SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
The Houston Exploration Company
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
44212010
(CUSIP Number)
Robert B. Catell
Chief Executive Officer
KeySpan Corporation
One MetroTech Center
Brooklyn, New York 11201
(718) 403-1000
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
March 31, 2000
(Date of Event which Requires Filing of this Statement)
If a filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
NOTE: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
<PAGE>
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
KeySpan Corporation
I.R.S. Identification No. 11-3431358
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- --------------------------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
- --------------------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
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7. SOLE VOTING POWER
NUMBER OF 20,380,387 (indirectly through KeySpan Energy
SHARES Corporation and THEC Holdings Corp.)
BENEFICIALLY -----------------------------------------------------
OWNED BY 8. SHARED VOTING POWER
EACH
REPORTING -----------------------------------------------------
PERSON 9. SOLE DISPOSITIVE POWER
WITH 20,380,387 (indirectly through KeySpan Energy
Corporation and THEC Holdings Corp.)
-----------------------------------------------------
10. SHARED DISPOSITIVE POWER
- --------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
20,380,387 (indirectly through KeySpan Energy Corporation and
THEC Holdings Corp.)
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
70.3%
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<PAGE>
- --------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
HC
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
KeySpan Energy Corporation
I.R.S. Identification No. 11-3344628
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- --------------------------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
- --------------------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
- --------------------------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF 20,380,387 (indirectly through THEC Holdings Corp.)
SHARES -------------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY
EACH -------------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 20,380,387 (indirectly through THEC Holdings Corp.)
WITH -------------------------------------------------------
10. SHARED DISPOSITIVE POWER
- --------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
20,380,387 (indirectly through THEC Holdings Corp.)
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
70.3%
- --------------------------------------------------------------------------------
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<PAGE>
14. TYPE OF REPORTING PERSON
CO
- --------------------------------------------------------------------------------
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<PAGE>
- --------------------------------------------------------------------------------
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THEC Holdings Corp.
I.R.S. Identification No. 76-0489610
- --------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
- --------------------------------------------------------------------------------
3. SEC USE ONLY
- --------------------------------------------------------------------------------
4. SOURCE OF FUNDS
OO
- --------------------------------------------------------------------------------
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
- --------------------------------------------------------------------------------
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------------
7. SOLE VOTING POWER
NUMBER OF 20,380,387
SHARES -----------------------------------------------------
BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY
EACH -----------------------------------------------------
REPORTING 9. SOLE DISPOSITIVE POWER
PERSON 20,380,387
WITH -----------------------------------------------------
10. SHARED DISPOSITIVE POWER
- --------------------------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
20,380,387
- --------------------------------------------------------------------------------
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
70.3%
- --------------------------------------------------------------------------------
14. TYPE OF REPORTING PERSON
CO
- --------------------------------------------------------------------------------
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<PAGE>
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Common Stock, par value $0.01 per
share (the "Common Stock"), of The Houston Exploration Company, a Delaware
corporation (the "Issuer"). The principal executive offices of the Issuer are
located at 1100 Louisiana, Suite 2000, Houston, Texas 77002-5219.
ITEM 2. IDENTITY AND BACKGROUND.
ITEM 2(A) THROUGH ITEM 2(C), ITEM 2(F)
This statement is being filed by KeySpan Corporation (f/k/a BL
Holding Corp.), a New York corporation ("KeySpan"), KeySpan Energy Corporation,
a New York corporation ("KEC"), and THEC Holdings Corp., a Delaware corporation
("THEC"), with respect to the Common Stock beneficially owned by THEC and
beneficially owned by KeySpan and KEC indirectly through THEC. Each of THEC, KEC
and KeySpan has its principal place of business at One MetroTech Center,
Brooklyn, New York 11201. Prior to the transaction described herein, such
entities were the beneficial owners of approximately 63.9% of the outstanding
Common Stock of the Issuer.
