PORTLAND GENERAL ELECTRIC CO /OR/
10-Q, 1998-05-14
ELECTRIC SERVICES
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549


                                    FORM 10-Q


    [X]            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                           THE SECURITIES EXCHANGE ACT OF 1934
                      FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998
                                          OR
    [  ]          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                           THE SECURITIES EXCHANGE ACT OF 1934
           For the Transition period from ________________ to _______________


                            Commission File Number 1-5532-99


                            PORTLAND GENERAL ELECTRIC COMPANY
                 (Exact name of registrant as specified in its charter)


OREGON                                                 93-0256820
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)


                      121 SW SALMON STREET, PORTLAND, OREGON 97204
                   (Address of principal executive offices) (zip code)


Registrant's telephone number, including area code: (503) 464-8000


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 the number of shares outstanding of each  of  the registrant's classes
of common stock, as of May 14, 1998: 42,758,877 shares of  Common  Stock, $3.75
par value. (All shares are owned by Enron Corp.)

                                        <PAGE>





                                 TABLE OF CONTENTS

                                                                           PAGE
                                                                          NUMBER

DEFINITIONS                                                                   2

PART I.   FINANCIAL INFORMATION

             Item 1. Financial Statements
                     Consolidated Statements of Income                        3
                     Consolidated Statements of Retained Earnings             3
                     Consolidated Balance Sheets                              4
                     Consolidated Statements of Cash Flow                     5
                     Notes to Consolidated Financial Statements.............. 6

            Item 2.  Management's Discussion and Analysis of                  
                     Financial Condition and Results of Operations........... 7 
                     
PART II.  OTHER INFORMATION
            Item 1 - Legal Proceedings...................................... 11
            Item 6 - Exhibits and Reports on Form 8-K....................... 11
            Signature Page.................................................. 12

            

                                    DEFINITIONS

AFDC...............................Allowance For Funds Used During Construction
Bonneville Pacific...............................Bonneville Pacific Corporation
BPA.............................................Bonneville Power Administration
Coyote Springs..................................Coyote Springs Generation Plant
Enron...............................................................Enron Corp.
ESP.....................................................Energy Service Provider
FERC.......................................Federal Energy Regulatory Commission
Holdings........................................Portland General Holdings, Inc.
kWh...............................................................Kilowatt-Hour
Mill......................................................One tenth of one cent
MWa...........................................................Average megawatts
MWh...............................................................Megawatt-hour
NYMEX..............................................New York Mercantile Exchange
OPUC or the Commission.........................Oregon Public Utility Commission
Portland General or PGC............................Portland General Corporation
PGE or the Company............................Portland General Electric Company
PUHCA................................Public Utility Holding Company Act of 1935
Trojan.....................................................Trojan Nuclear Plant
USDOE........................................United States Department of Energy
WAPA...............................................Western Area Power Authority
WNP-3..............................Washington Public Power Supply System Unit 3

                                          2
                                        <PAGE>

                        Portland General Electric Company and Subsidiaries

                             CONSOLIDATED STATEMENTS OF INCOME FOR THE
                            THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                      (UNAUDITED)

<TABLE>
<CAPTION>
                                                                       Three Months Ended
                                                                       March 31
                                                                       1998           1997
                                                                       (Millions of Dollars)
<S>                                                                    <C>            <C>
 OPERATING REVENUES                                                    $ 314          $ 368
 OPERATING EXPENSES
  Purchased power and fuel                                               123            157
  Production and distribution                                            34             28
  Administrative and other                                               27             24
  Depreciation and amortization                                          37             40
  Taxes other than income taxes                                          16             15
  Income taxes                                                           25             39
                                                                         262            303
NET OPERATING INCOME                                                     52             65
OTHER INCOME (DEDUCTIONS)
  Miscellaneous                                                          2              -
  Income taxes                                                           1              1
                                                                         3              1
INTEREST CHARGES
  Interest on long-term debt and other                                   17             17
  Interest on short-term borrowings                                      1              1
                                                                         18             18
NET INCOME                                                               37             48
PREFERRED DIVIDEND REQUIREMENT                                           1              1
INCOME AVAILABLE FOR COMMON STOCK                                      $ 36           $ 47

