<PAGE>                              



         FORM 10-QSB - Quarterly Report Under Section 13 or 15(d)
                  of the Securities Exchange Act of 1934

                               UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549

                                FORM 10-QSB

[ X ] Quarterly Report pursuant to Section 13 or 15(d) of the Securities 
      Exchange Act of 1934.
      For the period ended         March 31, 1998        
                                 ------------------

                              or

[   ] Transition Report Pursuance to Section 13 or 15(d) of the Securities 
Exchange act of 1934.
For the transition period from                   to                         

Commission File Number            0-22027                                  
                           ------------------

                         ROCKY MOUNTAIN POWER CO.                          
           ----------------------------------------------------
          (Exact name of registrant as specified in its charter)

                Colorado                             84-0503585  
   ------------------------------                ----------------
  (State or other jurisdiction of               (I.R.S. Employer
   incorporation or organization               Identification No.)

  12835 E. Arapahoe Road, T-II, Ste. 110, Englewood, CO    80046       
  ----------------------------------------------------------------
     (Address of principal executive offices)            (Zip Code)

                            (303) 792-2466 
          --------------------------------------------------
         (Registrant's telephone number, including area code)

       -------------------------------------------------------------- 
      (Former name, former address and former fiscal year, if changed
                            since last report.)

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.
                         [ X ] Yes   [   ] No
 
       APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                     DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and 
reports required to be filed by Sections 12, 13 or 15(d) of the Securities 
Exchange Act of 1934 subsequent to the distribution of securities under a 
plan confirmed by a court.
                         [   ] Yes   [   ] No

                   APPLICABLE ONLY TO CORPORATE ISSUERS:
     
As of March 31, 1998, Registrant had 609,570 shares of common stock, $.05 par 
value, outstanding.

<PAGE>

                                 INDEX

                                                               Page
                                                              Number

Part I.   Financial Information

     Item I.   Financial Statements
                    
               Balance Sheets as of March 31, 1998
                 and October 31, 1996                           2

               Statement of Operations, Three Months
                 Ended March 31, 1998 and March 31, 1997        3

               Statement of Operations, Nine Months
                 Ended March 31, 1998 and March 31, 1997        4

               Statement of Cash Flows, Three Months
                 Ended March 31, 1998 and March 31, 1997        5

               Statement of Cash Flows, Nine Months
                 Ended March 31, 1998 and March 31, 1997        6

               Notes to Financial Statements                    7

     Item 2.   Management's Discussion and Analysis of 
                 Financial Conditions and Results of 
                 Operations                                     8

Part II.  Other Information                                     9

                                   1
<PAGE>
                       ROCKY MOUNTAIN POWER CO.
                     AND CONSOLIDATED SUBSIDIARIES

                      CONSOLIDATED BALANCE SHEETS
                            (Unaudited)

                              ASSETS
                              ------
<TABLE>
<CAPTION>
                                                   March 31,      June 30, 
                                                     1998           1997   
                                                   ---------      --------
<S>                                             <C>           <C>
Current Assets:
  Cash                                           $   338,483   $ 1,159,431 
  Certificates of purchase, real estate
   foreclosures                                      239,138       566,577 
  Mortgage notes receivable, current
   portion                                            65,653        59,655 
  Deferred income taxes receivable, current                -         5,773 
  Other                                               11,798        41,140 
                                                     -------     ---------
    Total Current Assets                             655,072     1,832,576 
  
Real estate, net of accumulated deprec-
 iation of $3,625 at March 31, 1998 and
 $21,758 at October 31, 1996                         244,692       824,930 
Transportation equipment, net of accumulated
 depreciation of $2,375 at March 31, 1998 and
 $125 and June 30, 1997                               12,625        14,875 
Mortgage notes receivable, net of
 current portion                                   1,199,917     1,504,322 
Other                                                 81,827        80,827 
                                                 -----------   -----------
TOTAL ASSETS                                     $ 2,194,133   $ 4,257,530 
                                                 ===========   ===========
  