The Issuer was incorporated in December 1985 to conduct certain of
the natural gas and oil exploration and development activities of The Brooklyn
Union Gas Company ("Brooklyn Union"), a wholly-owned subsidiary of KEC. Prior to
the Issuer's September 1996 completion of its initial public offering of
7,130,000 shares of its Common Stock, the Issuer was a direct wholly-owned
subsidiary of THEC.
KeySpan is a holding company formed to facilitate the combination
(the "Combination"), completed on May 28, 1998, of KEC and its subsidiaries,
including Brooklyn Union and THEC, and the non-nuclear electric generation and
natural gas distribution businesses of the Long Island Lighting Company
("LILCO"). To effect the Combination, all of the assets used by LILCO in
connection with its gas distribution business, its non-nuclear electric
generation business and the assets common to its prior operations were
transferred to the Company. The Long Island Power Authority ("LIPA") then
acquired all of the common stock of LILCO for approximately $2.5 billion in cash
and the direct or indirect assumption of certain liabilities. KeySpan sold to
the former holders of LILCO common stock, shares of the KeySpan's common stock
and then acquired KEC by merger with a wholly-owned subsidiary of the KeySpan in
exchange for shares of the KeySpan's common stock. Copies of the agreements
entered into to effectuate the foregoing are filed as exhibits hereto and are
hereby incorporated by reference into this Item 2. THEC, formerly a wholly-owned
subsidiary of Brooklyn Union, is currently a wholly-owned subsidiary of KEC.
Annexes A-1, A-2 and A-3 attached hereto set forth, with respect to
each executive officer and director of KeySpan, KEC and THEC, respectively, the
following information: (a)
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<PAGE>
name, (b) residence or business address, (c) present principal occupation or
employment and the name, principal business and address of any corporation or
other organization in which such employment is conducted, and (d) citizenship.
ITEM 2(D) AND ITEM 2(E)
None of KeySpan, KEC or THEC, nor, to the best knowledge and belief
of KeySpan, KEC and THEC, any of their respective executive officers or
directors, has during the last five years been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) or has been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On November 30, 1998, KeySpan and the Issuer had entered into a
$150 million subordinated loan agreement (the "Loan Agreement"), a copy of which
is filed as an exhibit hereto and is hereby incorporated by reference into this
Item 3. On October 27, 1999, the parties amended the Loan Agreement to extend
its maturity from January 1, 2000 to March 31, 2000. A copy of such amended
agreement is filed as an exhibit hereto and is hereby incorporated by reference
into this Item 3. As of March 31, 2000, $80 million was outstanding under the
Loan Agreement.
Pursuant to the terms of the Loan Agreement, as amended, any such
principal amount outstanding on March 31, 2000 is required to be converted into
shares of Common Stock of the Issuer, such number of shares to be issued to
KeySpan (or at its direction to THEC) to be determined based upon the average of
the closing prices of the Issuer's common stock as reported under NYSE Composite
Transaction Reports in the Wall Street Journal during the 20 consecutive trading
days ending three trading days prior to March 31, 2000. Accordingly, upon such
conversion on March 31, 2000, KeySpan and KEC, indirectly through THEC, received
an additional 5,085,177 shares of the Issuer's Common Stock, thereby increasing
such entities' ownership interest in the Issuer from 63.9% to 70.3%.
ITEM 4. PURPOSE OF THE TRANSACTION.
See response to Item 3.
