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 SEPTEMBER 30, 1997

<TABLE>
<CAPTION>

                         Registrant; State of Incorporation;  IRS Employer
COMMISSION FILE NUMBER   ADDRESS; AND TELEPHONE NUMBER        IDENTIFICATION NO.
<S>                      <C>                                  <C>


1-5532-99                PORTLAND GENERAL ELECTRIC COMPANY    93-0256820
                         (an Oregon Corporation)
                         121 SW Salmon Street
                         Portland, Oregon 97204
                         (503) 464-8000


</TABLE>
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    .

The  number  of  shares  outstanding of the registrant's  common  stock  as  of
November 14, 1997 are:

                   Portland General Electric Company             42,758,877
  
                                        1
                                      <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...........8

PART II.  OTHER INFORMATION

            Item 1 - Legal Proceedings...............................16
            Item 6 - Exhibits and Reports on Form 8-K................16
            Signature Page...........................................17



                                      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.
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  AND NINE MONTHS ENDED SEPTEMBER  30, 1997 AND 1996
                                  (UNAUDITED)



<TABLE>
<CAPTION>
                                         Three Months Ended         Nine Months Ended
                                         September 30               September 30
                                         1997          1996         1997            1996
                                                      (Thousands of Dollars)
<S>                                      <C>           <C>          <C>             <C>
 
OPERATING REVENUES                       $390,883      $259,656     $1,066,160      $792,772

OPERATING EXPENSES
  Purchased power and fuel                223,694        80,299        508,208       205,390
  Production and distribution              20,099        22,698         61,192        64,668
  Maintenance and repairs                  11,381        12,016         32,990        37,110
  Administrative and other                 25,936        26,726         75,771        80,862
  Depreciation and amortization            36,661        38,868        114,891       114,909
  Taxes other than income taxes            13,857        12,325         42,656        39,918
  Income taxes                             13,703        19,243         73,901        81,936
                                         --------      --------     ----------      --------
                                          345,331       212,175        909,609       624,793
                                         --------      --------     ----------      --------

NET OPERATING INCOME                       45,552        47,481        156,551       167,979
                                         --------      --------     ----------      --------

OTHER INCOME (DEDUCTIONS)
  Other                                   (24,111)         (732)       (23,110)         (809)
  Income taxes                             10,867           856         12,653         2,920
                                         --------      --------     ----------      --------
                                          (13,244)          124        (10,457)        2,111
                                         --------      --------     ----------      --------

INTEREST CHARGES
  Interest on long-term debt and other     16,788        17,770         52,692        50,720
  Interest on short-term borrowings         1,377         2,525          3,699         7,784
  Allowance for borrowed funds used
   during construction                       (365)         (609)          (995)       (1,351)
                                         --------      --------     ----------      --------
                                           17,800        19,686         55,396        57,153
                                         --------      --------     ----------      --------

NET INCOME                                 14,508        27,919         90,698       112,937

PREFERRED DIVIDEND REQUIREMENT                581           581          1,744         2,212
                                         --------      --------     ----------      --------
INCOME AVAILABLE FOR COMMON STOCK        $ 13,927      $ 27,338     $   88,954      $110,725
                                         ========      ========     ==========      ========

</TABLE>

                    CONSOLIDATED STATEMENTS OF RETAINED EARNINGS FOR THE
               THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                         (Unaudited)

<TABLE>
<CAPTION>
                                         Three Months Ended         Nine Months Ended
                                         September 30               September 30
                                         1997          1996         1997            1996
                                                      (Thousands of Dollars)
<S>                                      <C>           <C>          <C>             <C>
                                          

BALANCE AT BEGINNING OF PERIOD           $335,947      $295,610     $  292,124      $246,282
NET INCOME                                 14,508        27,919         90,698       112,937
ESOP TAX BENEFIT AND OTHER                   (530)         (530)        (1,589)       (1,665)
                                         --------      --------     ----------      --------
                                          349,925       322,999        381,233       357,554
                                         --------      --------     ----------      --------

