THIS DOCUMENT IS A COPY OF THE AMENDMENT NO. 1 TO THE CTG RESOURCES, INC.
FORM 10-K FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1997, FILED ON JUNE 30,
1998, PURSUANT TO A RULE 201 TEMPORARY HARDSHIP EXEMPTION
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
AMENDMENT NO. 1
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1997
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OR,
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 1-12859
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CTG Resources, Inc.
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(Exact name of registrant as specified in its charter)
Connecticut 06-1466463
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Columbus Blvd.
P.O. Box 1500
Hartford, Connecticut 06144-1500
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (860) 727-3010
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The purpose of this amendment is to file as exhibits to Form 10-K the
information required by Form 11-K with respect to the CTG Resouces, Inc.
Employee Savings Plan and Union Employee Savings Plan for the fiscal year
ending December 31, 1997.
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.
CTG RESOURCES, INC.
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(Registrant)
Date June 29, 1998 S/ Andrew H. Johnson
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Andrew H. Johnson
Treasurer and Chief Accounting
Officer<PAGE>
(On behalf of the registrant and as Chief
Accounting Officer)
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
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(a) 1. Financial Statements:
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The consolidated balance sheets, statements of income, statements of
cash flows, statements of capitalization and statements of common
stock equity, together with the notes to the financial statements
and report thereon of Arthur Andersen LLP dated November 6, 1997,
are included in Part II, Item 8 herein.
2. Financial Statement Schedules:
-----------------------------
The following financial statement schedules included herein under
Item 14(d) are filed as part of this report.
II Valuation and Qualifying Accounts and Reserves for the fiscal
years ended September 30, 1997, 1996 and 1995
Schedules I, III, IV, and V are not submitted because they are not
applicable or the information required to be included therein is
contained in the financial statements and footnotes.
3. Exhibits
--------
Exhibit
Number
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3 Articles of Incorporation and By-Laws
(1) Amended and Restated Certificate of Incorporation of the
Company, filed as Exhibit 3.2 to the Company's Registration
Statement on Form S-4, Amendment No. 1, filed with the
Commission on December 27, 1996 (Commission File No. 333-
16297)
(2) Amended and Restated By-Laws of the Company, filed as Exhibit
No. 3.4 to the Company's Registration Statement on Form S-4,
Amendment No. 1, filed with the Commission on December 27,
1996 (Commission File No. 333-16297)
4 Instruments Defining Rights of Security Holders, Including Indentures
(1) Indenture of Mortgage and Deed of Trust between The Hartford
Gas Company and The First National Bank of Hartford, Trustee
dated February 1, 1947, filed as Exhibit No. 2.2 to the
Connecticut Natural Gas Corporation's Registration Statement
on Form S-7 filed with the Commission on December 8, 1970
(Commission File No. 2-38993)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
(2) In addition to the Indenture of Mortgage and Deed of Trust
referred to in 4(1) above, there have been sixteen
supplemental indentures thereto, all of which have been filed
with the Commission as follows:
(a) Supplemental indentures 1-9 filed as Exhibit No. 2.2 to
the Connecticut Natural Gas Corporation's Registration
Statement on Form S-7 filed with the Commission on
December 8, 1970 (Commission File No. 2-38993)
(b) Tenth Supplemental Indenture filed as Exhibit No. 2.3 to
the Connecticut Natural Gas Corporation's Registration
Statement on Form S-7 filed with the Commission on March
3, 1972 (Commission File No. 2-43286)
(c) Eleventh Supplemental Indenture filed as Exhibit No. V
to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended December
31, 1974, filed with the Commission in March, 1975
(Commission File No. 1-7727)
(d) Twelfth Supplemental Indenture filed as Exhibit No. 4(h)
to the Connecticut Natural Gas Corporation's
Registration Statement on Form S-7 filed with the
Commission on December 23, 1981 (Commission File No. 2-
75457)
(e) Thirteenth Supplemental Indenture filed as Exhibit No. 4
to the Connecticut Natural Gas Corporation's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1982,
filed with the Commission in August, 1982 (Commission
File No. 1-7727)
(f) Fourteenth Supplemental Indenture filed as Exhibit No.
4(iii) to the Connecticut Natural Gas Corporation's
Current Report on Form 8-K, dated August 28, 1986, filed
with the Commission in September, 1986 (Commission File
No. 1-7727)
(g) Fifteenth Supplemental Indenture filed as Exhibit No.