                         CONSOLIDATED STATEMENTS OF RETAINED EARNINGS FOR THE
                              THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                              (Unaudited)

                                                                       Three Months Ended
                                                                       March 31
                                                                       1998           1997
                                                                       (Millions of Dollars)
BALANCE AT BEGINNING OF PERIOD                                         $ 270          $ 292
NET INCOME                                                               37             48
MISCELLANEOUS                                                            -              (1)
                                                                         307            339
DIVIDENDS DECLARED
  Common stock                                                           -              13
  Preferred stock                                                        1              1
                                                                         1              14
BALANCE AT END OF PERIOD                                               $ 306          $ 325

<FN>
The accompanying notes are an integral part of these consolidated statements.
</FN>
</TABLE>


                                                  3
                                                <PAGE>

        
        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

                                    CONSOLIDATED BALANCE SHEETS
                            AS OF MARCH 31, 1998 AND DECEMBER 31, 1997

<TABLE>
<CAPTION>
                                                           (Unaudited)
                                                           March 31                December 31
                                                           1998                    1997
                                                           (Millions of Dollars)
                                                          
<S>                                                        <C>                     <C>
                                             ASSETS
ELECTRIC UTILITY PLANT - ORIGINAL COST
    Utility plant (includes Construction Work in
     Progress of $26 and $27)                              $ 3,106                 $ 3,078
    Accumulated depreciation and amortization              (1,289)                 (1,260)
                                                           1,817                   1,818
OTHER PROPERTY AND INVESTMENTS
    Contract termination receivable                        102                     104
    Receivable from parent                                 104                     106
    Trojan decommissioning trust, at market                79                      84
     value
    Corporate owned life insurance, less loans             63                      58
     of  $27 and $31
    Miscellaneous                                          17                      17
                                                           365                     369
CURRENT ASSETS
    Cash and cash equivalents                              4                       3
    Accounts and notes receivable                          125                     125
    Unbilled and accrued revenues                          33                      46
    Inventories, at average cost                           30                      30
    Prepayments and other                                  32                      21
                                                           224                     225
DEFERRED CHARGES
  Unamortized regulatory assets                            809                     819
  Miscellaneous                                            24                      25
                                                           833                     844
                                                           $ 3,239                 $ 3,256
                                         
                 CAPITALIZATION AND LIABILITIES

CAPITALIZATION
    Common stock equity
      Common stock, $3.75 par value per share,
       100,000,000 shares authorized,
       42,758,877 shares outstanding                       $ 160                   $ 160
      Other paid-in capital - net                          480                     480
    Retained earnings                                      306                     270
    Cumulative preferred stock
       Subject to mandatory redemption                     30                      30
    Long-term obligations                                  1,005                   1,008
                                                           1,981                   1,948
CURRENT LIABILITIES
    Accounts payable and other accruals                    134                     167
    Accrued interest                                       14                      11
    Dividends payable                                      1                       1
    Accrued taxes                                          54                      63
                                                           203                     242
OTHER
    Deferred income taxes                                  363                     363
    Deferred investment tax credits                        42                      43
    Trojan decommissioning and transition costs            307                     313
    Unamortized regulatory liabilities                     254                     258
    Miscellaneous                                          89                      89
                                                           1,055                   1,066
                                                           $ 3,239                 $ 3,256
        
<FN>
The accompanying notes are an integral part of
these consolidated balance sheets.
</FN>
</TABLE>

                                             4
                                           <PAGE>



                        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

                           CONSOLIDATED STATEMENTS OF CASH FLOW FOR THE
                            THREE MONTHS ENDED MARCH 31, 1998 AND 1997
                                            (Unaudited)