DIVIDENDS DECLARED
  Common stock - cash                      16,676        56,014         46,821        88,938
  Common stock - property                  96,941             -         96,941             -
  Preferred stock                             581           581          1,744         2,212
                                         --------      --------     ----------      --------
                                          114,198        56,595        145,506        91,150
                                         --------      --------     ----------      --------
BALANCE AT END OF PERIOD                 $235,727      $266,404     $  235,727      $266,404
                                         ========      ========     ==========      ========

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

                                       3
                                     <PAGE>

        PORTLAND    GENERAL    ELECTRIC   COMPANY   AND SUBSIDIARIES

                                    CONSOLIDATED BALANCE SHEETS
                          AS OF SEPTEMBER 30, 1997 AND DECEMBER 31, 1996

<TABLE>
<CAPTION>
                                                                        (Unaudited)
                                                                        September 30            December 31
                                                                        1997                    1996
                                                                             (Thousands of Dollars)
<S>                                                                     <C>                     <C>

                                                    ASSETS
        
        ELECTRIC UTILITY PLANT - ORIGINAL COST
            Utility plant (includes Construction Work in
             Progress of $28,435 and $36,919)                           $ 3,002,771             $ 2,899,746
            Accumulated depreciation                                     (1,206,639)             (1,124,337)
                                                                        -----------             -----------
                                                                          1,796,132               1,775,409
            Capital leases - less amortization of $32,536 and $30,569         4,783                   6,750
                                                                        -----------             -----------
                                                                          1,800,915               1,782,159
                                                                        -----------             -----------
        
        OTHER PROPERTY AND INVESTMENTS
            Contract termination receivable                                 105,576                 111,447
            Receivable from parent                                          105,870                       -
            Trojan decommissioning trust, at market value                    86,091                  78,448
            Corporate owned life insurance, less loans
             of $26,411 and $26,411                                          58,552                  51,410
            Other investments                                                17,460                  20,700
                                                                        -----------             -----------
                                                                            373,549                 262,005
                                                                        -----------             -----------
        
        CURRENT ASSETS
            Cash and cash equivalents                                        27,288                  19,477
            Accounts and notes receivable                                   146,657                 145,372
            Unbilled and accrued revenues                                    39,779                  53,317
            Inventories, at average cost                                     30,883                  32,903
            Prepayments and other                                            26,266                  16,476
                                                                        -----------             -----------
                                                                            270,873                 267,545
                                                                        -----------             -----------
        DEFERRED CHARGES
          Unamortized regulatory assets
            Trojan investment                                               257,599                 275,460
            Trojan  decommissioning                                         261,325                 282,131
            Income taxes recoverable                                        177,419                 195,592
            Debt reacquisition costs                                         26,315                  28,063
            Conservation investments - secured                               75,423                  80,102
            Energy efficiency programs                                       14,628                  11,974
            Other                                                            20,065                  22,575
          WNP-3 settlement exchange agreement                                     -                 163,217
          Miscellaneous                                                      33,638                  27,389
                                                                        -----------             -----------
                                                                            866,412               1,086,503
                                                                        -----------             -----------
                                                                        $ 3,311,749             $ 3,398,212
                                                                        ===========             ===========
                                        
                                        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                          $   160,346                 160,346
              Other paid-in capital - net                                   478,522                 475,055
            Retained earnings                                               235,727                 292,124
            Cumulative preferred stock
               Subject to mandatory redemption                               30,000                  30,000
            Long-term debt                                                  839,598                 933,042
                                                                        -----------             -----------
                                                                          1,744,193               1,890,567
                                                                        -----------             -----------
        
        CURRENT LIABILITIES
            Long-term debt and preferred stock due within one year           85,962                  92,559
            Short-term borrowings                                           114,517                  92,027
            Accounts payable and other accruals                             158,255                 144,712
            Accrued interest                                                 14,743                  14,372
            Dividends payable                                                   868                  17,117
            Accrued taxes                                                   102,252                  31,485
                                                                        -----------             -----------
                                                                            476,597                 392,272
                                                                        -----------             -----------
        
