SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment No. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Transition period from _________to_______________
Registrant; State of Incorporation; IRS Employer
Commission File Number Address; and Telephone Number Identification No.
1-5532 PORTLAND GENERAL CORPORATION 93-0909442
(an Oregon Corporation)
121 SW Salmon Street
Portland, Oregon 97204
(503) 464-8820
1-5532-99 PORTLAND GENERAL ELECTRIC COMPANY 93-0256820
(an Oregon Corporation)
121 SW Salmon Street
Portland, Oregon 97204
(503) 464-8000
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on Which Registered
Portland General Corporation
Common Stock, par value $3.75 per share New York Stock Exchange
Pacific Stock Exchange
Portland General Electric Company
First Mortgage Bonds, 9-1/2% Series Due April 1, 2006 New York Stock Exchange
First Mortgage Bonds, 8-3/4% Series Due June 1, 2007 New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Portland General Corporation, None
Portland General Electric Company,
Cumulative Preferred Stock, par value $100 per share
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [ X ]
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 aggregate market value of Portland General Corporation voting stock held by
non-affiliates of the registrant as of January 31, 1994 is $942,776,125.
The number of shares outstanding of the registrants' common stocks as of
January 31, 1994 are:
Portland General Corporation 47,735,500
Portland General Electric Company 40,458,877
(owned by Portland General Corporation)
Document Incorporated by Reference
The information required to be included in Part III hereof is incorporated by
reference from Portland General Corporation's definitive proxy statement to be
filed on or about March 29, 1994.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
PORTLAND GENERAL CORPORATION
(Registrant)
Date June 8, 1994 By /s/ Joseph M. Hirko
Joseph M. Hirko,
Vice President Finance,
Chief Financial Officer,
Chief Accounting Officer
and Treasurer
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
(3) * Restated Articles of Incorporation of Portland General
Corporation [Pre-effective Amendment No. 1 to Form S-4,
Registration No. 33-1987, dated December 31, 1985,
Exhibit (B)]. X
* Certificate of Amendment, dated July 2, 1987, to the
Articles of Incorporation limiting the personal
liability of directors of Portland General Corporation
[Form 10-K for the fiscal year ended December 31, 1987,
Exhibit (3)]. X
* Copy of Articles of Incorporation of Portland General
Electric Company [Registration No. 2-85001, Exhibit (4)]. X
* Certificate of Amendment, dated July 2, 1987, to the
Articles of Incorporation limiting the personal
liability of directors of Portland General Electric
Company [Form 10-K for the fiscal year ended
December 31, 1987, Exhibit (3)]. X
* Form of Articles of Amendment of the New Preferred
Stock of Portland General Electric Company
[Registration No. 33-21257, Exhibit (4)]. X
* Bylaws of Portland General Corporation as amended on
February 5, 1991 [Form 10-K for the fiscal year
ended December 31, 1990, Exhibit (10)]. X
* Bylaws of Portland General Electric Company as
amended on October 1, 1991 [Form 10-K for the fiscal
year ended December 31, 1991, Exhibit (3)]. X
(4) * Portland General Electric Company Indenture of Mortgage
and Deed of Trust dated July 1, 1945;
Ninth Supplemental Indenture dated June 1, 1960;
Tenth Supplemental Indenture dated November 1, 1961;
Eleventh Supplemental Indenture dated February 1, 1963;
Twelfth Supplemental Indenture dated June 1, 1963;
Thirteenth Supplemental Indenture dated April 1, 1964;
Fourteenth Supplemental Indenture dated March 1, 1965
(Form 8, Amendment No. 1, dated June 14, 1965). X X
* Fifteenth Supplemental Indenture, dated June 1, 1966;
Sixteenth Supplemental Indenture, dated October 1, 1967;
Eighteenth Supplemental Indenture, dated November 1, 1970;
Nineteenth Supplemental Indenture, dated November 1, 1971;
Twentieth Supplemental Indenture, dated November 1, 1972;
Twenty-First Supplemental Indenture, dated April 1, 1973;
Twenty-Second Supplemental Indenture, dated October 1, 1973;
Twenty-Seventh Supplemental Indenture, dated April 1, 1976;
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
Twenty-Ninth Supplemental Indenture, dated June 1, 1977
(Registration No. 2-61199, Exhibit 2.d-1). X X
* Thirtieth Supplemental Indenture, dated October 1,
1978; Thirty-First Supplemental Indenture, dated
November 1, 1978 (Registration No. 2-63516,
Exhibit 2.d-3). X X
* Thirty-Eighth Supplemental Indenture dated June 1,
1985 [Form 10-Q for the quarter ended June 30, 1985,
Exhibit (4)]. X X
* Thirty-Ninth Supplemental Indenture, dated March 1,
1986 [Form 10-K for the fiscal year ended December 31,
1985, Exhibit (4)]. X X
* Fortieth Supplemental Indenture, dated October 1,
1990 [Form 10-K for the fiscal year ended December 31,
1990, Exhibit (4)]. X X
* Forty-First Supplemental Indenture dated December 31,
1991 [Form 10-K for the fiscal year ended December 31,
1991, Exhibit (4)]. X X
* Forty-Second Supplemental Indenture dated April 1, 1993
[Form 10-Q for the quarter ended March 31, 1993,
Exhibit (4)]. X X
* Forty-Third Supplemental Indenture dated July 1, 1993
[Form 10-Q for the quarter ended September 30, 1993,
Exhibit (4)]. X X
Other instruments which define the rights of holders of
long-term debt not required to be filed herein will be
furnished upon written request.
