Charter of the Audit Committee of the Board of Directors of Idaho Power Company

CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF IDAHO POWER COMPANY ADOPTED AS OF JULY 17, 2003 AND AMENDED AS OF JANUARY 21, 2010. I. PURPOSE OF THE COMMITTEE The purpose of the Audit Committee (the "Committee") of the Board of Directors (the "Board") of IDAHO POWER COMPANY (the "Company") shall be to assist the Board in the oversight of the integrity of the Company's financial statements; compliance with legal and regulatory requirements; the qualifications, independence and performance of the independent auditors; and the performance of the internal audit department. The Committee shall report regularly to the Board. II. COMPOSITION OF THE COMMITTEE The Committee shall be comprised of no fewer than three Directors. The Directors on the Committee shall meet the independence and other requirements of the New York Stock Exchange ("NYSE"), the Sarbanes-Oxley Act of 2002 ("SOX Act"), the rules promulgated by the SEC pursuant to the SOX Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the director independence standards set forth in the Company’s Corporate Governance Guidelines. Each Director meeting these requirements shall be referred to as an "Independent Director." Each member of the Committee must be "financially literate," as such qualification is interpreted by the Board in its business judgment, or must become financially literate within a reasonable period of time after his or her appointment to ...