        OTHER
            Deferred income taxes                                           366,596                 497,734
            Deferred investment tax credits                                  44,242                  47,314
            Deferred gain on contract termination                           105,346                 112,697
            Merger obligation                                               104,359                       -
            Trojan decommissioning and transition costs                     342,094                 357,844
            Miscellaneous                                                   128,322                  99,784
                                                                        -----------             -----------
                                                                          1,090,959               1,115,373
                                                                        -----------             -----------
                                                                        $ 3,311,749             $ 3,398,212
                                                                        ===========             ===========
-----------------------------------------------------------------------------------------------------------        
        The accompanying notes are an integral part of these consolidated balance sheets.
</TABLE>

                                             4
                                           <PAGE>

                      PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

                          CONSOLIDATED STATEMENTS OF CASH FLOW FOR THE
                          NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                          (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                            Nine Months Ended
                                                                                            September 30
                                                                                            1997              1996
                                                                                            (Thousands of Dollars)
<S>                                                                                         <C>               <C>

CASH PROVIDED (USED IN)
  OPERATIONS:
      Net Income                                                                            $  90,698         $ 112,937
      Non-cash items included in net income:
          Depreciation and amortization                                                        92,541            89,765
          Amortization of WNP-3 exchange agreement                                              6,500             3,887
          Amortization of Trojan investment                                                    19,037            18,118
          Amortization of Trojan decommissioning                                               10,531            10,531
          Amortization of deferred charges (credits)                                           (3,264)              354
          Deferred income taxes - net                                                         (56,656)           (8,900)
          Other non-cash expenses                                                              24,000                 -
     Changes in working capital:
         (Increase) Decrease in receivables                                                    11,702            27,890
         (Increase) Decrease in inventories                                                     2,020             3,506
          Increase (Decrease) in payables and accrued taxes                                    85,268             7,896
          Other working capital items - net                                                    (9,790)           (8,697)
     Trojan decommissioning expenditures                                                      (11,057)           (4,836)
     Deferred items - other                                                                     5,550            12,841
     Miscellaneous - net                                                                       10,421             4,440
                                                                                             --------         ---------
                                                                                              277,501           269,732
                                                                                             --------         ---------

INVESTING ACTIVITIES:
     Utility construction                                                                    (115,560)         (133,344)
     Energy efficiency programs                                                                (4,543)          (10,243)
     Nuclear decommissioning trust deposits                                                   (10,530)          (11,692)
     Nuclear decommissioning trust withdrawals                                                  8,469             3,229
     Other investments                                                                         (6,936)           (9,301)
                                                                                             --------         ---------
                                                                                             (129,100)         (161,351)
                                                                                             --------         ---------
FINANCING ACTIVITIES:
     Short-term debt - net                                                                     22,490             4,277
     Borrowings from Corporate Owned Life Insurance                                                 -             1,312
     Long-term debt issued                                                                          -            85,000
     Long-term debt retired                                                                   (98,267)          (87,661)
     Preferred stock retired                                                                        -           (20,000)
     Dividends paid                                                                           (64,813)          (88,989)
                                                                                             --------         ---------
                                                                                             (140,590)         (106,061)
                                                                                             --------         ---------
INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                                                                              7,811             2,320
CASH AND CASH EQUIVALENTS AT THE BEGINNING
  OF PERIOD                                                                                    19,477             2,241
                                                                                             --------         ---------
CASH AND CASH EQUIVALENTS AT THE END
  OF PERIOD                                                                                  $ 27,288         $   4,561
                                                                                             ========         =========
_______________________________________________________________________________________________________________________
Supplemental disclosures of cash flow information
   Cash paid during the period:
      Interest, net of amounts capitalized                                                   $ 51,535         $  53,485
      Income taxes                                                                             73,185            75,667

_______________________________________________________________________________________________________________________
The accompanying notes are an integral part of these consolidated statements.

