Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Murandu Ngoni
2. Date of Event Requiring Statement (Month/Day/Year)
02/25/2016
3. Issuer Name and Ticker or Trading Symbol
NORTHWEST NATURAL GAS CO [NWN]
(Last)
(First)
(Middle)
220 NW SECOND AVENUE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & CIO
5. If Amendment, Date Original Filed(Month/Day/Year)
03/01/2016
(Street)

PORTLAND, OR 97209
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,096 (1) (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Murandu Ngoni
220 NW SECOND AVENUE
PORTLAND, OR 97209
      VP & CIO  

Signatures

Shawn M. Filippi, Attorney-in-Fact 03/02/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) 660 of the total common stock are of restricted stock units (RSUs) that were granted under Northwest Natural Gas Company's Long Term Incentive Plan. The RSUs vest in two equal installments on each March 31, 2016 and 2017.
(2) 238 of the total common stock are shares issuable as a result of satisfaction of the performance threshold for 2015 under restricted stock unit awards. Organization and Executive Compensation Committee certification of the ratification of the performance threshold occurred on February 24, 2016. These shares were omitted from the original Form 3 filing.

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