<TABLE>
<CAPTION>
                                                                                                 Three Months Ended
                                                                                                 March 31
                                                                                                 1998                  1997
                                                                                                 (Millions of Dollars)
<S>                                                                                              <C>                   <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
 Reconciliation of net income to net cash provided by (used in)
     operating activities
      Net Income                                                                                 $ 37                  $ 48
      Non-cash items included in net income:
          Depreciation and amortization                                                            33                    31
          Amortization of Trojan investment                                                        9                     9
          Amortization of deferred charges (credits)                                               (3)                   2
          Deferred income taxes - net                                                              -                     (1)
     Changes in working capital:
         (Increase) Decrease in receivables                                                        12                    (3)
         (Increase) Decrease in inventories                                                        -                     (2)
          Increase (Decrease) in payables and accrued taxes                                        (39)                  42
         Other working capital items - net                                                         (11)                  (10)
     Other - net                                                                                   1                     1
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                                                39                    117
CASH FLOWS FROM INVESTING ACTIVITIES:
     Capital expenditures & energy efficiency programs                                             (31)                  (37)
     Trojan decommissioning expenditures                                                           (6)                   (3)
     Trojan decommissioning trust activity                                                         4                     (1)
     Other - net                                                                                   -                     (2)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                                                (33)                  (43)
CASH FLOW FROM FINANCING ACTIVITIES:
     Net increase (decrease) in short-term borrowings                                              -                     (19)
     Borrowings from Corporate Owned Life Insurance                                                (4)                   -
     Repayment of long-term debt                                                                   -                     (25)
     Dividends paid                                                                                (1)                   (17)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                                                (5)                   (61)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                                   1                     13
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                                     3                     19
CASH AND CASH EQUIVALENTS, END OF PERIOD                                                         $ 4                   $ 32
Supplemental disclosures of cash flow information
   Cash paid during the period:
      Interest, net of amounts capitalized                                                       $ 14                  $ 17
      Income taxes                                                                                 40                    5
<FN>
The accompanying notes are an integral part of these consolidated
statements.
</FN>
</TABLE>

                                          5
                                        <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            (Unaudited)


NOTE 1 - PRINCIPLES OF INTERIM STATEMENTS

The  interim  financial  statements  have been  prepared  by  Portland  General
Electric Company (PGE)  and, in the opinion of management, reflect all material
adjustments which are necessary to a fair  statement of results for the interim
period presented.  Certain information and footnote  disclosures  made  in  the
last  annual report on Form 10-K have been condensed or omitted for the interim
statements.   Certain  costs  are  estimated for the full year and allocated to
interim  periods based on the estimates  of  operating  time  expired,  benefit
received or  activity  associated  with  the interim period.  Accordingly, such
costs are subject to year-end adjustment.   It  is PGE's opinion that, when the
interim  statements  are read in conjunction with the  1997  Annual  Report  on
Form 10-K, the disclosures  are  adequate to make the information presented not
misleading.

RECLASSIFICATIONS - Certain amounts  in  prior years have been reclassified for
comparative purposes.

NOTE 2 - LEGAL MATTERS

TROJAN  INVESTMENT  RECOVERY  -  In April 1996 a circuit court judge in  Marion
County, Oregon found that the OPUC  could not authorize PGE to collect a return
on its undepreciated investment in Trojan, contradicting a November 1994 ruling
from the same court.  The ruling was  the  result  of  an  appeal of PGE's 1995
general rate order which granted PGE recovery of, and a return  on,  87 percent
of its remaining investment in Trojan.

The 1994 ruling was appealed to the Oregon Court of Appeals and stayed  pending
the  appeal  of  the Commission's March 1995 order.  Both PGE and the OPUC have
separately appealed the April 1996 ruling which was combined with the appeal of
the November 1994 ruling at the Oregon Court of Appeals.

Management believes  that  the  authorized recovery of and return on the Trojan
investment and decommissioning costs  will  be  upheld  and  that  these  legal
challenges will not have a material adverse impact on the results of operations
or financial condition of the Company for any future reporting period.

OTHER  LEGAL  MATTERS - PGE is party to various other claims, legal actions and
complaints arising  in  the  ordinary course of business.  These claims are not
considered material.
                                        
NOTE 3 - COMPREHENSIVE INCOME

Effective  January  1,  1998,  PGE  adopted  Statement  of Financial Accounting
Standards (SFAS) No. 130, "Reporting Comprehensive Income".   Items  includable
in Comprehensive Income are immaterial.