                     LIABILITIES AND STOCKHOLDERS' EQUITY
  
Current Liabilities:
  Accounts payable and accrued expenses          $    69,813   $     8,301 
  Notes payable, current portion                       7,286     1,018,758 
  Note payable, related party                              -       150,000 
  Income taxes payable                                20,005        16,160 
  Deferred taxes payable, current portion             21,927        21,927 
  Other                                                  124        12,523 
                                                     -------     ---------
    Total Current Liabilities                        119,155     1,227,669 

Deferred taxes payable, long term                     43,458        41,822 
Notes payable, net of current portion                 31,404       610,663 
                                                      ------       -------  
TOTAL LIABILITIES                                    194,017     1,880,154 
                                                     -------     ---------
Stockholders' Equity:
  Preferred stock, $25.00 par value, 200,000
   shares authorized, none issued & outstanding            -             - 
  Common stock, $.05 par value, 100,000,000
   shares authorized, 609,570 shares issued
   and outstanding at March 31, 1998 and
   752,537 shares at June 30, 1997                    30,339        37,487 
  Additional paid-in capital                       1,607,542     2,065,234 
  Retained earnings                                  362,235       274,655 
                                                   ---------     ---------
TOTAL STOCKHOLDERS' EQUITY                         2,000,116     2,377,376 
                                                   ---------     ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $ 2,194,133   $ 4,257,530 
                                                 ===========   ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
                                   2
<PAGE>

                           ROCKY MOUNTAIN POWER CO.
                        AND CONSOLIDATED SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)
<TABLE>
<CAPTION>
                                                     Three Months Ended    
                                                   March 31,     March 31, 
                                                     1998          1997    
                                                   ---------     ---------
<S>                                               <C>            <C>
Revenue:
  Rent income                                          2,207        49,500 
  Interest income                                     31,799        23,605 
  Gain on disposition of asset (Note 2)               82,809             - 
  Other income                                        27,769         4,437 
                                                     -------        ------
                                                     144,584        77,542 
                                                     -------        ------
Operating Expenses:
  Depreciation                                         1,126         7,304 
  Interest                                             6,227        16,350 
  Rent                                                 9,705             - 
  Auditing and accounting                                388             - 
  Other                                               41,339        22,136 
                                                      ------        ------
                                                      58,785        45,790 
                                                      ------        ------
Net income before provision
 for income taxes                                     85,799        31,752 

Provision for income taxes                            15,648         3,402 
                                                      ------        ------ 
Net income                                        $   70,151    $   28,350 
                                                  ==========    ==========
Per Share                                         $      .09    $      .04 
                                                  ==========    ==========
Weighted Average Shares Outstanding                  752,537       673,808 
                                                  ==========    ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
                           







                                   3
<PAGE>

                           ROCKY MOUNTAIN POWER CO.
                        AND CONSOLIDATED SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF INCOME
                               (Unaudited)
<TABLE>
<CAPTION>
                                                      Nine Months Ended    
                                                   March 31,     March 31, 
                                                     1998          1997    
                                                   ---------     ---------
<S>                                              <C>            <C>
Revenue:
  Rent income                                         23,095       104,101 
  Interest income                                    111,385        83,969 
  Gain on dispostion of asset (Note 2)                82,809             - 
  Other income                                        50,969         5,437 
                                                     -------       -------
                                                     268,258       193,507 
                                                     -------       -------
Operating Expenses:
  Depreciation                                        11,125        14,692 
  Interest                                            43,730        48,089 
  Rent                                                23,366         2,426 
  Audit and accounting                                11,173         5,217 
  Other                                               71,278        42,559 
                                                     -------       -------
                                                     160,672       112,983 
                                                     -------       -------
Net income before provision
 for income taxes                                    107,586        80,524 

Provision for income taxes                            20,005        13,988 
                                                     -------       -------
Net income                                        $   87,581    $   66,536 
                                                  ==========    ==========
Per Share                                         $      .12    $      .10 
                                                  ==========    ==========
Weighted Average Shares Outstanding                  752,537       686,904 
                                                  ==========    ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.