As of the date of the filing of this statement, other than a plan
to expand the Board of Directors of the Issuer and the appointment of two Senior
Vice Presidents of KeySpan to serve as Directors of the Issuer, none of KeySpan,
KEC or THEC, nor, to the best knowledge and belief
-6-
<PAGE>
of KeySpan, KEC and THEC, any of their respective executive officers or
directors, has any other plan or proposal which relates to or would result in:
(a) The acquisition by any person of additional securities of the issuer,
or the disposition of securities of the issuer;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the issuer or of
any of its subsidiaries;
(d) Any change in the present board of directors or management of the
issuer, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy of
the issuer;
(f) Any other material change in the issuer's business or corporate
structure, including but not limited to, if the issuer is a registered
closed-end investment company, any plans or proposals to make any changes in its
investment policy for which a vote is required by Section 13 of the Investment
Company Act of 1940;
(g) Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
issuer by any person;
(h) Causing a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date of the filing of this statement, THEC
beneficially owns, and KeySpan and KEC beneficially own indirectly through THEC,
20,380,387 shares of Common Stock,
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<PAGE>
representing approximately 70.3% of the shares of Common Stock reported to be
outstanding as of March 21, 2000.
(b) THEC has, and KeySpan and KEC have indirectly through THEC,
sole power to vote or direct the vote and to dispose or direct the disposition
of shares of Common Stock owned by it.
(c) Except as described in this Schedule 13D, none of KeySpan, KEC
or THEC, nor, to the best knowledge and belief of KeySpan, KEC and THEC, any of
their respective executive officers or directors, has effected any transaction
in the Common Stock during the past 60 days.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
The Chief Executive Officer of KeySpan and KEC is a director of
each such entity and also the Chairman of the board of directors of the Issuer.
The President of KeySpan is a director and the Executive Vice President of KEC
and also a director of the Issuer. One of the directors of KeySpan is also a
director of the Issuer. It is contemplated that two Senior Vice Presidents of
KeySpan will become Directors of the Issuer.
Except as described in this Schedule 13D, or in the exhibits
hereto, none of KeySpan, KEC or THEC, nor, to the best knowledge and belief of
KeySpan, KEC and THEC, any of their respective directors or executive officers,
is a party to any other contract, arrangement, understanding or relationship
with respect to any securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
1. Agreement and Plan of Merger dated as of June 26, 1997 by and
among BL Holding Corp., Long Island Lighting Company, Long Island
Power Authority and LIPA Acquisition Corp. (filed as Annex D to
Registration Statement of Form S-4, No. 333-30353, on June 30,
1997).
2. Amended and Restated Agreement and Plan of Exchange and Merger
dated June 26, 1997 between The Brooklyn Union Gas Company and
Long Island Lighting Company dated as of June 26, 1997 (filed as
Annex A to Registration Statement on Form S-4, No. 333-30353, on
June 30, 1997).
-8-
<PAGE>
3. Amendment, Assignment and Assumption Agreement dated as of
September 29, 1997 by and among The Brooklyn Union Gas
Company, Long Island Lighting Company and KeySpan Energy
Corporation (filed as Exhibit 2.5 to Schedule 13D by Long
Island Lighting Company on October 24, 1997).
4. Subordinated Loan Agreement dated as of November 30, 1998
between The Houston Exploration Company and KeySpan
Corporation (f/k/a MarketSpan Corporation) (filed as
Exhibit 10.30 to The Houston Exploration Company's Annual
Report on Form 10-K for the year ended December 31, 1998).
5. First Amendment to Subordinated Loan Agreement and
Promissory Note between KeySpan Corporation and The Houston
Exploration Company dated and effective as of October 27,
1999 (filed as Exhibit 10.14 to KeySpan Corporation's
Annual Report on Form 10-K for the year ended December 31,
1999).
-9-
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: April 7, 2000
KeySpan Corporation
By: /s/ Robert R. Wieczorek
-----------------------
Name: Robert R. Wieczorek
Title: Vice President, Treasurer &
Secretary
KeySpan Energy Corporation
By: /s/ Robert R. Wieczorek
-----------------------
Name: Robert R. Wieczorek
Title: Vice President, Treasurer &
Secretary
THEC Holdings Corp.
By: /s/ Colleen Meade
--------------------
Name: Colleen Meade
Title: Secretary
-10-
<PAGE>
ANNEX A-1
The name, position and present principal occupation of each director and
executive officer of KeySpan Corporation are set forth below.
