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 its proposed 
issuance of up to An Additional $100,000,000 Principal Amount of Medium-Term 
Notes, Series B
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		DOCKET UG-980812
		
		FIRST 
		SUPPLEMENTAL ORDER
		ESTABLISHING
		COMPLIANCE

BACKGROUND


1. On May 16, 2000, Northwest Natural Gas Company (Northwest or Company) filed 
an application with the Commission under the provisions of RCW 80.08.040 and 
80.04.210 for a Supplemental Order Establishing Compliance in this docket, in 
connection with the Company’s proposed offering, issuance and sale, from time 
to time, of its Medium-Term Notes, Series B.

DISCUSSION

  2. The Commission entered its Order Establishing Compliance (Original Order) 
in this Docket on June 25, 1998, establishing that Northwest had complied with 
the requirements of RCW 80.08.40 with respect to its proposed issuance of 
$100,000,000 of Medium-Term Notes, of which $83,000,000 remains unissued.

  3. The Company's application for a supplemental order amends its original 
application to add a Table titled "Temporary Fixed-Rate Spreads over US 
Treasury" for use in financing situations when the yield on the U.S. Treasury 
30-year bond does not exceed 6.5 percent.  Under the conditions included in its 
original application, the Company may not issue Medium-Term Notes if the spread 
over benchmark U.S. Treasury yields would exceed the maximum spread at the 
respective maturity shown in a table on page 5 of the original application.  
The proposed new table would set forth higher maximum spreads over U.S. 
Treasury debt securities, at each maturity of Medium-Term Notes, for use in 
financing situations when the yield on the U.S. Treasury 30-year bond does not 
exceed 6.5 percent.  The Company states that the higher maximum spreads would 
give the Company broader access to the long-term capital markets, on reasonable 
terms.

  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.


DOCKET NO. UG-980812      PAGE  2 

  This matter was brought before the Commission at its May 24, 2000 regularly 
scheduled open meeting, recessed and continued to May 30, 2000.  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:

5. 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.

6. As to form, the application and information filed herein meet the 
requirements of chapter 80.08 RCW and comply with the Commission’s rules and 
regulations pursuant thereto.

7. The Company’s original application in this Docket, as amended in its 
application for a supplemental order, 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.

8. An order consistent with the above findings should be entered.

ORDER 

THE COMMISSION ORDERS:

9. Northwest Natural Gas Company has complied with the requirements of RCW 
80.08.040.

10. Northwest shall file Reporting of Security Transactions required by WAC 
480-146-340.

11.       This order supersedes the Original Order.  To the extent that 
Medium-Term Notes to which the Original 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 this Order.

DOCKET NO. UG-980812      PAGE  3

12.       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 May, 2000.

WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION



CAROLE J. WASHBURN
Secretary