                                          6
                                        <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


RESULTS OF OPERATIONS

The  following  review of Portland General Electric Company's (PGE) results  of
operations should  be  read  in  conjunction  with  the  Consolidated Financial
Statements.

Due  to seasonal fluctuations in electricity sales, as well  as  the  price  of
wholesale   energy  and  fuel  costs,  quarterly  operating  earnings  are  not
necessarily indicative of results to be expected for calendar year 1998.

1998 COMPARED TO 1997 FOR THE THREE MONTHS ENDED MARCH 31

PGE earned $36 million during the first quarter of 1998 compared to earnings of
$47 million in  1997.   Reduced  earnings  were  the result of lower margins on
electric sales and higher operating costs.

Revenues declined $54 million compared to the first  quarter  1997  due  to the
transfer  of wholesale trading activities to a non-regulated affiliate.  Retail
revenues were  flat.   The number of retail customers increased by 15,000 since
the first quarter of 1997.  However,  due  to  warmer  temperatures,  use  per
customer was down 5.5%.

<TABLE>
<CAPTION>
           MEGAWATT-HOURS SOLD (THOUSANDS)
<S>                <C>              <C>
                   1998             1997
Retail             4,726            4,836
Wholesale          3,575            6,419
</TABLE>

Energy  purchases  declined  by 40 percent due to the decline in both wholesale
demand and retail usage,  contributing  to  a  $34  million  reduction in power
costs.  Firm prices remained flat at 16.3 mills compared to last  year.  Below
normal  water conditions raised the spot market prices to an average 14.2 mills
compared  to  12.2  mills in 1997.  As a result, PGE thermal and gas production
increased 61 percent  or  959,450 MWh and represented 30 percent of PGE's total
power needs.

<TABLE>
<CAPTION>
         
         
         MEGAWATT/VARIABLE POWER COSTS
<S>                  <C>              <C>                          <C>           <C>
                                                                   Average Variable
                     Megawatt-Hours (thousands)                 Power Cost (Mills/kWh)
                     1998             1997                         1998          1997
Generation           2,543            1,584                        7.0           4.3
Firm Purchases       5,648            9,293                        16.3          16.3
Spot Purchases       377              692                          14.2          12.2
  Total Send-Out     8,568            11,569
</TABLE>


                                          7
                                        <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


PGE does not have a fuel adjustment  clause  as  part  of  its  retail rate
structure;  therefore,  changes in fuel and purchased power expenses  are
reflected currently in earnings.

Operating  expenses  (excluding variable  power,  depreciation  and  income
taxes) increased $9 million  due  the  January  ice  storm repair costs and
higher administrative expense.

Depreciation and amortization expense increases resulted  from normal asset
additions (primarily distribution assets).

CASH FLOW

CASH PROVIDED BY OPERATIONS is  used  to  meet  the  day-to-day   cash
requirements   of   PGE.   Supplemental  cash  is  obtained  from  external
borrowings as needed.

A significant portion  of  cash from operations comes from depreciation and
amortization of utility plant,  charges  which  are  recovered  in customer
revenues   but  require  no  current  cash  outlay.   Changes  in  accounts
receivable and  accounts  payable  can  also be significant contributors or
users of cash.  Decreased cash flow was substantially  due  to  current tax
payments of $40 million compared to $5 million in first quarter 1997.

INVESTING  ACTIVITIES include improvements to generation, transmission  and
distribution  facilities  and  continued  investment  in  energy efficiency
programs. Through March 31, 1998, $31 million has been expended for capital
projects,  primarily improvements to PGE's distribution system  to  support
the addition of new customers to PGE's service territory.

PGE funds an  external  trust  for  Trojan  decommissioning  costs  through
customer  collections at a rate of $14 million annually.  The trust invests
in investment-grade  tax-exempt  and U.S. Treasury bonds.  Withdrawals from
the  trust  are  made  as necessary for  reimbursement  of  decommissioning
expenditures.  During the  first  quarter  of  1998  nearly  $7 million was
withdrawn from the trust.