The business address for each of the executive officers and directors listed
below is KeySpan Corporation, One MetroTech Center, Brooklyn, New York 11201.
All executive officers and directors listed below are United States citizens,
except for David J. Manning and H. Neil Nichols who are Canadian citizens with
work permit.
<TABLE>
<CAPTION>
Name Position Present Principal Occupation
---- -------- ----------------------------
<S> <C> <C>
Robert B. Catell Chairman and Chief Executive Chairman and Chief Executive
Officer and Director Officer of KeySpan Corporation
Craig G. Matthews President and Chief Operating President and Chief Operating
Officer Officer of KeySpan Corporation
William K. Feraudo Executive Vice President - Executive Vice President -
KeySpan Services KeySpan Services of KeySpan
Corporation
Robert R. Wieczorek Vice President, Secretary and Vice President, Secretary and
Treasurer Treasurer of KeySpan
Corporation
Gerald Luterman Senior Vice President and Chief Senior Vice President and Chief
Financial Officer Financial Officer of KeySpan
Corporation
Robert J. Fani Executive Vice President - Executive Vice President -
Strategic Services Strategic Services of KeySpan
Corporation
Anthony Nozzolillo Executive Vice President - Executive Vice President -
Electric Operations Electric Operations of KeySpan
Corporation
Wallace P. Parker Jr. Executive Vice President - Gas Executive Vice President - Gas
Operations Operations of KeySpan
Corporation
Lenore F. Puleo Executive Vice President - Executive Vice President -
Shared Services Shared Services of KeySpan
Corporation
David J. Manning Senior Vice President - Corporate Senior Vice President - Corporate
Affairs Affairs of KeySpan Corporation
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Name Position Present Principal Occupation
---- -------- ----------------------------
<S> <C> <C>
H. Neil Nichols Senior Vice President - Corporate Senior Vice President - Corporate
Development and Asset Development and Asset
Management Management of KeySpan
Corporation
Cheryl T. Smith Senior Vice President and Chief Senior Vice President and Chief
Information Officer Information Officer of KeySpan
Corporation
Steven L. Zelkowitz Senior Vice President and Senior Vice President and
General Counsel General Counsel of KeySpan
Corporation
Colin P. Watson Senior Vice President - Strategic Senior Vice President - Strategic
Marketing and E-Business Marketing and E-Business of
KeySpan Corporation
Lawrence S. Dryer Vice President - Internal Audit Vice President - Internal Audit of
KeySpan Corporation
Ronald S. Jendras Vice President, Controller and Vice President, Controller and
Chief Accounting Officer Chief Accounting Officer of
KeySpan Corporation
Michael J. Taunton Vice President - Investor Vice President - Investor
Relations Relations of KeySpan
Corporation
Edward D. Miller Director President and Chief Executive
Officer, AXA Financial, Inc.
Alan H. Fishman Director President and Chief Executive
Officer, ContiFinancial
Corporation
James Q. Riordan Director Retired Vice Chairman and Chief
Financial Officer, Mobil Corp.
Lilyan H. Affinito Director Former Vice Chairman of the
Board, Maxxam Group, Inc.
George Bugliarello Director Chancellor, Polytechnic
University
Howard R. Curd Director Chairman and Chief Executive
Officer, Uniroyal Technology
Corporation
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Name Position Present Principal Occupation
---- -------- ----------------------------
<S> <C> <C>
Richard N. Daniel Director Retired Chairman and Chief
Executive Officer, Handy &
Harman
Donald H. Elliott Director Partner, Hollyer Brady Smith
Troxell Barrett Rockett Hines &
Mone LLP
James R. Jones Director Senior Counsel, Manatt, Phelps &
Phillips, LLP
Stephen W. McKessy Director Retired Vice Chairman,
PriceWaterhouseCoopers
Basil A. Paterson Director Partner, Meyer, Suozzi, English
and Klein, P.C.