</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  1996  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 - BUSINESS COMBINATION

On July 1, 1997 Portland General Corporation  (PGC),  the former parent of PGE,
consummated a merger transaction pursuant to the Amended and Restated Agreement
and Plan of Merger by and among Enron Corp., PGC and Enron  Oregon Corp.  dated
as of July 20, 1996 and amended and restated as of September  24,  1996  and as
further  amended  by  the First Amendment dated  April 14, 1997 (Amended Merger
Agreement). Pursuant to  the  Amended Merger Agreement, Enron Corp., a Delaware
corporation merged with and into   Enron  Oregon  Corp.,  an Oregon corporation
(Reincorporation  Merger)  and the name of Enron Oregon Corp.  was  changed  to
Enron  Corp. (Enron).  Promptly  following  the  Reincorporation  Merger,   PGC
merged with and into  Enron (PGC Merger), with Enron continuing in existence as
the surviving  corporation. Pursuant to the Amended Merger Agreement PGE is now
a wholly owned subsidiary  of  Enron  and  subject  to  control by the Board of
Directors of Enron.

PGE's consolidated financial statements have been prepared on the historical
cost basis and do not reflect an allocation of the purchase price to PGE that
was recorded by Enron as a result of the PGC Merger.

NOTE 3 - WNP-3 SETTLEMENT EXCHANGE AGREEMENT

On August 28, 1997, PGE's Board of Directors declared a special dividend in the
form  of  a transfer of PGE's rights and certain obligations  under  the  WNP-3
Settlement Exchange Agreement (WSA) and the long-term power sale agreement with
the Western  Area  Power  Administration  (WAPA). This transaction was recorded
during the third quarter of 1997 with the transfer  of  PGE's net investment in
these contracts to Enron Corp.,  PGE's parent and sole common  stockholder. The
FERC is currently reviewing this transaction with approval expected  by the end
of 1997.

                                       6
                                     <PAGE>






        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            (Unaudited)


NOTE 4 - 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 November  1994  ruling,  by a different judge of the same court, upheld the
Commission's 1993 Declaratory  Ruling  (DR-10).   In DR-10 the  OPUC ruled that
PGE  could  recover and earn a return on its undepreciated  Trojan  investment,
provided certain  conditions  were met.  The Commission relied on a 1992 Oregon
Department of Justice opinion issued  by  the Attorney General's office stating
that the Commission had the authority to set  prices  including recovery of and
on investment in plant that is no longer in service.

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  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.

                                          7
                                        <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 1997.


1997 COMPARED TO 1996 FOR THE THREE MONTHS ENDED SEPTEMBER 30

PGE  earned  $15  million  for  the  third quarter of 1997 which includes a $14
million (net of income taxes) non-recurring  loss provision recorded for future
costs  associated  with non-utility property.  Excluding  this  provision  1997
third quarter earnings would have been $29 million compared to earnings
of $28 million in 1996.  Increased  retail sales volume offset the effects of a
December 1996 price decrease.

Retail revenues of $204 million were  2%  higher  than  1996.  Increased  sales
volume to all customer classes more than offset a December 1996 price decrease.
Commercial   and   industrial  MW  sales  benefitted  from  a  strong  economy.
Additionally there was  an  18,697  or 3% increase in the number of residential
customers compared to last year.

           
           KILOWATT HOURS SOLD (MILLIONS)

                         1997             1996

Retail                   4,364            4,103

Wholesale                8,665            2,913


Wholesale revenues increased $124 million  from  1996  due to increased trading
activities.

The  increase  in  wholesale sales activity along with increased  retail  sales
volume contributed to  a  $143  million or 179% increase in purchased power and
fuel expense.  Energy purchases,  which  were  up  124%,  averaged  18.6  mills
compared to 13.4 mills for 1996.

                                      8
                                    <PAGE>

        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


This  increase  in  price was driven by increased natural gas prices along with
tight  power supply conditions  in  the  southwestern  United  States.  Company
generation provided 16% of total power needs.

<TABLE>
<CAPTION>
                             KILOWATT/VARIABLE POWER COSTS

                                                                   Average Variable
                    Kilowatt-Hours (millions)                      Power Cost (Mills/kWh)
                    1997               1996                        1997           1996
<S>                 <C>                <C>        <C>              <C>            <C>

Generation           2,288             2,427                        9.1            9.3
Firm Purchases      10,104             3,990                       19.2           14.8
Spot Purchases         916               934                       11.8            8.3
                    ------             -----                       ----           ----
  Total Send-Out    13,308             7,351      Average          17.0           12.0
                    ======             =====                       ====           ====
</TABLE>


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) decreased  $2  million  due  to  productivity  improvements at PGE's
generating facilities.