(10) * Residential Purchase and Sale Agreement with the
Bonneville Power Administration [Form 10-K for the
fiscal year ended December 31, 1981, Exhibit (10)]. X X
* Power Sales Contract and Amendatory Agreement Nos. 1 and
2 with Bonneville Power Administration [Form 10-K for
the fiscal year ended December 31, 1982, Exhibit (10)]. X X
The following exhibits were filed in conjunction with the
1985 Boardman/Intertie Sale:
* Long-term Power Sale Agreement, dated November 5, 1985
[Form 10-K for the fiscal year ended December 31, 1985,
Exhibit (10)]. X X
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
* Long-term Transmission Service Agreement, dated
November 5, 1985 [Form 10-K for the fiscal year
ended December 31, 1985, Exhibit (10)]. X X
* Participation Agreement, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31,
1985, Exhibit (10)]. X X
* Lease Agreement, dated December 30, 1985 [Form 10-K
for the fiscal year ended December 31, 1985,
Exhibit (10)]. X X
* PGE-Lessee Agreement, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31,
1985, Exhibit (10)]. X X
* Asset Sales Agreement, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31,
1985, Exhibit (10)]. X X
* Bargain and Sale Deed, Bill of Sale and Grant of
Easements and Licenses, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31,
1985, Exhibit (10)]. X X
* Supplemental Bill of Sale, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31,
1985, Exhibit (10)]. X X
* Trust Agreement, dated December 30, 1985 [Form 10-K
for the fiscal year ended December 31, 1985,
Exhibit (10)]. X X
* Tax Indemnification Agreement, dated December 30, 1985
[Form 10-K for the fiscal year ended December 31, 1985,
Exhibit (10)]. X X
* Trust Indenture, Mortgage and Security Agreement, dated
December 30, 1985 [Form 10-K for the fiscal year ended
December 31, 1985, Exhibit (10)]. X X
* Restated and Amended Trust Indenture, Mortgage and
Security Agreement, dated February 27, 1986 [Form 10-K
for the fiscal year ended December 31, 1985,
Exhibit (10)]. X X
* Portland General Corporation Outside Directors'
Deferred Compensation Plan, 1990 Restatement
dated November 1, 1990 [Form 10-K for the fiscal
year ended December 31, 1990, Exhibit (10)]. X X
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
* Portland General Corporation Retirement Plan for
Outside Directors, 1990 Restatement dated July 10, 1990
[Form 10-K for the fiscal year ended December 31, 1990,
Exhibit (10)]. X X
* Portland General Electric Company Outside Directors'
Life Insurance Benefit Plan 1988 Restatement [Form 10-K
for the fiscal year ended December 31, 1988,
Exhibit (10)]. X X
* Portland General Electric Company Outside Directors Life
Insurance Benefit Plan, Amendment No. 1 dated October 3,
1989 [Form 10-K for the fiscal year ended December 31,
1989, Exhibit (10)]. X X
* Portland General Corporation Outside Directors Life
Insurance Benefit Plan, Amendment No. 2 dated
December 3, 1989 [Form 10-K for the fiscal year ended
December 31, 1989, Exhibit (10)]. X X
* Portland General Corporation Outside Directors' Stock
Compensation Plan, Amended and Restated December 6,
1989 [Form 10-K for the fiscal year ended December 31,
1991, Exhibit (10)]. X X
* Special Board Assignment for Robert W. Roth, dated
May 1, 1992. [Form 10-K for the fiscal year ended
December 31, 1992, Exhibit (10)] X X
(24) Portland General Corporation Consent of Independent
Public Accountants (filed herewith). X
Portland General Electric Company Consent of Independent
Public Accountants (filed herewith). X
(25) Portland General Corporation Power of Attorney
(filed herewith). X
Portland General Electric Company Power of Attorney
(filed herewith). X
(28) Form 11-K relating to Employee Stock Purchase Plan of
Portland General Corporation (filed herewith). X
