PORTLAND GENERAL CORP /OR
U-3A-2, 1996-03-11
ELECTRIC SERVICES
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                                                   File No. 69-233

                  SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D. C.

                              FORM U-3A-2

         Statement by Holding Company Claiming Exemption Under
                   Rule 2 from the Provisions of the
              Public Utility Holding Company Act of 1935

                 To Be Filed Annually Prior to March 1

                     PORTLAND GENERAL CORPORATION

  hereby  files  with  the  Securities  and  Exchange  Commission,  pursuant to
  Rule 2,  its  statement  claiming exemption as a holding company from  the
  provisions of the Public Utility  Holding  Company Act of 1935, and submits
  the following information:

     1.    Name, State of Organization, location  and  business of Claimant and
 every subsidiary:

     Claimant - Portland General Corporation, Oregon, Portland, Oregon, holding
           company

     Subsidiaries -   Portland  General  Electric  Company,  Oregon,  Portland,
                      Oregon, electric utility

                            121 S.W. Salmon St. Corporation,  Oregon, Portland,
                            Oregon, leases PGE headquarters

                                World   Trade   Center  Northwest  Corporation,
                                Oregon, Portland,  Oregon, development of World
                                Trade Center complex in Portland, Oregon

                            Portland  General  Energy  Systems,  Inc.,  Oregon,
                            Portland, Oregon, installation  and  maintenance of
                            electrical equipment

                      Portland   General   Holdings,  Inc.,  Oregon,  Portland,
                      Oregon, holds stock in  companies  with interests in real
                      estate development, leasing, investments, energy services
                      and power brokering, and independent power production


                            PLC-Kalamazoo,  Inc.,  Oregon,  Portland,   Oregon,
                            development,   acquisition  and  operation  of  co-
                            generation   and   independent    power   projects,
                            presently carries on no business

                            Columbia-Willamette Development Company,
                            Oregon, Portland, Oregon, real estate development


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                                CWDC Resources, Inc., Oregon, Portland,  Oregon,
                                real estate development

                            Columbia   Willamette    Leasing,   Inc.,   Oregon,
                            Portland, Oregon, equipment leasing

                                Rail  Leasing Inc., Oregon,  Portland,  Oregon,
                                equipment leasing

                            Columbia  Willamette  Investment  Company,  Oregon,
                            Portland, Oregon, investments

                            Tule  Hub  Services   Company,   Oregon,  Portland,
                            Oregon, electric hub services

                            Bonneville Pacific Corporation, Delaware, Salt Lake
                            City,  Utah,  co-generation  and independent  power
                            producer*

      * Bonneville Pacific Corporation ("BPCO") has filed for protection  under
     Chapter  11  of the federal Bankruptcy Code.  As the debtor in possession,
     BPCO may sell  or  otherwise  transfer  ownership  of  one  or more of its
     subsidiaries.   Although Portland General Holdings, Inc. is a  shareholder
     and creditor of BPCO  and  monitors the Bankruptcy proceeding, it is not a
     member of the Creditors Committee  or otherwise involved in the operations
     of BPCO and, therefore, does not know  of  the present ownership status of
     the  BPCO  subsidiaries.   A listing of BPCO subsidiaries which reflects
     the information available to Portland General Corporation as of 
     December 31, 1992 will be provided upon request.


                          The following companies were dissolved during 1995:

                             FFP, Inc., Oregon, Portland, Oregon, real
                             estate development

                             Cornerstone Seattle Joint Venture, Washington,
                             Seattle, Washington, real estate development

     2.    A brief description of properties of Claimant  and  each  subsidiary
 public utility used for generation, transmission and distribution of  electric
   energy   for  sale,  including  location  of  principal  generating  plants,
 transmission lines and distribution facilities:

     Claimant -

           Portland  General Corporation has no properties other than the stock
           of its subsidiaries and an immaterial amount of office equipment and
           furniture.   Its  only public utility subsidiary is Portland General
           Electric Company ("PGE").

     Public Utility Subsidiary -

           PGE   is  engaged  in  the   generation,   purchase,   transmission,
           distribution  and  sale  of  electric  energy  in Oregon.  PGE has a
           321  MW  ownership  interest  in  generating  plants  in  Washington
           (1  plant) and Montana (2 plants), comprising approximately  15%  of
           its  total  generating  capacity.   PGE  sells  electric  energy  at
           wholesale  in  interstate  commerce to electric utilities located in
           other states, primarily California.   PGE  purchases electric energy
           from public utility districts located in the State of Washington and
           from nonassociated utilities in Oregon, Washington,  Montana, Idaho,
           Arizona,  New Mexico, California and Canada.  PGE purchases  surplus
           electric energy  from the Bonneville Power Administration ("BPA"), a
           federal agency that  markets  electric  energy  generated by federal
           hydroelectric  dams  located  on the Columbia River  in  Oregon  and
           Washington.