4(iii) to the Connecticut Natural Gas Corporation's
Current Report on Form 8-K, dated December 8, 1987,
filed with the Commission in December, 1987 (Commission
File No. 1-7727)
(h) Sixteenth Supplemental Indenture filed as Exhibit No.
4(ii)(h) to the Connecticut Natural Gas Corporation's
Quarterly Report on Form 10-Q for the quarter ended
September 30, 1989, filed with the Commission in
November, 1989 (Commission File No. 1-7727)
9 Voting Trust Agreement
Not applicable
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 Material Contracts
(1) Canadian gas transportation contract (rate schedule CGT-NE)
between the Connecticut Natural Gas Corporation and
Tennessee, dated December 1, 1987, filed as Exhibit No.
10(xxiii) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended December 31,
1987, filed with the Commission on March 29, 1988 (Commission
File No. 1-7727)
(2) Gas purchase contract between the Connecticut Natural Gas
Corporation and TransCanada Pipelines Limited, dated
September 14, 1987, filed as Exhibit No. 10(xxiv) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 1987, filed with
the Commission on March 29, 1988 (Commission File No. 1-7727)
(3) Gas sales agreement between the Connecticut Natural Gas
Corporation and Boundary Gas, Inc., dated September 14, 1987,
filed as Exhibit No. 10(xxv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended December 31, 1987, filed with the Commission on March
29, 1988 (Commission File No. 1-7727)
(4) Steam Supply Agreement between The Hartford Steam Company and
Independent Energy Operations, Inc., dated December 3, 1987,
filed as Exhibit No. 10(xxv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended December 31, 1989, filed with the Commission on March
28, 1990 (Commission File No. 1-7727)
(5) Open-End Mortgage and Security Agreement between Energy
Networks, Inc. and The Connecticut National Bank, dated March
1, 1989, filed as Exhibit No. 10(xxviii) to the Connecticut
Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended December 31, 1989, filed with the
Commission on March 28, 1990 (Commission File No. 1-7727)
(6) Collateral Assignment of Lease and Rentals, dated March 1,
1989, to the Open-End Mortgage and Security Agreement between
Energy Networks, Inc. and The Connecticut National Bank,
dated March 1, 1989 (filed as Exhibit 10(5) herein), filed as
Exhibit No. 10(xxix) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended December 31, 1989, filed with the Commission on March
28, 1990 (Commission File No. 1-7727)
(7) Precedent Agreement to First Amendment, dated September 14,
1988, to the Gas Sales Agreement between the Connecticut
Natural Gas Corporation and Boundary Gas, Inc., dated
September 14, 1987, filed as Exhibit No. 10(xxxi) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended December 31, 1989, filed with
the Commission March 28, 1990 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (8) First Amendment, dated January 1, 1990, to the Gas Sales
Agreement between the Connecticut Natural Gas Corporation and
Boundary Gas, Inc., dated September 14, 1987, filed as
Exhibit 10(xxxii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended December 31, 1989, filed with the Commission on March
28, 1990 (Commission File No. 1-7727)
(9) Medium Term Notes, Series A, Placement Agency Agreement among
Connecticut Natural Gas Corporation, PaineWebber Incorporated
and Smith Barney, Harris Upham & Co. Incorporated, dated
November 1, 1991, filed as Exhibit No. 10(xxxix) to the
Connecticut Natural Gas Corporation's Transition Report on
Form 10-K for the period October 1, 1990 to September 30,
1991, filed with the Commission on December 23, 1991,
(Commission File No. 1-7727)
(10) Issuing and Paying Agency Agreement between The Connecticut
National Bank and Connecticut Natural Gas Corporation, for
the Medium Term Notes, Series A, dated November 1, 1991,
filed as Exhibit No. 10(xl) to the Connecticut Natural Gas
Corporation's Transition Report on Form 10-K for the period
October 1, 1990 to September 30, 1991, filed with the
Commission on December 23, 1991, (Commission File No. 1-7727)
(11) Connecticut Natural Gas Corporation Executive Restricted
Stock Plan, filed as Exhibit A to the Connecticut Natural Gas
Corporation's definitive proxy statement dated March 26,
1991, filed with the Commission on March 26, 1991 (Commission
File No. 1-7727)
(12) Gas Transportation Contract for Firm Reserved Service, dated
February 7, 1991, between the Connecticut Natural Gas
Corporation and the Iroquois Gas Transmission System, L.P.,