FINANCING  ACTIVITIES  -  Cash  used  for  financing activities totaled  $5
million in the first quarter 1998 compared to $61 million in 1997.  PGE has
issued no new long-term debt in 1997 and has  instead  relied on short-term
borrowings  and  cash  from operations to manage its day to  day  financing
requirements. No long-term debt was retired during the first quarter 1998.

The  issuance  of additional  First  Mortgage  Bonds  and  preferred  stock
requires PGE to meet earnings coverage and security provisions set forth in
the Articles of Incorporation and the Indenture securing its First Mortgage
Bonds.  As of March  31,  1998  PGE  has  the capability to issue preferred
stock and additional First Mortgage Bonds in amounts sufficient to meet its
capital requirements.

                                          8
                                        <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


FINANCIAL AND OPERATING OUTLOOK

CUSTOMER CHOICE

PROPOSAL

In late 1997 PGE filed a proposal before the  OPUC  which would give all of
its  customers  a  choice  of  electricity  providers and provide  a  price
decrease  of  about  10 percent as early as first  quarter  1999.  If the
proposal  is approved,  PGE  would  become  a  regulated  transmission  and
distribution  company  focused on delivering, but not selling, electricity.
As part of this restructuring  PGE  is asking for OPUC approval to sell all
its generating assets, power supply and  purchase  contracts.   A  sale  of
PGE's  supply  portfolio  would  allow  the  OPUC  to put a dollar value on
"transition  costs", the costs that a regulated utility  company  would  be
unable to recover in a competitive market.  PGE is seeking full recovery of
these transition costs.

PGE is dependent upon the regulatory process to ensure that future revenues
will be provided  for  the  recovery  of  regulatory  assets, including the
transition costs mentioned above.  In the event that the regulatory process
does not provide revenues for recovery of transition costs,  PGE  could  be
required  to  write  off  all or a portion of such amounts from its balance
sheet.

INTRODUCTORY PROGRAM

PGE initiated the Customer Choice Introductory Program to allow over 50,000
PGE customers in four cities  to  buy  their  power  from  competing energy
service  providers.   To date, over 8,600 or 16 percent of eligible  retail
customers have selected  alternate  energy  service  providers.   There are
fourteen   certified   energy   service  providers,  with  eight  currently
scheduling and selling power.  This  program,  which terminates on December
31,  1998,  is  providing  valuable  information  to  PGE,   the  OPUC  and
legislators on the effects of retail competition on PGE and its  customers.
PGE  does not expect that this program will have a material adverse  impact
on 1998 operating margins.

RETAIL CUSTOMER GROWTH AND ENERGY SALES

Weather adjusted retail energy sales grew by 1 percent for the three months
ended  March  31,  1998 compared to the same period last year.  PGE expects
1998 retail energy sales  growth  of  approximately  3  percent  over 1997.
Commercial  and  manufacturing  sales  were  slightly  higher  in the first
quarter compared to last year.  For 1998, manufacturing is expected to grow
4 percent, which includes high tech, PGE's fastest growing segment.

RESIDENTIAL  EXCHANGE PROGRAM - In January 1998 rates for PGE's residential
and small farm customers increased 11.9 percent due to the Bonneville Power
Administration's (BPA)


QUARTERLY INCREASE IN RETAIL CUSTOMERS

QUARTER/YEAR            RESIDENTIAL             COMMERCIAL/INDUSTRIAL
    4Q95                    5566                        554
    1Q96                    3633                        539
    2Q96                    3664                        76
    3Q96                    3021                        594
    4Q96                    5151                        877
    1Q97                    3953                        509 
    2Q97                    4693                        537
    3Q97                    3529                        388
    4Q97                    3698                        12
    1Q98                    2762                        670



                                          9
                                        <PAGE>

       
        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


elimination  of  the  Residential  Exchange  Credit.   PGE  contested  this
decision and has  recently  come  to an agreement with BPA which allows PGE
customers access to federal power in  a  manner  comparable  to  the access
provided  public  power  customers.  Under the agreement (expected to be 
finalized in late May 1998) BPA will pay PGE $25.5 million, which will be used
to  reduce  the  retail rates of PGE's residential and small farm customers 
over the next few years.