Other  Income  (deductions) reflects a loss provision recorded  for  future
demolition and removal costs associated with non-utility property.

1997 COMPARED TO 1996 FOR THE NINE MONTHS ENDED SEPTEMBER 30

PGE earned $89 million for the nine months  ended  September 30, 1997 which
includes a $14 million (net of income taxes) non-recurring   loss provision
recorded  for future costs associated with non-utility property.  Excluding
this provision  1997  earnings  would  have  been  $103 million compared to
earnings of $111 million in 1996. Reduced earnings were  the  result  of  a
decline  in  retail revenues caused by lower prices and warmer temperatures
during the first  quarter. Decreased operating expenses (excluding variable
power,  depreciation  and  income  taxes)  partially  offset  lower  retail
revenues.

Retail revenues  were  down  for  the  period  due  to a December 1996 rate
decrease.  This  decrease  was  partially  offset  by  additional  revenues
resulting  from  strong  sales  growth  in  the  industrial and  commercial
customer classes.

           KILOWATT HOURS SOLD (MILLIONS)

                        1997             1996

Retail                  13,370           12,770
Wholesale               22,043            7,152



                                  9
                                <PAGE>


        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


Wholesale  revenues  increased  $271 million from 1996  due   to  increased
trading activities.

The increase in wholesale sales activity  along with increased retail sales
volume contributed to a $303 million or 147%  increase  in  purchased power
and  fuel  expense.   Energy  purchases, which were up 90%,  averaged  15.7
mills compared to 12.4 mills for  1996. Increased natural gas prices during
the  first  quarter  followed  by tight  power  supply  conditions  in  the
southwestern United States were  the major contributors to this increase in
price. Company generation, primarily  hydro,  provided  13%  of total power
needs.

<TABLE>
<CAPTION>
      
      KILOWATT HOURS/VARIABLE POWER COSTS
                                                                   Average Variable
                   Kilowatt hours (millions)                       Power Cost (Mills/kWh)
                   1997               1996                         1997           1996
<S>                <C>                <C>         <C>              <C>            <C>

Generation          4,965              4,455                        5.3            6.9
Firm Purchases     28,818             13,436                       16.2           13.2
Spot Purchases      2,528              3,034                        9.8            9.0
                   ------             ------                       ----           ----
  Total Send out   36,311             20,925      Average          14.2           11.2
                   ======             ======                       ====           ====

</TABLE>


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) decreased $10 million due to productivity improvements
at  PGE's  generating  facilities.  Non-recurring  storm  and  flood
related expenditures were incurred during the first quarter of 1996.

Depreciation  and  amortization  expense  increases  resulting  from
normal   asset   additions   (primarily  distribution  assets)  were
substantially offset by the amortization  of  a gain associated with
the termination of a power sales agreement.

Other  Income  (deductions) reflects a loss provision  recorded  for
future demolition and removal costs associated with non-utility  property.

FINANCIAL CONDITION

During the third quarter  PGE's  net worth decreased $97 million due
to the declaration of a special non-cash  dividend by PGE's Board of
Directors. This transaction resulted in the transfer of PGE's rights
and   certain  obligations  under  the  WNP-3  Settlement   Exchange
Agreement  (WSA)  and  the  long-term  power sale agreement with the
Western  Area  Power  Administration (WAPA).  This  transaction  was
recorded during the third quarter of 1997 with the transfer of PGE's
net investment in these  contracts to Enron Corp.,  PGE's parent and
sole  common  stockholder. The  FERC  is  currently  reviewing  this
transaction with approval expected by the end of 1997.

                                 10
                               <PAGE>

        
        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


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.  Improved cash  flows  in
the  current  year  were  due  to  reduced operating and maintenance
expenditures.