filed as Exhibit No. 10(xxxvii) to the Connecticut Natural
Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1992, filed with the Commission on
December 23, 1992, (Commission File No. 1-7727)
(13) Gas Sales Agreement No. 1, dated February 7, 1991, between
the Connecticut Natural Gas Corporation and Alberta Northeast
Gas Limited, filed as Exhibit No. 10(xxxviii) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1992, filed with
the Commission on December 23, 1992, (Commission File No. 1-
7727)
(14) Gas Sales Agreement No. 2, dated February 7, 1991, between
the Connecticut Natural Gas Corporation and Alberta Northeast
Gas Limited, filed as Exhibit No. 10(xxxix) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1992, filed with
the Commission on December 23, 1992, (Commission File No. 1-
7727)
<PAGE>
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (15) Gas Sales Agreement (ProGas), dated February 7, 1991, between
the Connecticut Natural Gas Corporation and Alberta Northeast
Gas Limited, filed as Exhibit No. 10(xl) to the Connecticut
Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1992, filed with the
Commission on December 23, 1992, (Commission File No. 1-7727)
(16) Gas Sales Agreement (ATCOR), dated February 7, 1991, between
the Connecticut Natural Gas Corporation and Alberta Northeast
Limited, filed as Exhibit No. 10(xli) to the Connecticut
Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1992, filed with the
Commission on December 23, 1992, (Commission File No. 1-7727)
(17) Gas Sales Agreement (AEC), dated February 7, 1991, between
the Connecticut Natural Gas Corporation and Alberta Northeast
Gas Limited, filed as Exhibit No. 10(xlii) to the Connecticut
Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1992, filed with the
Commission on December 23, 1992, (Commission File No. 1-7727)
(18) Gas Transportation Contract for Firm Reserved Service, dated
October 20, 1992, between the Connecticut Natural Gas
Corporation and the Iroquois Gas Transmission System, L.P.,
filed as Exhibit No. 10(xlvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1992, filed with the Commission on
December 23, 1992, (Commission File No. 1-7727)
(19) Revolving Credit Agreement, dated March 30, 1993, between the
Connecticut Natural Gas Corporation and The First National
Bank of Boston, filed as Exhibit No. 10(xlviii) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended March 31, 1993, filed with
the Commission on May 3, 1993 (Commission File No. 1-7727)
(20) Secured Note Purchase Agreement, dated July 15, 1993, between
the CNG Realty Corp. and the Aid Association for Lutherans,
filed as Exhibit No. 10(xlix) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1993, filed with the Commission on August 3,
1993 (Commission File No. 1-7727)
(21) Capital Contribution Support Agreement, dated April 15, 1993,
among Connecticut Natural Gas Corporation, ENI Transmission
Company and Bank of Montreal, filed as Exhibit No. 10(l) to
the Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1993, filed with the
Commission on August 3, 1993 (Commission File No. 1-7727)
(22) Steam and Chilled Water Supply Agreement, dated May 28, 1986,
between Capitol District Energy Center Cogeneration
Associates and Energy Networks, Incorporated, filed as
Exhibit No. 10(xxxvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1993, filed with the Commission December<PAGE>
28, 1993 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (23) Service Agreement #89102 (Rate Schedule AFT-1), dated June 1,
1993, between the Connecticut Natural Gas Corporation and
Algonquin Gas Transmission Company, filed as Exhibit No.
10(xxxviii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(24) Service Agreement #93205 (Rate Schedule AFT-1), dated June 1,
1993, between the Connecticut Natural Gas Corporation and
Algonquin Gas Transmission Company, filed as Exhibit No.
10(xl) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1993, filed with the Commission December 28, 1993 (Commission
File No. 1-7727)
(25) Service Agreement #.6426, dated June 1, 1993, between the
Connecticut Natural Gas Corporation and Transcontinental Gas
Pipe Line Corporation, filed as Exhibit No. 10(xlv) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1993, filed with
the Commission December 28, 1993 (Commission File No. 1-7727)
(26) Service Agreement #800294 (Rate Schedule FT-1), dated June 1,
1993, between the Connecticut Natural Gas Corporation and
Texas Eastern Transmission Corporation, filed as Exhibit No.