In  June  1998, rates for PGE's residential and small farm  customers  will
decrease by  5  percent,  incorporating  the  Residential Exchange benefits
mentioned above.

POWER SUPPLY

Hydro  conditions  in  the  region are below normal.   Current  projections
forecast the January-to-July  runoff  to  be 86 percent of normal, assuming
normal precipitation for the rest of the run-off  season,  compared  to 150
percent  of  normal  last  year.  Efforts to restore salmon has reduced the
amount of water available for generation which, if continued, may mean less
water available in the fall  and  winter  for  generation  when  demand for
electricity in the Pacific Northwest is highest.

PGE's  base  of  hydro  and thermal generating capacity and the surplus  of
electric  generating capability  in  the  Western  U.S.  provides  PGE  the
flexibility  needed  to  respond to seasonal fluctuations in the demand for
electricity  both within its  service  territory  and  from  its  wholesale
customers.

WHOLESALE MARKETING

Wholesale sales  declined  in the first quarter 1998 due to the transfer of
PGE's  long-term  wholesale  marketing   activities  to  its  non-regulated
affiliates.  PGE is participating in the wholesale  marketplace  to balance
its supply of power to meet the needs of its retail customers, manage  risk
and to administer PGE's current long-term wholesale contracts.

INFORMATION REGARDING FORWARD LOOKING STATEMENTS

This  Quarterly  Report  on  Form  10-Q includes forward looking statements
within the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934.  Although PGE believes that its
expectations are based on reasonable  assumptions, it can give no assurance
that its goals will be achieved.  Important factors that could cause actual
results to differ materially from those  in  the forward looking statements
herein  include, but are not limited to, political  developments  affecting
federal and  state  regulatory  agencies,  the  pace  of  electric industry
deregulation in Oregon and in the United States, environmental regulations,
changes in the cost of power, adverse weather conditions, and  the  effects
of  the  Year  2000  date  change during the periods covered by the forward
looking statements.

                                          10
                                        <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

                      PART II.  OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

For further information, see  PGE's  report on Form 10-K for the year ended
December 31, 1997.

COLUMBIA STEEL CASTING CO., INC. V. PGE,  PACIFICORP, AND MYRON KATZ, NANCY
RYLES AND RONALD EACHUS, NINTH CIRCUIT COURT OF APPEALS

On June 19, 1990 Columbia Steel filed a complaint for declaratory judgment,
injunctive relief and damages in U.S. District  Court  for  the District of
Oregon  contending that a 1972 territory allocation agreement  between  PGE
and PacifiCorp,  dba  Pacific  Power  &  Light  Company  (PP&L),  which was
subsequently  approved by the OPUC and the City of Portland, does not  give
PGE the exclusive  right  to  serve  them  nor  does  it allow PP&L to deny
service  to  them.   Columbia  Steel  is seeking an unspecified  amount  in
damages amounting to three times the excess power costs paid over a 10 year
period.

On  July  3,  1991  the Court ruled that the  Agreement  did  not  allocate
customers for the provision  of  exclusive services and that the 1972 order
of  the  OPUC approving the Agreement  did  not  order  the  allocation  of
territories  and  customers.   Subsequently,  on  August 19, 1993 the Court
ruled  that Columbia Steel was entitled to receive from  PGE  approximately
$1.4 million  in damages which represented the additional costs incurred by
Columbia Steel  for  electric service from July 1990 to July 1991, trebled,
plus costs and attorney's fees.

PGE appealed to the U.S.  Court  of Appeals for the Ninth Circuit which, on
July 20, 1995, issued an opinion in  favor  of  PGE, reversing the judgment
and ordering judgment to be entered in favor of PGE.   Columbia Steel filed
a petition for reconsideration and on December 27, 1996,  the Ninth Circuit
Court of Appeals reversed its earlier decision, ruling in favor of Columbia
Steel. In early 1997 PGE's request for reconsideration by the Ninth Circuit
was  denied.  The  case  was remanded to the US District Court  for  a  new
determination of damages for service rendered from early 1987 to July 1991.
On July 2, 1997 PGE filed  a  request  for  certiorari  with the US Supreme
Court.  On August 2, 1997 the US District Court entered a  new judgement in
favor of Columbia Steel for approximately $3.7 million.