INVESTING   ACTIVITIES   include   improvements    to    generation,
transmission and distribution facilities and continued investment in
energy  efficiency programs. Through September 30, 1997 nearly  $116
million  has   been   expended   for   capital  projects,  primarily
improvements to the Company'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.  The
Company  makes  withdrawals   from   the  trust,  as  necessary  for
reimbursement  of decommissioning expenditures.   During  the  first
three quarters of 1997 PGE has withdrawn $8 million from the trust.

FINANCING ACTIVITIES  -  Cash  used for financing activities totaled
$141 million in 1997 compared to  $106  million  in  1996.   PGE has
issued  no  new  long-term  debt  in  1997 and has instead relied on
short-term   borrowings  to  manage  its  day   to   day   financing
requirements.   Through  September  30,  1997  PGE's  cash  dividend
payments to its parents  totaled $65 million compared to $89 million
in 1996.

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 September 30, 1997  PGE has  the
capability to issue preferred  stock   and additional First Mortgage
Bonds in amounts sufficient to meet its capital requirements.

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        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


FINANCIAL AND OPERATING OUTLOOK


RETAIL CUSTOMER GROWTH AND ENERGY SALES

Weather  adjusted retail energy sales were  up  6.3%  for  the  nine
months ended  September  30,  1997  compared to the same period last
year. Industrial and commercial sales  increased  by 13.0% and 4.3%,
respectively due to strong growth in most industry  segments.  Sales
to  Paper  and High-Tech industrial customers have increased by more
than 300 million kWh compared to last year accounting for almost 70%
of  the 440 million  kWh  growth  in  sales  in  this  sector.  Most
commercial  sectors  grew  between  3%  and 8%. The addition of over
13,546 customers resulted in residential  sales  growth of 3.7%. The
Company expects 1997 retail energy sales growth to  be approximately
6%.

QUARTERLY INCREASE IN RETAIL CUSTOMERS

Quarter/Year      Residential      Commercial/Industrial

2Q 95             2,194            509
3Q 95             2,145            435
4Q 95             5,566            554
1Q 96             3,633            539
2Q 96             3,664             76
3Q 96             3,021            594
4Q 96             5,151            877
1Q 97             3,953            509
2Q 97             4,693            537
3Q 97             3,529            388


RESIDENTIAL EXCHANGE PROGRAM - The Regional Power Act  (RPA), passed
in  1980,  attempted  to  resolve  growing  power  supply  and  cost
inequities  between  customers  of  government  and  publicly  owned
utilities,  who  have priority access to the low-cost power from the
federal hydroelectric  system,  and  the customers of investor owned
utilities ( IOU).  The RPA created the  residential exchange program
which exists to ensure that all residential  and  farm  customers in
the  region, the vast majority of which are served by IOUs,  receive
similar  benefits  from  the  publicly  funded federal power system.
Exchange  program benefits are passed directly  to  residential  and
farm customers.   The  exchange benefit provided PGE residential and
small farm customers totaled  $44  million  for  the 12 months ended
September  30,  1997.   PGE and the BPA are engaged in  negotiations
about the possibility of  a  BPA  buy  out  and  termination  of the
current  exchange  program.  Proceeds received from the possible buy
out  will be used to establish future Residential Benefits.

WHOLESALE MARKETING

The surplus of electric generating  capability  in the Western U.S.,
the entrance of numerous wholesale marketers and  brokers  into  the
market,  and  open access transmission is contributing to increasing
pressure on the  price  of  power.   In addition, the development of
financial markets and NYMEX electricity  contract trading has led to
increased price discovery available to market  participants, further
adding to the competitive pressure on wholesale margins.  During the
first  nine months of 1997 PGE's wholesale revenues  increased  $270
million compared to the same period last year, accounting for 37% of
total revenues and 62% of total sales volume.  PGE will continue its
participation  in  the wholesale marketplace in order 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.
However, due to increasing volatility and reduced  margins resulting
from increased competition, long-term wholesale marketing activities
are being transferred to PGE's non-regulated affiliates. As a result
PGE expects that its future revenues from the wholesale  marketplace
will decline.

