PACIFICORP /OR/
8-K, 1995-09-27
ELECTRIC & OTHER SERVICES COMBINED
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                     SECURITIES AND EXCHANGE COMMISSION 
                                       
                           Washington, D.C.  20549 
                                       
                                       
                                  FORM 8-K 
                                       
                               CURRENT REPORT  
       PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 
                                   OF 1934 
                                       
                                       
              Date of report (date of earliest event reported): 
                             September 27, 1995 
                                       
                                       
                                       
                                       
                                 PACIFICORP 
                                       
           (Exact name of registrant as specified in its charter) 

    State of Oregon                1-5152                    93-0246090      
(State of Incorporation)         (Commission              (I.R.S. Employer   
                                  File No.)              Identification No.) 


700 NE Multnomah, Suite 1600, Portland, Oregon                    97232-4116 
(Address of principal executive offices)                          (ZIP Code) 

             Registrant's telephone number, including area code: 
                               (503) 731-2000 



                                  No Change 
        (Former Name or Former Address, if changed since last report) 


<PAGE>
Item 5.     Other Events 

      Information relating to the consummation of the previously 
announced merger agreement among Pacific Telecom, Inc., Pacifi- 
Corp Holdings, Inc. and a wholly owned subsidiary of PacifiCorp 
Holdings, Inc., as contained in a news release issued by the 
Registrant on September 27, 1995 is incorporated herein by 
reference. 


Item 7.     Financial Statements, Pro Forma Financial Information 
            and Exhibits 

            (c)   Exhibits. 

                  (21)              Joint PacifiCorp and Pacific 
                                    Telecom, Inc. news release issued 
                                    by Registrant on September 27, 
                                    1995. 




                                 SIGNATURE


            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 hereunto 
duly authorized. 

                                       PACIFICORP 
                                       (Registrant) 



                                       By DANIEL L. SPALDING
                                          ---------------------------------
                                          Daniel L. Spalding 
                                          Senior Vice President  


Date:  September 27, 1995 


<PAGE>
                                EXHIBIT INDEX 

                                                                  Sequential
Exhibit No.             Description                               Page No.
- -----------             -----------                               --------
(c)(21)                 Joint PacifiCorp and 
                        Pacific Telecom, Inc. 
                        news release issued by 
                        Registrant on September 
                        27, 1995. 

FOR IMMEDIATE RELEASE..BUSINESS & FINANCIAL EDITORS 
 ..September 27, 1995 


PACIFICORP AND PACIFIC TELECOM, INC. ANNOUNCE APPROVAL OF MERGER 

            PacifiCorp (NYSE:PPW) and Pacific Telecom, Inc. (Nasdaq 
National Market:PTCM) jointly announced today the approval of the 
merger of Pacific Telecom with a wholly owned subsidiary of 
PacifiCorp Holdings, Inc. pursuant to which PacifiCorp Holdings 
will acquire all of the outstanding shares of Pacific Telecom not 
previously owned by it for $30 per share in cash.  PacifiCorp 
Holdings is a wholly owned subsidiary of PacifiCorp.  As a result 
of the merger, Pacific Telecom will be an indirect, wholly owned 
subsidiary of PacifiCorp. 

            The merger was approved today at Pacific Telecom's 
annual meeting by holders of a majority of the approximately 
5.3 million shares held by unaffiliated public shareholders.  In 
addition, the shareholders of Pacific Telecom elected a total of 
ten directors, including four new directors who were  nominees of 
PacifiCorp Holdings. 

            Shareholders of Pacific Telecom, Inc. common stock 
should not send their certificates representing shares directly to 
Pacific Telecom to receive payment of the merger consideration.  
Instead, the shareholders will receive instructions regarding the 
surrender of their shares for payment from LaSalle National Bank, 
the Paying Agent appointed in connection with the merger.  If you 
have questions regarding procedures for surrendering your shares, 
please contact LaSalle National Bank at (312) 904-2450. 

                                     ### 


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