Frederic V. Salerno Director Senior Executive Vice President
and Chief Financial Officer, Bell
Atlantic Corporation
Vincent Tese Director Chairman, Wireless Cable
International, Inc.
</TABLE>
<PAGE>
ANNEX A-2
The name, position and present principal occupation of each director and
executive officer of KeySpan Energy Corporation are set forth below.
The business address for each of the executive officers and directors listed
below is KeySpan Energy Corporation, One MetroTech Center, Brooklyn, New York
11201.
All executive officers and directors listed below are United States citizens.
<TABLE>
<CAPTION>
Name Position Present Principal Occupation
---- -------- ----------------------------
<S> <C> <C>
Robert B. Catell President and Chief Executive Chairman and Chief Executive
Officer and Director Officer of KeySpan Corporation
Craig G. Matthews Executive Vice President, Chief President and Chief Operating
Operating Officer and Director Officer of KeySpan Corporation
Robert R. Wieczorek Vice President, Secretary and Vice President, Secretary and
Treasurer Treasurer of KeySpan
Corporation
</TABLE>
<PAGE>
ANNEX A-3
The name, position and present principal occupation of each director and
executive officer of THEC are set forth below.
The business address for each of the executive officers and directors listed
below is THEC Holding Corp., One MetroTech Center, Brooklyn, New York 11201.
All executive officers and directors listed below are United States citizens,
except for H. Neil Nichols who is a Canadian citizen with work permit.
<TABLE>
<CAPTION>
Name Position Present Principal Occupation
---- -------- ----------------------------
<S> <C> <C>
S. Zain Mirza Vice President, Chief Financial Vice President, KeySpan Energy
Officer and Director Development Corporation
Robert B. Catell Director Chairman and Chief Executive
Officer, KeySpan Corporation
H. Neil Nichols President and Director Senior Vice President - Corporate
Development and Asset
Management, KeySpan
Corporation
Michael J. Nilsen Treasurer Treasurer and Controller,
KeySpan Energy Development
Corporation
Howard A. Fichtel Comptroller Manager, Regulatory and
Management Reporting,
Corporate Services LLC
Colleen A. Meade Secretary Attorney, Corporate Services
LLC
Robert T. Guellich Assistant Secretary Director, Tax Services, Corporate
Services LLC
</TABLE>
<PAGE>
EXHIBIT INDEX
Exhibit Description
------- -----------
1 Agreement and Plan of Merger dated as of June 26, 1997 by and
among BL Holding Corp., Long Island Lighting Company, Long Island
Power Authority and LIPA Acquisition Corp. (filed as Annex D to
Registration Statement of Form S-4, No. 333-30353, on June 30,
1997).
2 Amended and Restated Agreement and Plan of Exchange and Merger
dated June 26, 1997 between The Brooklyn Union Gas Company and
Long Island Lighting Company dated as of June 26, 1997 (filed as
Annex A to Registration Statement on Form S-4, No. 333-30353, on
June 30, 1997).
3 Amendment, Assignment and Assumption Agreement dated as of
September 29, 1997 by and among The Brooklyn Union Gas Company,
Long Island Lighting Company and KeySpan Energy Corporation
(filed as Exhibit 2.5 to Schedule 13D by Long Island Lighting
Company on October 24, 1997).
4 Subordinated Loan Agreement dated as of November 30, 1998 between
The Houston Exploration Company and KeySpan Corporation (f/k/a
MarketSpan Corporation) (filed as Exhibit 10.30 to The Houston
Exploration Company's Annual Report on Form 10-K for the year
ended December 31, 1998.
5 First Amendment to Subordinated Loan Agreement and Promissory
Note between KeySpan Corporation and The Houston Exploration
Company dated and effective as of October 27, 1999 (filed as
Exhibit 10.14 to KeySpan Corporation's Annual Report on Form 10-K
for the year ended December 31, 1999).