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           PGE owns wholly or jointly the following generating facilities:

                                       Net      Percent of
                                    Capability   Company's
       NAME          LOCATION          (MW)       INTEREST       FUEL

   Sullivan        West Linn, OR          16        100.0        Hydro
   Faraday         Estacada, OR           44        100.0        Hydro
   River Mill      Estacada, OR           23        100.0        Hydro
   Bull Run        Bull Run, OR           22        100.0        Hydro
   Oak Grove       Three Lynx, OR         44        100.0        Hydro
   Pelton          Madras, OR            108        100.0        Hydro
   North Fork      Estacada, OR           52        100.0        Hydro
   Round Butte     Madras, OR            300        100.0        Hydro
   Centralia       Centralia, WA       1,310          2.5        Coal
   Bethel          Salem, OR             116        100.0     Gas or Oil
   Beaver          Clatskanie, OR        500        100.0     Gas or Oil
   Boardman        Boardman, OR          508         65.0        Coal
   Colstrip 3&4    Colstrip, MT        1,440         20.0        Coal
   Coyote Springs  Boardman, OR          241        100.0     Gas or Oil



           PGE's electric distribution system  is  located  within  its service
           territory  in  Oregon.   PGE  serves  an area of 3,170 square miles,
           including 54 incorporated cities.  PGE  has  transmission  lines for
           the delivery of electricity from its plants located in Oregon to its
           service  territory  or to the Northwest grid.  Electric energy  from
           the plants located in  other  states  is  delivered  to PGE over the
           Northwest grid.  PGE owns 20% of the Pacific Northwest  Intertie,  a
           4,800 MW transmission facility between John Day, in Northern Oregon,
           and Malin, in Southern Oregon near the California border.  This line
           is  used  primarily  for  interstate sales and purchases of electric
           energy among BPA, utilities in the Pacific Northwest, including PGE,
           and California utilities.

           PGE has a 90% ownership interest  in  a 20 inch diameter natural gas
           pipeline that runs approximately 18 miles from its Beaver generating
           plant, located in Clatskanie, Oregon, to  Cowlitz  County Washington
           where  it interconnects with the interstate gas distribution  system
           of Northwest Pipeline Company.

     3.    Information  for calendar year 1995 with respect to Claimant and its
 utility subsidiaries:

     (a)   Number of kWh of electric energy sold at retail and wholesale -

           retail:         17,065,188,000 kWh
           wholesale:   3,382,450,000 kWh

     (b)   Number of kWh of electric energy distributed at retail outside state
           in which each Company is organized -

           none


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     (c)   Number of kWh of electric energy sold at wholesale outside the state
           in which each Company is organized or at the state line -

           2,601,090,000  kWh - Delivery of electric energy is primarily at the
           Malin substation in Southern Oregon with ultimate use in California.

     (d)   Number of kWh of  electric  energy  purchased  outside  the state in
           which each Company is organized or at the state line -

           PGE purchased electric energy from certain nonassociated  utilities,
           municipalities, wholesale marketers, and public authorities, such as
           BPA  and  public utility districts, which are either located  in  or
           have generation facilities located outside the state of Oregon:

           10,278,229,000  kWh  -  Delivery  of  electric energy is through BPA
           transmission lines to PGE interconnections in Oregon.

     4.    Information for calendar year 1995 with respect to Claimant and each
           interest it holds directly or indirectly  in  an  EWG  or  a foreign
           utility company, stating monetary amounts in United States dollars:

     (a)   Name,  location,  business address and description of the facilities
           used by the EWG or  foreign  utility  company  for  the  generation,
           transmission and distribution of electric energy for sale or for the
           distribution at retail of natural or manufactured gas.

           None.

     (b)   Name  of each system company that holds an interest in such  EWG  or
           foreign utility company; and description of the interest held.

           None.

     (c)   Type and  amount of capital invested, directly or indirectly, by the
           holding company claiming exemption; any direct or indirect guarantee
           of the security of the EWG or foreign utility company by the holding
           company  claiming   exemption;  and  any  debt  or  other  financial
           obligation for which  there  is recourse, directly or indirectly, to
           the holding company claiming exemption  or  another  system company,
           other than the EWG or foreign utility company.

           None.

     (d)   Capitalization  and  earnings of the EWG or foreign utility  company
           during the reporting period.

           None.

     (e)   Identify any service,  sales or construction contract(s) between EWG
           or foreign utility company  and  a  system company, and describe the
           services to be rendered or goods sold  and  fees  or  revenues under
           such agreement(s).

           N/A


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                               EXHIBIT A


     A  consolidating statement of income and surplus of the claimant  and  its
 subsidiary companies for the last calendar year, together with a consolidating
 balance sheet of claimant and its subsidiary companies as of the close of such
 calendar  year  will  be filed under Form U-A before April 30, 1995, after the
 filing of Form 10-K.

     The above-named Claimant  has caused this statement to be duly executed on
 its behalf by its authorized officer on this 11th day of March 1996.


                                  Portland General Corporation


                                  By     /S/ JOSEPH M. HIRKO
                                           Joseph M. Hirko
                                       Senior Vice President,
                                       Chief Financial Officer


 Corporate Seal








 Attest:



 /S/ STEVEN F. MCCARREL
 Steven F. McCarrel
 Assistant Secretary




  Name,  title  and  address of officer  to  whom  notices  and  correspondence
 concerning this statement should be addressed:

                           Steven F. McCarrel
                           Assistant Secretary
                           121 S.W. Salmon Street
                           Portland, Oregon 97204



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