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        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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



POWER SUPPLY

Hydro  conditions  for  the year have been extremely favorable.  The
1997 January-to-July runoff on the Columbia River was 150% of normal
representing the largest  runoff  since  consistent  record  keeping
began  in  1929.  Reservoirs  were 95% full at the end of July which
will allow the region to use rainfall  for generation of electricity
rather than to fill reservoirs. Hydro conditions  for  the remainder
of the year are highly dependant upon levels of precipitation.

Several  species  of  salmon  found  in  the  Snake  River,  a major
tributary of the Columbia River, have been granted protection  under
the  Federal  Endangered  Species  Act  (ESA).  In an effort to help
restore these fish, the federal government has reduced the amount of
water allowed to flow through the turbines  at  the  hydro  electric
dams  on  the  Snake  and  Columbia River while the young salmon are
migrating to the ocean. This  has  resulted  in  reduced  amounts of
electricity  generated  at  the  dams.   Favorable  hydro conditions
helped  mitigate the affect of these actions in 1996 and  1997.   If
this practice  is continued in future years it could mean less water
available in the  fall  and  winter  for  generation when demand for
electricity in the Pacific Northwest is highest.   Although PGE does
not  own  any  hydroelectric  facilities on the Columbia  and  Snake
rivers, it does buy energy from the agencies which do.

In early 1997, the State of Oregon  proposed  an aggressive recovery
plan  for  the  Oregon  coastal  Coho  salmon.  The National  Marine
Fisheries Service (NMFS) accepted this recovery plan and as a result
this run of salmon was not listed for federal  protection.   PGE has
no hydro electric projects that will be impacted by this action.

A  petition  to  protect  winter  steelhead  trout under the federal
endangered species act has been filed.  The affected  areas  include
the lower Columbia River tributaries in Oregon and Washington.   PGE
biologists  along  with state  natural resource agencies and various
stakeholders  are  developing   a  set  of   recommendations  as  an
alternative to a federal listing.  This  will  culminate  in a state
sponsored recovery plan which will be presented to the NMFS in early
1998.  If this plan is accepted the steelhead will not be listed  as
endangered  or  threatened.   Regardless  of  the  outcome  of  this
decision, PGE's hydro electric projects on the Willamette, Clackamas
and Sandy Rivers will not be impacted for at least another year. PGE
is  examining  ways  to  operate  its   hydro facilities  to further
enhance these populations of steelhead.

YEAR 2000

PGE utilizes software and related technologies that will be affected
by  the  date  change  in  the  year  2000. An internal  program  is
currently underway to determine the full  scope,  related  costs and
action  plan  to  insure  that  PGE's  systems  continue to meet its
internal needs and those of its customers.

BUSINESS COMBINATION

On  July  1,  1997  Portland General Corporation (PGC),  the  former
parent of  PGE, consummated  a  merger  transaction  pursuant to the
Amended and Restated Agreement and Plan of Merger by and among Enron
Corp.,  PGC  and Enron Oregon Corp.  dated as of July 20,  1996  and
amended and restated as of September 24, 1996 and as further amended
by  the  First Amendment  dated   April  14,  1997  (Amended  Merger
Agreement). Pursuant to the Amended Merger Agreement, Enron Corp., a
Delaware corporation  merged  with  and into  Enron Oregon Corp., an
Oregon corporation (Reincorporation Merger)  and  the  name of 

                                 13
                               <PAGE>

        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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


Enron Oregon Corp. was changed to Enron Corp. (Enron).  Promptly following
the  Reincorporation  Merger,  PGC merged with and into  Enron  (PGC
Merger),  with  Enron  continuing  in  existence  as  the  surviving
corporation. Pursuant to  the  Amended Merger Agreement PGE is now a
wholly owned subsidiary of Enron and subject to control by the Board
of Directors of Enron.

Essentially  all of Enron's operations  are  conducted  through  its
subsidiaries and  affiliates  which  are  principally engaged in the
gathering, transportation and wholesale marketing  of  natural  gas;
the  exploration  and  production  of natural gas and crude oil; the
production, purchase, transportation  and  marketing  of natural gas
liquids and refined petroleum products; the independent development,
promotion, construction and operation of power plants,  natural  gas
liquids  facilities  and  pipelines;  and  the  non-price  regulated
purchasing and marketing of energy related commitments.