10(xlviii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(27) Service Agreement #800295 (Rate Schedule FT-1), dated June 1,
1993, between the Connecticut Natural Gas Corporation and
Texas Eastern Transmission Corporation, filed as Exhibit No.
10(xlix) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1993, filed with the Commission December 28, 1993 (Commission
File No. 1-7727)
(28) Service Agreement (Rate Schedule FTNN), dated October 1,
1993, between the Connecticut Natural Gas Corporation and CNG
Transmission Corporation, filed as Exhibit No. 10(liii) to
the Connecticut Natural Gas Corporation's Annual Report on
Form 10-K for the fiscal year ended September 30, 1993, filed
with the Commission December 28, 1993 (Commission File No. 1-
7727)
(29) Service Agreement (Rate Schedule GSS), dated November 1,
1993, between the Connecticut Natural Gas Corporation and CNG
Transmission Corporation, filed as Exhibit No. 10(liv) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1993, filed with
the Commission December 28, 1993 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (30) Amended and Restated CNG Officers' Retirement Plan, dated
June 28, 1994, filed as Exhibit No. 10(liii) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(31) The Connecticut Natural Gas Corporation Officers' Retirement
Plan Trust Agreement, dated January 9, 1989, filed as Exhibit
No. 10(liv) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1994, filed with the Commission December 27,
1994 (Commission File No. 1-7727)
(32) First Amendment to the Connecticut Natural Gas Corporation
Officers' Retirement Plan and Deferred Compensation Plan
Trust Agreement, dated August 5, 1993, filed as Exhibit No.
10(lv) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1994, filed with the Commission December 27, 1994 (Commission
File No. 1-7727)
(33) The Connecticut Natural Gas Corporation Deferred Compensation
Plan, as amended, dated January 1, 1993, filed as Exhibit No.
10(lvi) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1994, filed with the Commission December 27, 1994 (Commission
File No. 1-7727)
(34) First Amendment to the Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated December 2, 1993, filed as
Exhibit No. 10(lvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(35) Second Amendment to the Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated June 28, 1994, filed as
Exhibit No. 10(lviii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(36) Agreement and Declaration of Trust, Connecticut Natural Gas
Corporation Employee Benefit Trust, dated December 28, 1987,
filed as Exhibit No. 10(lix) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(37) First Amendment to Agreement and Declaration of Trust,
Connecticut Natural Gas Corporation Employee Benefit Trust,
Dated December 2, 1993, filed as Exhibit No. 10(lx) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
<PAGE>
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (38) Agreement and Declaration of Trust, Connecticut Natural Gas
Corporation Union Employee Benefit Trust, dated December 2,
1993, filed as Exhibit No. 10(lxi) to the Connecticut Natural
Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1994, filed with the Commission
December 27, 1994 (Commission File No. 1-7727)
(39) CNG Annual Incentive Plan, 1994, filed as Exhibit No.
10(lxii) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1994, filed with the Commission December 27, 1994 (Commission
File No. 1-7727)
(40) Letter of Credit and Reimbursement Agreement by and between
Energy Networks, Inc. and The Bank of Nova Scotia, dated
October 14, 1994, filed as Exhibit No. 10(lxiv) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(41) Medium Term Notes, Series B, Placement Agency Agreement among
Connecticut Natural Gas Corporation, Smith Barney Inc., and
A.G. Edwards & Sons, Inc., dated June 14, 1994, filed as
Exhibit No. 10(lxvi) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(42) Issuing and Paying Agency Agreement between Shawmut Bank
Connecticut, National Association, and Connecticut Natural
Gas Corporation, for Medium Term Notes, Series B, dated June
14, 1994, filed as Exhibit No. 10(lxvii) to the Connecticut
Natural Gas Corporation's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
(43) Gas Storage Contract, dated February 16, 1990, between the
Connecticut Natural Gas Corporation and ENDEVCO Industrial
Gas Sales Company, filed as Exhibit No. 10(lxix) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(44) Commercial Revolving Credit Agreement by and between Fleet
Bank, National Association, and Energy Networks, Inc., dated
December 21, 1994, filed as Exhibit No. 10(lxx) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended December 31, 1994, filed with
the Commission January 31, 1995 (Commission File No. 1-7727)
(45) Service Agreement #86006 (Rate Schedule AFT-1), dated
