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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
MARCH 6, 1996
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
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AGL RESOURCES INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
GEORGIA 1-14174 58-2210952
(STATE OR OTHER (COMMISSION FILE (I.R.S. EMPLOYER
JURISDICTION NUMBER) IDENTIFICATION NUMBER)
OF INCORPORATION)
303 PEACHTREE STREET, N.E.
ATLANTA GEORGIA 30308
(ADDRESS OF PRINCIPAL EXECUTIVE (ZIP CODE)
OFFICES)
404-584-4000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
N/A
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT
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ITEM 5. OTHER EVENTS
Effective March 6, 1996, AGL Resources Inc. ("Resources"), a Georgia
corporation which was incorporated on November 27, 1995 as a wholly-owned
subsidiary of Atlanta Gas Light Company ("AGL"), became the parent holding
company of AGL. This restructuring was approved by AGL's shareholders at AGL's
1996 Annual Meeting on March 6, 1996. As of the effective date, the holders of
AGL Common Stock automatically became holders of Resources Common Stock and
the present stock certificates representing AGL Common Stock automatically
represent Resources Common Stock.
The purpose of this restructuring is to establish a more efficient corporate
structure for operating in the evolving marketplace. Resources believes that
the establishment of a broad base of income generation from related
unregulated business activities will enhance the overall financial strength of
the enterprise. AGL's current income is derived primarily from its core
regulated business. The establishment of a holding company structure is
intended to facilitate entry into energy-related enterprises which will
broaden Resources' financial base by allowing it to leverage AGL's existing
expertise in the energy industry. Resources intends to evaluate businesses
including propane sales, gas marketing, power marketing, energy-related
consumer services and pipeline capacity and energy management services. The
Board of Directors of Resources believes that the restructuring will result in
greater financial, managerial and organizational flexibility and will place
AGL in a better position to adapt to the changing industry and to meet and
take advantage of future challenges and opportunities, particularly in
unregulated businesses. It will also offer a mechanism for separating and
protecting the utility business and utility customers from the risk involved
in non-utility ventures.
ITEM 7. EXHIBITS.
1. Form of Press Release, dated March 6, 1996
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SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE
UNDERSIGNED THEREUNTO DULY AUTHORIZED.
AGL Resources Inc.
/s/ David R. Jones
By: _________________________________
DAVID R. JONES
PRESIDENT AND CHIEF EXECUTIVE
OFFICER
Date: March 6, 1996
II-1
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EXHIBIT INDEX
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EXHIBIT NO. DESCRIPTION
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1 Form of Press Release, dated March 6, 1996
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EXHIBIT 1
[NEWS RELEASE LETTERHEAD OF ATLANTA GAS LIGHT COMPANY APPEARS HERE]
CONTACTS
J. MICHAEL RILEY, VICE PRESIDENT
(404) 584-3954
JOE P. HEFFRON, INVESTOR RELATIONS SPECIALIST
(404) 584-3976
ATLANTA GAS LIGHT COMPANY SHAREHOLDERS
APPROVE HOLDING COMPANY, AGL RESOURCES INC.
ATLANTA, GEORGIA, March 6, 1996 -- Atlanta Gas Light Company (NYSE - ATG)
today announced that its shareholders have approved the formation of a
holding company, AGL Resources Inc., which will become the parent
corporation of Atlanta Gas Light Company and its nonutility subsidiaries,
AGL Investments, Inc. and AGL Energy Services, Inc.
AGL Resources' common stock will begin trading on the New York Stock
Exchange on March 7, 1996, under the symbol ATG.
The Securities and Exchange Commission and the Georgia Public Service
Commission also have approved the move.
"We have chosen to create a holding company structure so our company
can better adapt to the increasingly degregulated energy marketplace, meet
future challenges and take advantage of potential business opportunities,"
said David R. Jones, president and chief executive officer, who also will
serve as president and CEO of AGL Resources.
Atlanta Gas Light Company is the largest natural gas distribution
company in the Southeast, serving 1.35 million residential, commercial and
industrial customers. The company operates in 229 Georgia communities,
including metropolitan Atlanta, Athens, Augusta, Brunswick, Macon, Rome and
Savannah and operates under the trade names Georgia Natural Gas Company and
Savannah Gas Company in some parts of Georgia. Chattanooga Gas Company, a
wholly owned subsidiary, serves customers in Chattanooga and Cleveland,
Tenn., and surrounding areas.
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