PGE's consolidated financial statements have been prepared on the historical
cost basis and do not reflect an allocation of the purchase price to PGE that
was recorded by Enron as a result of the PGC Merger.


CUSTOMER CHOICE

GENERAL
As a condition to the OPUC's approval of the Enron/PGC  merger,  PGE
filed  with the OPUC a plan to open it's entire service territory to
competition.  This  plan  will allow all residential, commercial and
industrial customers to choose their energy provider. This plan also
outlines how PGE proposes to  separate its regulated businesses from
it's  potentially  competitive  businesses   of  electricity  sales,
customer service and generation. Under the plan,  PGE  will cease to
sell   electricity,   focusing   instead  on  the  transmission  and
distribution of electricity. This  action  will allow the generating
assets  to  be  used   more  effectively  and  compete  in  an  open
marketplace, and will allow distribution assets  to  be  focused  on
providing  quality  service,  safety  and  reliability. Enron Energy
Services, an unregulated affiliated company,  will compete with other
energy service providers, but will not use the  PGE  name.  PGE will
seek  100  percent  recovery of its transition costs, the difference
between the cost of certain  assets  and  the  market value of those
assets.  The  amount  of  these  transition  costs  has  yet  to  be
determined.

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
In a move to prepare for future retail competition, PGE submitted to
the  OPUC a proposal for an introductory  Customer  Choice  Plan  to
allow  50,000  PGE  customers in four cities to buy their power from
competing energy service  providers by the end of 1997. This program
will allow certain customers  in  Oregon to experience a competitive
electricity  market.  The  program,  which received OPUC approval,
will be available to residential, small business and commercial
customers  in  the  four cities, and industrial customers throughout
PGE's service territory. Effective October 22, 1997 PGE's large
industrial customers throughout its service territory have the
opportunity to purchase up to 50 percent of their electricity from
from competiting electricity providers. Residential, small business
and commercial customers can begin receiving electricity from a
company of their choice as early as December 1, 1997
 

                                 14
                               <PAGE>
        
        PORTLAND GENERAL ELECTRIC COMPANY AND SUBSIDIARIES

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

Seven energy service providers have been certified by the OPUC and
given the approval to begin offering to eligible customers electricity
and other energy products and services. PGE is also encouraging the 
development   of   aggregators.   Aggregators   are   companies   or
organizations  that  combine  the  power  needs  of  their  existing
members,  customers  or  constituents.   By  pooling the electricity
load,  the aggregators can make larger, more economical  electricity
purchases  and  deliver  more  competitive  prices to the individual
customer. Although customers may choose to purchase electricity from
companies  other  than PGE, the power will be delivered  over  PGE's
existing distribution  system.  PGE  will  continue  to maintain all
wires,  power poles and equipment and will make all repairs  in  the
event of  an  outage.  Safety  and  reliability  remain  the highest
priority for PGE. PGE does not expect that this program will  have a
materially  adverse impact on operating margins. This program, which
terminates on  December  31,  1998,  is  being  undertaken  to provide
information  to  PGE  and  the  OPUC on the effects of future retail
competition on PGE and its customers.


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
deregulation   of  retail  electricity,  environmental  regulations,
changes in the cost  of  power and adverse weather conditions during
the periods covered by the forward looking statements.

                                 15
                               <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, 1996.

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. A response  is  not  expected  before 1998. On
August  2,  1997  the  US District Court entered a new judgement  in
favor of Columbia Steel for approximately $3.7 million.

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.

                                   16
                                 <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)


November 14 , 1997        By      /S/ STEVEN N. ELLIOTT
                                  Steven N. Elliott
                                  Vice President Finance
                                  and Treasurer




November 14 , 1997        By      /S/ JOSEPH E. FELTZ
                                  Joseph E. Feltz
                                  Controller
                                  Assistant Treasurer


                                    17
                                  <PAGE>