  the  Funding
     Corporation II Form S-4).

10.30       Amended   and  Restated  Operating  and   Maintenance
     Agreement,  dated  as  of June 17, 1996,  between  CEOC  and
     Elmore  (incorporated by reference to Exhibit 10.30  to  the
     Funding Corporation II Form S-4).

10.31     Long Term Power Purchase Contract, dated June 15, 1984,
     as  amended, between SCE and Elmore, as successor  to  Magma
     Electric Company (incorporated by reference to Exhibit 10.31
     to the Funding Corporation II Form S-4).

10.32      Transmission Service Agreement, dated as of August  2,
     1988,  as  amended, between Elmore and IID (incorporated  by
     reference  to  Exhibit 10.32 to the Funding  Corporation  II
     Form S-4).

10.33     Plant Connection Agreement, dated as of August 2, 1988,
     between Elmore and IID (incorporated by reference to Exhibit
     10.33  to the Funding Corporation II Form S-4).

10.34     Amended and Restated Administrative Services Agreement,
     dated  as  of  June  17,  1996, between  CEOC  and  Leathers
     (incorporated by reference to Exhibit 10.34 to  the  Funding
     Corporation II Form S-4).

10.35       Amended   and  Restated  Operating  and   Maintenance
     Agreement,  dated  as  of June 17, 1996,  between  CEOC  and
     Leathers (incorporated by reference to Exhibit 10.35 to  the
     Funding Corporation II Form S-4).

10.36      Long  Term  Power Purchase Contract, dated August  16,
     1985, as amended, between SCE and Leathers, as successor  to
     Imperial  Energy Corporation (incorporated by  reference  to
     Exhibit 10.36 to the Funding Corporation II Form S-4).

10.37            Transmission  Service  Agreement,  dated  as  of
     October  3,  1989,  as  amended, between  Leathers  and  IID
     (incorporated by reference to Exhibit 10.37 to  the  Funding
     Corporation II Form S-4).

10.38          Plant Connection Agreement, dated as of October 3,
     1989, between Leathers and IID (incorporated by reference to
     Exhibit 10.38 to the Funding Corporation II Form S-4).

10.39     Amended and Restated Administrative Services Agreement,
     dated  as  of  June  17, 1996, between CEOC  and  Del  Ranch
     (incorporated by reference to Exhibit 10.39 to  the  Funding
     Corporation II Form S-4).

10.40       Amended   and  Restated  Operating  and   Maintenance
     Agreement, dated as of June 17, 1996, between CEOC  and  Del
     Ranch  (incorporated by reference to Exhibit  10.40  to  the
     Funding Corporation II Form S-4).

10.41      Long Term Power Purchase Contract, dated February  22,
     1984, as amended, between SCE and Del Ranch, as successor to
     Magma  (incorporated by reference to Exhibit  10.41  to  the
     Funding Corporation II Form S-4).

10.42      Transmission Service Agreement, dated as of August  2,
     1988, as amended, between Del Ranch and IID (incorporated by
     reference  to  Exhibit 10.42 to the Funding  Corporation  II
     Form S-4).

10.43     Plant Connection Agreement, dated as of August 2, 1988,
     between  Del  Ranch and IID (incorporated  by  reference  to
     Exhibit 10.43 to the Funding Corporation II Form S-4).

10.44      Funding Agreement, dated May 18, 1990, between SCE and
     Del Ranch (incorporated by reference to Exhibit 10.44 to the
     Funding Corporation II Form S-4).

10.45      Funding Agreement, dated May 18, 1990, between SCE and
     Elmore  (incorporated by reference to Exhibit 10.45  to  the
     Funding Corporation II Form S-4).

10.46     Funding Agreement, dated June 15, 1990, between SCE and
     Leathers (incorporated by reference to Exhibit 10.46 to  the
     Funding Corporation II Form S-4).

10.47      Funding Agreement, dated May 18, 1990, between SCE and
     Leathers (incorporated by reference to Exhibit 10.47 to  the
     Funding Corporation II Form S-4).

10.48      Funding Agreement, dated May 18, 1990, between SCE and
     Vulcan  (incorporated by reference to Exhibit 10.48  to  the
     Funding Corporation II Form S-4).

24. Power of Attorney

27. Financial Data Schedule.