                                  4
<PAGE>
                        ROCKY MOUNTAIN POWER CO.
                     AND CONSOLIDATED SUBSIDIARIES
                                           
                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Unaudited)
                                                
<TABLE>                                                                 
<CAPTION>                                                                    
                                                      Three Months Ended    
                                                     March 31,   March 31,
                                                        1998        1997   
                                                     ---------   ---------
<S>                                                <C>         <C>
Cash Flows Operating Activities:
  Net income                                        $   70,151  $   28,350 
  Depreciation                                           1,126       7,304 
  Increase (decrease) in income taxes payable           15,178     (17,719)
  Increase (decrease) in deferred income taxes payable   6,243      (4,860)
  Increase (decrease) in accounts payable and accrued
   expenses                                             74,016     (15,290)
  Other                                                  8,050      (6,802)
                                                       -------     --------
Net Cash Provided by (Used in) Operating Activities    174,764      (9,017)
                                                       -------     --------
Cash Flows from Investing Activities:
  (Investments) in certificates of purchase           (128,600)   (774,153)
  Proceeds from redemptions of certificates
   of purchase                                         835,030     160,390 
  Investment in notes receivable                      (326,206)          - 
  Collection of notes receivable                        32,508      98,721 
  Other                                                 87,775      69,091 
                                                       -------    ---------
Net Cash Provided by (Used in) Investing Activities    500,507    (445,951)
                                                       -------    ---------
Cash Flows from Financing Activities:
  Proceeds from bank notes payable                           -   1,000,000 
  (Repayment of) bank notes payable                   (403,870)          - 
  Additional paid-in capital                                 -      11,849 
  (Repayment of) mortgage notes payable                 (1,822)      3,207 
  (Repayment of) loan from related party                     -    (119,700)
  Loan from related party                                    -     150,000 
                                                      ---------  ----------
Net Cash Provided by (Used in) Financing Activities   (405,692)  1,045,356 
                                                      ---------  ---------
Increase in Cash                                       269,579     590,388 

Cash, Beginning of Period                               68,904     167,361 
                                                       --------    -------  
Cash, End of Period                                 $  338,483     757,749 
                                                    ==========  ==========
Interest Paid                                       $    6,227  $   16,350 
                                                    ==========  ==========
Income Taxes Paid                                   $        -  $   23,389 
                                                    ==========  ==========
  
</TABLE>
The accompanying notes are an integral part of the financial statements.       
                                   5
<PAGE>
                          ROCKY MOUNTAIN POWER CO.
                       AND CONSOLIDATED SUBSIDIARIES
                                           
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (Unaudited)
                                                                   
<TABLE>
<CAPTION>                                                                    
                                                        Nine Months Ended     
                                                      March 31,   March 31,
                                                        1998        1997   
                                                      ---------   --------
<S>                                                <C>         <C>
Cash Flows Operating Activities:
  Net income                                        $   87,581  $   66,536 
  Depreciation                                          11,125      14,692 
  Increase in income taxes payable                       9,618      41,416 
  Increase (decrease) in deferred income taxes
   payable                                               1,636      (4,860)
  Increase (decrease) in accounts payable
   and accrued expenses                                 61,512      (1,846)
  Stock issued for services                              8,886           - 
  Other                                                 13,281     (25,273)
                                                        ------     --------
Net Cash Provided by Operating Activities              193,639      90,665 
                                                       -------      ------
Cash Flows from Investing Activities:
  (Investments) in certificates of purchase         (1,721,256) (1,241,438)
  Proceeds from redemptions of certificates
   of purchase                                       2,048,695     389,202 
  (Investment) in property                                   -     (60,140)
  (Investment) in notes receivable                    (326,206)
  Collection of notes receivable                        42,637     400,717 
  Other                                                100,298      69,091 
                                                       -------    ---------
Net Cash Provided by (Used in) Investing Activities    144,168    (442,568)
                                                       -------    ---------
Cash Flows from Financing Activities:
  Proceeds from bank notes payable                           -   1,000,000 
  (Repayment of) bank notes payable                 (1,000,000)     (4,201)
  Additional paid-in capital                                 -      11,849 
  (Repayment of) mortgage notes payable                 (8,755)     (3,526)
  (Repayment of) loan from related party              (150,000)   (240,650)
  Loan from related party                                    -     326,950 
                                                      ---------   ---------
Net Cash Provided by (Used in) Financing Activities (1,158,755)  1,090,422 
                                                    -----------  ---------  
Increase (decrease) in Cash                           (820,948)    738,519 