September 1, 1994, between the Connecticut Natural Gas
Corporation and Algonquin Gas Transmission Company, filed as
Exhibit No. 10(lxxi) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995, filed with the Commission August 2, 1995<PAGE>
(Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (46) Service Agreement #93005 (Rate Schedule AFT-1), dated
September 1, 1994, between the Connecticut Natural Gas
Corporation and Algonquin Gas Transmission Company, filed as
Exhibit No. 10(lxxii) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(47) Service Agreement #9B103 (Rate Schedule AFT-1), dated
September 1, 1994, between the Connecticut Natural Gas
Corporation and Algonquin Gas Transmission Company, filed as
Exhibit No. 10(lxxiii) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(48) Service Agreement #9W005 (Rate Schedule AFT-1), dated
September 1, 1994, between the Connecticut Natural Gas
Corporation and Algonquin Gas Transmission Company, filed as
Exhibit No. 10(lxxiv) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(49) KBC Energy Services Partnership Agreement, dated June 19,
1995, By and Among Bay State Energy Enterprises, Inc., ENI
Gas Services, Inc., and Koch Energy Alliance Company, filed
as Exhibit No. 10(lxxv) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(50) Gas Storage Agreement No. 1626 (Rate Schedule FS), dated
September 1, 1993, by and between the Connecticut Natural Gas
Corporation and Tennessee Gas Pipeline Company, filed as
Exhibit No. 10(lxix) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
(51) Gas Transportation Agreement No. 2498 (Rate Schedule FT-A),
dated September 1, 1993, by and between the Connecticut
Natural Gas Corporation and Tennessee Gas Pipeline Company,
filed as Exhibit No. 10(lxx) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
(52) Gas Transportation Agreement No. 3900 (Rate Schedule FT-A),
dated October 1, 1993, by and between the Connecticut Natural
Gas Corporation and Tennessee Gas Pipeline Company, filed as
Exhibit No. 10(lxxi) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
<PAGE>
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (53) Gas Transportation Agreement No. 3901 (Rate Schedule FT-A),
dated October 1, 1993, by and between the Connecticut Natural
Gas Corporation and Tennessee Gas Pipeline Company, filed as
Exhibit No. 10(lxxii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
(54) Gas Transportation Agreement No. 2075 (Rate Schedule FT-A),
dated September 1, 1993, by and between the Connecticut
Natural Gas Corporation and Tennessee Gas Pipeline Company,
filed as Exhibit No. 10(lxxiii) to the Connecticut Natural
Gas Corporation's Annual Report on Form 10-K for the fiscal
year ended September 30, 1995, filed with the Commission
December 18, 1995 (Commission File No. 1-7727)
(55) Second Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan, dated June 27, 1995, filed as Exhibit
No. 10(lxxvi) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1995, filed with the Commission December 18,
1995 (Commission File No. 1-7727)
(56) Second Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated January 24, 1995, filed as
Exhibit No. 10(lxxvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
(57) Third Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated June 27, 1995, filed as Exhibit
No. 10(lxxviii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1995, filed with the Commission December 18,
1995 (Commission File No. 1-7727)
(58) Amendment to Connecticut Natural Gas Corporation Officers'
Retirement Plan, dated June 27, 1995, filed as Exhibit No.
10(lxxix) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1995, filed with the Commission December 18, 1995 (Commission
File No. 1-7727)
(59) Third Amendment to Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated June 27, 1995, filed as
Exhibit No. 10(lxxx) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1995, filed with the Commission December
18, 1995 (Commission File No. 1-7727)
(60) Third Amendment to The Connecticut Natural Gas Corporation
Officers' Retirement Plan and Deferred Compensation Plan
Trust Agreement, dated September 12, 1995, filed as Exhibit
No. 10(lxxxi) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended<PAGE>
September 30, 1995, filed with the Commission December 18,
1995 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (61) Second Amendment to Restricted Stock Agreement (Under the
Connecticut Natural Gas Corporation Executive Restricted
Stock plan), dated June 27, 1995, filed as Exhibit No.
10(lxxxii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1995, filed with the Commission December 18,
1995 (Commission File No. 1-7727)
(62) Third Amendment to Restricted Stock Agreement (Under the
Connecticut Natural Gas Corporation Executive Restricted
Stock plan), dated June 27, 1995, filed as Exhibit No.
