Docket UG-971110                                                                
Page 2 

BEFORE THE 
WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION




In the Matter of the Application of NORTHWEST NATURAL GAS COMPANY for an Order 
Establishing Compliance with RCW 80.08.040 With Respect to the Proposed 
Issuance and Sale of not to Exceed An Additional 750,000 Shares of its Common 
Stock Pursuant to the Dividend Reinvestment and Stock Purchase Plan	)
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		DOCKET UG-971110
		
		ORDER ESTABLISHING COMPLIANCE


 BACKGROUND

 On July 3, 1997, Northwest Natural Gas Company (Northwest/Company), filed an 
application with the Commission under the provisions of RCW 80.08.040 for an 
order establishing compliance with the requirements of that statute in 
connection with the Company’s proposed offering, issuance, and sale, from time 
to time, of not to exceed an additional 750,000 authorized but unissued shares 
of its Common Stock $3 1/6 par value (Common Stock), pursuant to the terms of 
the Company's Dividend Reinvestment and Stock Purchase Plan as amended (Plan).
  
 As revised, RCW 80.08.040 requires the Company to file certain information 
with the Commission and authorizes the Company, at its option, to request the 
Commission to enter an order that the Company has complied with the 
requirements of RCW 80.08.040.  The Company has filed the information required 
by RCW 80.08.040 and has requested that the Commission confirm that the Company 
has complied with the requirements of RCW 80.08.040.
  
 FINDINGS

 THE COMMISSION FINDS:
 
 1. Northwest Natural Gas Company, an Oregon corporation, is a public service 
company subject to the jurisdiction of this Commission under the provisions of 
chapter 80.08 RCW.

 2. As to form, the application and information filed herein meet the 
requirements of chapter 80.08 RCW and the rules and regulations of the 
Commission adopted pursuant thereto.
  
 3. The Company’s application in this Docket contains:  (a) a description of 
the purposes for which the issuance is made and a certification by an officer 
that the proceeds from such financing is for one or more of the purposes 
allowed by chapter 80.08 RCW; (b) a description of the proposed issuance, 
including the terms of financing; and (c) a statement as to why the proposed 
transaction is in the public interest.
  
 4. An order consistent with the above findings should be entered.
  
ORDER

 THE COMMISSION ORDERS:
  
 1. Northwest Natural Gas Company has complied with the requirements of RCW 
80.08.040.
  
 2. Northwest shall file, as soon as available:
  The Report of Securities Issued required by
18 CFR 34.10 Chapter 80.  

  Verified copies of any agreement entered into in connection with any 
transaction pursuant to this order.

 3. This order shall in no way affect the authority of this Commission over 
rates, service, accounts, valuations, estimates or determination of costs, or 
any matters whatsoever that may come before it, nor shall anything herein be 
construed as an acquiescence in any estimate or determination of costs, or any 
valuation of property claimed or asserted.
  
 DATED at Olympia, Washington, and effective this 30th day of July, 1997.
  
  WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION
  



Steven McLellan
Executive Secretary