Cash, Beginning of Period                            1,159,431      19,230 
                                                     ---------     -------
Cash, End of Period                                 $  338,483     757,749 
                                                    ==========  ==========
Interest Paid                                       $   43,730  $   48,089 
                                                    ==========  ==========
Income Taxes Paid                                   $   14,524  $   23,389 
                                                    ==========  ==========
  
</TABLE>
The accompanying notes are an integral part of the financial statements.       
                                   6




<PAGE>
                       ROCKY MOUNTAIN POWER CO.
                    AND CONSOLIDATED SUBSIDIARIES

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           March 31, 1998 
                            (Unaudited)

(1) Condensed Financial Statements
----------------------------------
    The financial statements included herein have been prepared by Rocky 
Mountain Power Co. without audit, pursuant to the rules and regulations of 
the Securities and Exchange Commission.  Certain information and footnote 
disclosures normally included in the financial statements prepared in 
accordance with generally accepted accounting principles have been condensed 
or omitted as allowed by such rules and regulations, and Rocky Mountain 
Power Co. believes that the disclosures are adequate to make the information 
presented not misleading.  It is suggested that these financial statements 
be read in conjunction with the June 30, 1997 audited financial statements 
and the accompanying notes thereto.  While management believes the procedures
followed in preparing these financial statements are reasonable, the 
accuracy of the amounts are in some respect's dependent upon the facts that 
will exist, and procedures that will be accomplished by Rocky Mountain Power 
Co. later in the year.

    The management of Rocky Mountain Power Co. believes that the accompanying 
unaudited condensed financial statements contain all adjustments (including 
normal recurring adjustments) necessary to present fairly the operations and 
cash flows for the periods presented.

(2) Related Party Transactions
------------------------------
    On March 31, 1998, the Company repurchased 142,967 shares of its common 
stock in connection with the sale of a Company-owned property to a 
stockholder.  The Company assigned a value of $3.25 per share for the shares 
received in the sale, based on the then book value of the shares of the 
common stock of the Company.  The Company also received a collateralized 
promissory note in the amount of $139,079 as part of the sale transaction.  
The collateral on the promissory note is the property formerly owned by the 
Company.  The sale was not pursuant to an arms length transaction since it 
was with a stockholder of the Company.  A gain of $78,947 was recognized 
from this transaction.
                                   7
<PAGE>
                                ITEM 2

          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS


Rocky Mountain Power Co. (the "Company") was organized as a Colorado 
corporation on September 30, 1958.  The Company is principally in the real 
estate ownership and rental business.  The Company also invests in mortgage 
notes receivable and certificates of purchase related to real estate 
foreclosures.  Certain statements in the Report are forward-looking.  Actual
results of future events could differ materially.

The following discussion of the financial condition and results of operations
of the Company relates to the three (3) months ended March 31, 1998 and 1997 
and the nine (9) months ended March 31, 1998 and 1997, and should be read in 
conjunction with the financial statements and notes thereto included 
elsewhere in this Report.  The Company was a relatively inactive public
shell corporation for the two years preceding the business combination with 
Prime Rate Investment Management Enterprises, Inc. (PRIME) effective March 
31, 1998.  Since the controlling shareholders of PRIME control RMPC after 
the business combination, the transaction was accounted for as a reverse 
acquisition.  The financial statements of PRIME are presented in this filing 
since for accounting purposes PRIME is the acquiring entity.  Effective
April 30, 1997, PRIME was merged into RMPC with Prime Rate Income & Dividend
Enterprises, Inc. (PRIDE), a wholly-owned subsidiary of PRIME becoming a 
wholly-owned subsidiary of RMPC.  PRIDE is the operating company and RMPC 
is principally a holding company.  PRIME formerly had an October 31 year end 
but has changed its year end to June 30 to agree with RMPC's year end.