10(lxxxiii) to the Connecticut Natural Gas Corporation's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1995, filed with the Commission December 18,
1995 (Commission File No. 1-7727)
(63) Amended and Restated CNG Nonemployee Directors' Fee Plan,
dated September 29, 1995, filed as Exhibit No. 10(lxxxiv) to
the Connecticut Natural Gas Corporation's Annual Report on
Form 10-K for the fiscal year ended September 30, 1995, filed
with the Commission December 18, 1995 (Commission File No. 1-
7727)
(64) CNG Nonemployee Directors' Fee Plan Trust Agreement, by and
between the Connecticut Natural Gas Corporation and Fleet
Bank, N.A., dated September 28, 1995, filed as Exhibit No.
10(lxxxv) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1995, filed with the Commission December 18, 1995 (Commission
File No. 1-7727)
(65) Irrevocable Standby Letter of Credit by and between Energy
Networks, Inc. and The Bank of Nova Scotia, dated March 20,
1996, filed as Exhibit No. 10(lxxxvii) to the Connecticut
Natural Gas Corporation's Quarterly Report on Form 10-Q for
the quarter ended March 31, 1996, filed with the Commission
May 1, 1996 (Commission File No. 1-7727)
(66) Gas Transportation Agreement (FT-A Rate Schedule, Service
Package No. 86) dated September 1, 1993, between the
Connecticut Natural Gas Corporation and Tennessee Gas
Pipeline Company, filed as Exhibit No. 10(lxxxviii) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, filed with the
Commission July 29, 1996 (Commission File No. 1-7727)
(67) Gas Transportation Agreement (FT-A Rate Schedule, Service
Package No. 1625) dated September 1, 1993, between the
Connecticut Natural Gas Corporation and Tennessee Gas
Pipeline Company, filed as Exhibit No. 10(lxxxix) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, filed with the
Commission July 29, 1996 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (68) Gas Transportation Agreement (FT-A Rate Schedule, Service
Package No. 2655) dated September 1, 1993, between the
Connecticut Natural Gas Corporation and Tennessee Gas
Pipeline Company, filed as Exhibit No. 10(xc) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, filed with the
Commission July 29, 1996 (Commission File No. 1-7727)
(69) Gas Storage Contract (Rate Schedule FS, Service Package No.
1626) dated December 1, 1994, between the Connecticut Natural
Gas Corporation and Tennessee Gas Pipeline Company, filed as
Exhibit No. 10(xciii) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1996, filed with the Commission July 29, 1996
(Commission File No. 1-7727)
(70) Amendment No.1-A to Gas Storage Contract (Rate Schedule FS,
Service Package No. 1626) dated July 1, 1995 between the
Connecticut Natural Gas Corporation and Tennessee Gas
Pipeline Company, filed as Exhibit No. 10(xciv) to the
Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, filed with the
Commission July 29, 1996 (Commission File No. 1-7727)
(71) Service Agreement (#N01719, FST Service) dated March 28, 1996
between the Connecticut Natural Gas Corporation and National
Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcv) to
the Connecticut Natural Gas Corporation's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1996, filed with the
Commission July 29, 1996 (Commission File No. 1-7727)
(72) Amendment No. 1 to Service Agreement (#N01719, FST Service)
dated April 1, 1996, between the Connecticut Natural Gas
Corporation and National Fuel Gas Supply Corporation, filed
as Exhibit No. 10(xcvi) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1996, filed with the Commission July 29, 1996
(Commission File No. 1-7727)
(73) Service Agreement (#O01718, FSS Service) dated March 28, 1996
between the Connecticut Natural Gas Corporation and National
Fuel Gas Supply Corporation, filed as Exhibit No. 10(xcvii)
to the Connecticut Natural Gas Corporation's Quarterly Report
on Form 10-Q for the quarter ended June 30, 1996, filed with
the Commission July 29, 1996 (Commission File No. 1-7727)
(74) Amendment No. 1 to Service Agreement (#O01718, FSS Service)
dated April 1, 1996, between the Connecticut Natural Gas
Corporation and National Fuel Gas Supply Corporation, filed
as Exhibit No. 10(xcviii) to the Connecticut Natural Gas
Corporation's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1996, filed with the Commission July 29, 1996
(Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (75) First Amendment to Agreement and Declaration of Trust,
Connecticut Natural Gas Corporation Union Employee Benefit
Trust, dated January 24, 1995, between the Connecticut
Natural Gas Corporation and Fleet Bank, N.A., filed as
