Pricing Supplement No. 13 Filing under Rule 424(b)(3)
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Dated November 28, 1995 Registration No. 33-64014
(To Prospectus dated June 17, 1993)
$150,000,000
NORTHWEST NATURAL GAS COMPANY
Secured Medium-Term Notes, Series B
(A Series of First Mortgage Bonds)
and
Unsecured Medium-Term Notes, Series B
Due from Nine Months to 30 Years from Date of Issue
CUSIP No.: 66765R AU 0
Secured X Unsecured
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Principal amount ($): $10,000,000
Issue price (%): 100.00%
Selling Agent's commission (%): .625%
Proceeds to Company (%): 99.375%
Repayable at the option of holder: Yes x No
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Repayment Date: December 1, 2005
Repayment Price: 95.4%
Election Period: October 1 through
October 30, 2005
Other Terms: See page 2, "Repayment at Option of Holder"
Selling Agent: Merrill Lynch & Co.
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PaineWebber Incorporated X
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Stated interest rate (%): 6.52%
Maturity date: December 1, 2025
Original issue date: December 1, 1995
Redeemable: Yes No X
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In whole
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In whole or in part
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Initial redemption date: Not Applicable
Initial redemption price: Not Applicable
Reduction Percentage: Not Applicable
Redemption limitation date: Not Applicable
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PRICING SUPPLEMENT OR THE ACCOMPANYING PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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REPAYMENT AT OPTION OF HOLDER
Each Secured Note offered hereby ("Note") will be
repayable by the Company at the option of the registered holder
thereof on December 1, 2005, at 95.4% of its principal amount,
together with interest payable to the date of repayment. For any
Note to be repaid, the Company must receive such Note at its
office or agency in the Borough of Manhattan, The City of New
York (currently, the office of the Corporate Trustee), within the
period commencing October 1, 2005, and ending at the close of
business on October 30, 2005 (or, if such October 30 shall not be
a business day, the next succeeding business day), together with
the form entitled "Option to Elect Repayment" on the reverse of,
or otherwise accompanying, such Note duly completed. Any such
election so received by the Company within such period shall be
irrevocable. The repayment option may be exercised by the
registered holder of a Note for less than the entire principal
amount of such Note, provided that the principal amount to be
repaid is equal to $1,000 or an integral multiple of $1,000. All
questions as to the validity, eligibility (including time of
receipt) and acceptance of any Note for repayment will be
determined by the Corporate Trustee, whose determination will be
final and binding.
So long as the Depository or the Depository's nominee
is the registered holder of the Notes, the Depository or such
nominee will be the only entity that can exercise the repayment
option, and repayment will be made in accordance with the
Depository's repayment procedures in effect at the time. See
"Book-Entry System" in the accompanying Prospectus. In order to
ensure that the Depository or its nominee will timely exercise a
repayment option with respect to a particular beneficial interest
in the Notes, the Beneficial Owner of such interest must instruct
the broker or other Direct or Indirect Participant through which
it holds such interest to notify the Depository of its election
to exercise the repayment option. In addition, the Beneficial
Owner must effect delivery of such interest at the time such
notice of election is given to the Depository by causing the
broker or other Direct or Indirect Participant through which it
holds such interest to transfer such interest on the Depository's
records to the Corporate Trustee. Different firms have different
deadlines for accepting instructions from their customers and,
accordingly, each Beneficial Owner should consult the broker or
other Direct or Indirect Participant through which it holds an
interest in the Notes in order to ascertain the deadline by which
such instruction must be given in order for timely notice to be
delivered to the Depository.