On  May  4,  1998, the US Supreme Court indicated it would not  review  the
Ninth Circuit Court decision.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

a.  Exhibits

           NUMBER                               EXHIBIT

             27                                 Financial Data Schedule - UT
                                                (Electronic Filing Only)

b.  Reports on Form 8-K

    None.

                                          11
                                        <PAGE>

                              
                              SIGNATURES


Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
registrants have duly  caused  this  report to be signed on their behalf by
the undersigned hereunto duly authorized.



                          PORTLAND GENERAL ELECTRIC COMPANY
                                   (Registrants)




May 14, 1998              By        /S/ STEVEN N. ELLIOTT
                                        Steven N. Elliott
                                    Vice President Finance,
                                     Chief Operating Officer
                                            and Treasurer




May 14, 1998              By         /S/ JOSEPH E. FELTZ
                                         Joseph E. Feltz
                                             Controller
                                       Chief Accounting Officer



                                          12
                                        <PAGE>




<TABLE> <S> <C>

<ARTICLE>UT
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS FILED  ON  FORM 10-Q FOR THE THREE MONTHS
ENDED MARCH 31, 1998 FOR PORTLAND GENERAL ELECTRIC  (PGE)  AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>1,000,000
<CIK>0000784977
<NAME>PORTLAND-GENERAL-ELECTRIC

       
<CAPTION>
<S>                                                                 <C>
<PERIOD-TYPE>                                                       3-MOS
<FISCAL-YEAR-END>                                                   DEC-31-1997
<PERIOD-END>                                                        MAR-31-1998
<BOOK-VALUE>                                                        PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                                           1,817
<OTHER-PROPERTY-AND-INVEST>                                           365
<TOTAL-CURRENT-ASSETS>                                                224
<TOTAL-DEFERRED-CHARGES>                                              833
<OTHER-ASSETS>                                                          0
<TOTAL-ASSETS>                                                      3,239
<COMMON>                                                              160
<CAPITAL-SURPLUS-PAID-IN>                                             480
<RETAINED-EARNINGS>                                                   306
<TOTAL-COMMON-STOCKHOLDERS-EQ>                                        946
                                                  30
                                                             0
<LONG-TERM-DEBT-NET>                                                1,000
<SHORT-TERM-NOTES>                                                      0
<LONG-TERM-NOTES-PAYABLE>                                               0
<COMMERCIAL-PAPER-OBLIGATIONS>                                          0
<LONG-TERM-DEBT-CURRENT-PORT>                                           0
                                               0
<CAPITAL-LEASE-OBLIGATIONS>                                             3
<LEASES-CURRENT>                                                        2
<OTHER-ITEMS-CAPITAL-AND-LIAB>                                      1,258
<TOT-CAPITALIZATION-AND-LIAB>                                       3,239
<GROSS-OPERATING-REVENUE>                                             314
<INCOME-TAX-EXPENSE>                                                   25
<OTHER-OPERATING-EXPENSES>                                            237
<TOTAL-OPERATING-EXPENSES>                                            262
<OPERATING-INCOME-LOSS>                                                52
<OTHER-INCOME-NET>                                                      3
<INCOME-BEFORE-INTEREST-EXPEN>                                         55
<TOTAL-INTEREST-EXPENSE>                                               18
<NET-INCOME>                                                           37
                                             1
<EARNINGS-AVAILABLE-FOR-COMM>                                          36
<COMMON-STOCK-DIVIDENDS>                                                0
<TOTAL-INTEREST-ON-BONDS>                                              62
<CASH-FLOW-OPERATIONS>                                                 39
<EPS-PRIMARY>                                                           0
<EPS-DILUTED>                                                           0
<FN>
<F1>Represents  the  12  month-to-date  figure  ending 
December 31, 1997.
</FN>
        


</TABLE>


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