ENRON and Portland General shareholders give overwhelming approval to proposed merger.

PORTLAND, Ore.--(BUSINESS WIRE)--Nov. 12, 1996--ENRON and Portland General Corp. announced today that a huge majority of their respective shareholders have voted in favor of merging the two companies.

In separate shareholder meetings at the companies' headquarters in Houston and Portland, 75 percent of ENRON common shares and 77 percent of Portland General common shares were voted in favor of the merger. By approving the merger, shareholders also have terminated a "collar" provision on ENRON's common stock price that provided both companies with an opportunity to walk away from the merger.

"We are pleased that shareholders share our enthusiasm for the proposed merger and recognize the benefits of a combined ENRON/Portland General presence in the highly-competitive power market," said Kenneth L. Lay, ENRON chairman and chief executive officer.

"Today's shareholder vote represents another milestone toward our goal of creating a new company that will deliver broader services and a greater variety of choices to new and existing customers," said Ken L. Harrison, Portland General chairman and chief executive officer.

The proposed merger, which was announced on July 22, also requires approval from the Oregon Public Utilities Commission and the Federal Energy Regulatory Commission.

ENRON, one of the world's largest integrated gas and electricity companies with approximately $15 billion in assets, operates the largest natural gas transmission system in the Western Hemisphere and the second largest in the world; is the largest purchaser and marketer of natural gas and the largest non-regulated marketer of electricity in North America; produces and markets natural gas liquids worldwide; owns 59 percent of Enron Oil & Gas Co., one of the largest independent (non-integrated) exploration and production companies in the United States; owns 59 percent of Enron Global Power & Pipelines L.L.C., which is owner and manager of operating power plants and natural gas pipelines in emerging markets; and is one of the largest independent developers and producers of electricity in the world.

ENRON is traded under the ticker symbol, "ENE." -0-

                   "SHAREHOLDER VOTE" BACKGROUNDER
                         PORTLAND GENERAL CORP.

The nearly unanimous approval vote on Tuesday, Nov. 12, is
particularly noteworthy because about 90% of Portland General
employees maintain shares in the company, so we are seeing a strong
message by employees and shareholders that this merger makes good
sense for Portland General.

The following schedule for merger approval is:

          Oregon Public Utility Commission (PUC) Process

Nov. 27:            Deadline for filing reply comments
Dec. 12:            PUC preliminary recommendations will be made
Dec. 28:            Settlement conference
End of January '97: Next round of comments should be completed
Feb. 18:            Decision by PUC

        Federal Regulatory Energy Commission (FERC) Process

FERC has not indicated a time line for consideration, but PGE is
optimistic that the merger can be completed before August 1997.  No
public hearing date has been set with FERC.

                       "Collar Provision"

The "collar" provision mentioned in the news release refers to a
provision which would have given Enron the right to terminate the
merger agreement if our average common stock closing prices is more
than $47.25 for the 20 trading days ending five trading days prior to
the shareholders' special meetings.  Similarly, Portland General had
the right to terminate the merger agreement if Enron's average common
stock price is less than $36.25 during the same period.

                         Merger History

The merger is in keeping with Portland General's rich, 107-year
history of change and growth in Oregon.  Since the 1888 incorporation
of Willamette Falls Electric Co., PGE's earliest predecessor, the
company has enjoyed a series of mergers, affiliations and name
changes, that have brought it to its current level of success.

These include a 1906 merger with Portland Railway Co. and the
Oregon Water Power & Railway Co. to become Portland Railway Light
& Power; a 1924 name change to Portland Electric Power Co.; a
1938 merge with Molalla Electric and Yamhill Electric; a 1946 split
separating the company's power and railway companies; and the 1986
creation of Portland General Corp., with PGE as a subsidiary.

                      Community Commitment

Portland General and Enron share a strong commitment to supporting
the community.  Already, the two companies have announced a $10 million
contribution each to the PGE Foundation on condition of the merger.
The annual interest from the $20 million will enable the Foundation
to support Oregon community, civic, and nonprofit groups.

PGE will maintain its name and headquarters in Oregon.  Of the
2,700 employees, hundreds are very involved in community activities.
Because of the high rate of employee volunteerism, the National
Society of Fundraising Executives awarded PGE Outstanding Corporate
Volunteer Group for 1996.

                  Contributing to a Strong Economy

Portland General's service area includes one of the fastest growing
economies in the nation.  In 1996, 35 major new industrial facilities,
including many high technology companies were under construction
in the Portland-Willamette Valley area.  Last year, nearly 30 percent
of the nation's high technology growth occurred within Portland
General's service territory.  Forty four percent of the Oregon's
population are PGE customers.

CONTACT: Portland General Corp.

Roxanne Bailey, 503/464-8466

or

ENRON

Diane Bazelides, 713/853-6285