Results of Operations
---------------------
Revenue for the three and nine month periods ended March 31, 1998 increased 
from the three and nine month periods ended March 31, 1997 as follows:

                                 1997        1998      Increase
                               --------    --------    --------
Three Months Ended March 31,   $ 77,542    $144,584    $ 67,042

Nine Months Ended March 31,    $193,507    $268,258    $ 74,751

Revenue increased principally due to the gains on disposition of real estate 
properties.

Operating expenses were $45,790 during the three month period ended March 31,
1997 as compared to $58,785 during the three month period ended March 31, 
1998.  Operating expenses were $112,983 during the nine month period ended 
March 31, 1997 as compared to $160,672 during the nine month period ended 
March 31, 1998.  Operating expenses increased principally due to the ground 
lease cost of the Racquetball/Health Club facility which totalled $9,705 and
$23,366 during the three and nine month periods, respectively.  Other 

                                  8
<PAGE>

expenses also increased principally due to contract services paid for 
property inspections.

Net income after provision for income taxes amounted to $70,151 during the 
three month period ended March 31, 1998 as compared to $28,350 during the 
three month period ended March 31, 1997, an increase of $41,801.

Net income after provision for income for the nine month period ended March 
31, 1998 was $87,581 as compared to $66,536 during the nine month period 
ended March 31, 1997, an increase of $21,045.

Liquidity and Capital Resources
-------------------------------
Working capital was $535,917 at March 31, 1998 as compared to $604,907 at 
March 31, 1997.  The Company's stockholders' equity was $2,000,116 at March 
31, 1998 as compared to $2,377,376 at June 30, 1997.  The decrease in 
stockholders' equity related principally to the redemption of 142,967 
shares of the Company's common stock from a stockholder in exchange
for the Racquetball/Health Club facility formerly owned by the Company.  
The exchange transaction was not an arms length transaction since it was 
with a stockholder of the Company.  The shares were redeemed at market value 
of $3.25 per share which approximates net book value of $3.28 per share.  
The Company received a promissory note collateralized by a racquetball/health
club facility formerly owned by the Company in the amount of $139,079 plus
the return of 142,967 shares of its stock for the facility.  A gain of 
approximately $78,947 was recognized in this transaction. 

The Company has made no commitments that would require any material increase 
in capital resources.  The Company's financial condition has not been 
affected by the modest inflation of the recent past.  The Company believes 
that future inflation, if any, would not materially affect the results of 
operations, other than interest rates on the line of credit which are based 
on a floating rate over prime would be higher.  Also the values and rental 
rates on the Company's real estate could be affected by future inflation, in
any.
                              







                                   9
<PAGE>

                            PART II. OTHER INFORMATION



Item 1.    Legal Proceedings
           -----------------
      None.

Item 2.    Changes in Securities
           ---------------------
      None.

Item 3.    Defaults upon Senior Securities
           -------------------------------
      None.

Item 4.    Submission of Matters to a Vote of Security Holders
           ---------------------------------------------------
      None.

Item 5.    Other Information
           -----------------
      None.

Item 6.    Exhibits and Reports on Form 8-K
           --------------------------------
      None.

EX-27      Financial Data Schedule
           -----------------------








                                   10
<PAGE>
                                  SIGNATURES


Pursuant to the requirements 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.



(Registrant)                        ROCKY MOUNTAIN POWER CO.
BY(Signature)                       Michael L. Schumacher
(Date)                                                                
(Name and Title                     Michael L. Schumacher, Chief Executive 
                                    Officer and Principal Accounting Officer








                                   11