BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION In the Matter of the Request 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 More Than an Additional $100,000,000 Principal Amount of Medium-Term Notes, Series B . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ) ) ) ) ) ) ) ) ) ) ) DOCKET UG-001261 ORDER ESTABLISHING COMPLIANCE WITH RCW 80.08.040 BACKGROUND 1. On August 21, 2000, Northwest Natural Gas Company (Northwest or Company), filed an application with the Commission under the provisions of RCW 80.08.040 for an order establishing compliance with that statute. The filing concerns the Company's proposed offering, issuance and sale, from time to time, of up to an additional $100,000,000 aggregate principal amount of its Medium-Term Notes, Series B, consisting of Secured Notes and Unsecured Notes. 2. The Secured Notes will be issued and sold under the Twentieth Supplemental Indenture, dated as of June 1, 1993, to the Company's Mortgage and Deed of Trust, dated as of July 1, 1946, to Bankers Trust Company and R. G. Page (Stanley Burg, successor), as trustees. The Commission authorized the Company to enter into the Twentieth Supplemental Indenture in its Order dated May 12, 1993, in Docket UG-930502. The Unsecured Notes will be issued under the Indenture with Bankers Trust Company, as trustee, dated as of June 1, 1991, which was authorized by the Commission in its Order dated May 15, 1991, in Docket UG-910435. 3. The Commission has previously entered its Order in Docket UG-961639 establishing that Northwest Natural Gas has complied with the requirements of RCW 80.08.40 with respect to its proposed issuance of $150,000,000 of Medium-Term Notes, all of which have been issued. In addition, the Commission previously entered its Order in Docket UG-980812 (Previous Order) establishing that the Company has complied with the requirements of RCW 80.08.40 with respect to the proposed issuance of an additional $100,000,000 of Medium-Term Notes, of which $83,000,000 remain unissued. 4. 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. 5. This matter was brought before the Commission at its August 30, 2000 regularly scheduled open meeting. The Commissioners, having been fully advised in the matter, and having determined the following order to be consistent with RCW 80.08.040 directed the Secretary to enter the following order and related provisions. FINDINGS THE COMMISSION FINDS: 6. Northwest, an Oregon corporation, is a public service company subject to the jurisdiction of this Commission under the provisions of chapter 80.08 RCW. 7. 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. 8. 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 are to be used 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. 9. An order consistent with the above findings should be entered. ORDER THE COMMISSION ORDERS: 10. Northwest Natural Gas Company has complied with the requirements of RCW 80.08.04. 11. Northwest shall file, as soon as available: Reporting of Security Transactions required by WAC 480-143-340. 12. This order is in addition to the Previous Order and, with respect to up to $83,000,000 of unissued Medium-Term Notes, the Previous Order shall remain in full force and effect. The Previous Order, in combination with this Order, shall allow Northwest Natural Gas Company to issue up to a maximum of $200,000,000 in Medium-Term Notes, Series B. To the extent that Medium-Term Notes to which the Previous Order relates remain unissued, Medium-Term Notes issued subsequent to the date of this Order shall be deemed to have been issued in connection with the Previous Order. 13. 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 the 30th day of August, 2000. WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION CAROLE J. WASHBURN Secretary