(99) Form 11-K relating to Retirement Savings Plan of Portland
General Corporation (filed herewith). X
(10) * Portland General Corporation Management Deferred
Compensation Plan, 1990 Restatement dated November 1,
1990 [Form 10-K for the fiscal year ended December 31,
1990, Exhibit (10)]. X X
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
Executive Compensation Plans and Arrangements
* Portland General Corporation Management Deferred
Compensation Plan, Amendment No. 1 dated December 16,
1991 [Form 10-K for the fiscal year ended December 31,
1991, Exhibit (10)]. X X
* Portland General Electric Company Senior Officers'
Life Insurance Benefit Plan 1988 Restatement [Form 10-K
for the fiscal year ended December 31, 1988,
Exhibit (10)]. X X
* Portland General Electric Company Senior Officers'
Life Insurance Benefit Plan, Amendment No. 1 dated
October 3, 1989 [Form 10-K for the fiscal year ended
December 31, 1989, Exhibit (10)]. X X
* Portland General Corporation Senior Officers Life
Insurance Benefit Plan, Amendment No. 2 dated
December 3, 1989 [Form 10-K for the fiscal year ended
December 31, 1989, Exhibit (10)]. X X
* Portland General Corporation Annual Incentive Master
Plan [Form 10-K for the fiscal year ended December 31,
1987, Exhibit (10)]. X
* Portland General Corporation Annual Incentive Master
Plan, Amendments No. 1 and No. 2 dated March 5, 1990
[Form 10-K for the fiscal year ended December 31, 1989,
Exhibit (10)]. X
* Portland General Electric Company Annual Incentive
Master Plan [Form 10-K for the fiscal year ended
December 31, 1987, Exhibit (10)]. X
* Portland General Electric Company Annual Incentive Master
Plan, Amendments No. 1 and No. 2 dated March 5, 1990
[Form 10-K for the fiscal year ended December 31, 1989,
Exhibit (10)]. X
* Portland General Corporation 1990 Long-term Incentive
Master Plan [Form 10-K for the fiscal year ended
December 31, 1990, Exhibit (10)]. X X
* Portland General Corporation Supplemental Executive
Retirement Plan, 1990 Restatement dated July 10, 1990
[Form 10-K for the fiscal year ended December 31, 1990,
Exhibit (10)]. X X
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PORTLAND GENERAL CORPORATION AND SUBSIDIARIES
EXHIBIT INDEX
Number Exhibit PGC PGE
(10) * Portland General Corporation Supplemental Executive
Cont. Retirement Plan, Amendment No. 1 dated January 1, 1991,
[Form 10-K for the fiscal year ended December 31, 1991,
Exhibit (10)]. X X
* Change in Control Severance Agreement, dated October 11,
1989 [Form 10-K for the fiscal year ended December 31,
1989, Exhibit (10)]. X X
* Employment Contract for James E. Cross, dated April 17,
1990. [Form 10-K for the fiscal year ended December 31,
1992, Exhibit (10)]. X
* Salary Continuation Agreement for James E. Cross, dated
December 21, 1992. [Form 10-K for the fiscal year ended
December 31, 1992, Exhibit (10)]. X
* Enhanced Benefit Under Supplemental Executive Retirement
Plan for James E. Cross, dated August 4, 1992.
[Form 10-K for the fiscal year ended December 31, 1992,
Exhibit (10)]. X
Portland General Corporation Amended and Restated 1990
Long-Term Incentive Master Plan, amended July 1993 (filed
herewith). X
Portland General Corporation 1990 Long-Term Incentive
Master Plan, Amendment No. 1 dated February 8, 1994
(filed herewith). X
* Incorporated by reference as indicated.
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Exhibit (99)
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1993
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period to
Commission file number
RETIREMENT SAVINGS PLAN
(Title of the Plan)
PORTLAND GENERAL CORPORATION
(Name of the Issuer of the Securities and Employer Sponsoring the Plan)
121 S.W. Salmon Street
Portland, OR 97204
(Address of its Principal Executive Office)
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