Exhibit No. 10(xcii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(76) CNG Nonemployee Directors' Fee Plan, dated October 1, 1996,
filed as Exhibit No. 10(xciii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(77) First Amendment to CNG Nonemployee Directors' Fee Plan Trust
Agreement, dated October 1, 1996, between the Connecticut
Natural Gas Corporation and Putnam Fiduciary Trust Company,
filed as Exhibit No. 10(xciv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(78) Second Amendment to CNG Nonemployee Directors' Fee Plan Trust
Agreement, dated October 1, 1996, between the Connecticut
Natural Gas Corporation and Putnam Fiduciary Trust Company,
filed as Exhibit No. 10(xcv) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(79) Third Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan, dated October 31, 1995, filed as
Exhibit No. 10(xcvi) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(80) Fourth Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan, dated December 19, 1995, filed as
Exhibit No. 10(xcvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(81) Fifth Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan, dated February 27, 1996, filed as
Exhibit No. 10(xcviii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (82) Fourth Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated October 31, 1995, filed as
Exhibit No. 10(xcix) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(83) Fifth Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated December 19, 1995, filed as
Exhibit No. 10(c) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(84) Sixth Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated February 27, 1996, filed as
Exhibit No. 10(ci) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(85) Settlement Agreement and Release of All Claims between
Connecticut Natural Gas Corporation and Harry Kraiza, Jr.,
dated September 25, 1996, filed as Exhibit No. 10(cii) to the
Connecticut Natural Gas Corporation's Annual Report on Form
10-K for the fiscal year ended September 30, 1996, filed with
the Commission on December 19, 1996 (Commission File No. 1-
7727)
(86) Service Agreement (#93305, Rate Schedule AFT-1), dated June
1, 1993, between the Connecticut Natural Gas Corporation and
Algonquin Gas Transmission Company, filed as Exhibit No.
10(ciii) to the Connecticut Natural Gas Corporation's Annual
Report on Form 10-K for the fiscal year ended September 30,
1996, filed with the Commission on December 19, 1996
(Commission File No. 1-7727)
(87) Service Agreement (#400507, Rate Schedule FSS-1), dated
November 15,1996, between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission Corporation, filed
as Exhibit No. 10(civ) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
(88) Service Agreement (#800424, Rate Schedule CDS), dated
November 15, 1996, between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission Corporation, filed
as Exhibit No. 10(cvii) to the Connecticut Natural Gas
Corporation's Annual Report on Form 10-K for the fiscal year
ended September 30, 1996, filed with the Commission on
December 19, 1996 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (89) Connecticut Natural Gas Corporation Employee Savings Plan
Trust Agreement, including amendments thereto, filed as
exhibit 4(ii) to the Connecticut Natural Gas Corporation
Employee Savings Plan Registration Statement on Form S-8,
filed with the Commission on July 20, 1994 (Commission File
No. 33-54643)
(90) Connecticut Natural Gas Corporation Union Employee Savings
Plan Trust Agreement, including amendments thereto, filed as
exhibit 4(ii) to the Connecticut Natural Gas Corporation
Union Employee Savings Plan Registration Statement on Form S-
8, filed with the Commission on July 20, 1994 (Commission
File No. 33-54653)
(91) First Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan Trust Agreement, dated March 25, 1997,
filed as Exhibit No. 10(cx) to the CTG Resources, Inc.'s
Quarterly Report on Form 10-Q for the quarter ended June 30,
1997, filed with the Commission on August 14, 1997
(Commission File No. 1-12859)
(92) First Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan Trust Agreement, dated March 25, 1997,
filed as Exhibit No. 10(cxi) to the CTG Resources, Inc.'s
Quarterly Report on Form 10-Q for the quarter ended June 30,
1997, filed with the Commission on August 14, 1997
(Commission File No. 1-12859)
(93) Amendment to Connecticut Natural Gas Corporation Officers'
Retirement Plan, dated March 25, 1997, filed as Exhibit No.
10(cxii) to the CTG Resources, Inc.'s Quarterly Report on
Form 10-Q for the quarter ended June 30, 1997, filed with the
Commission on August 14, 1997 (Commission File No. 1-12859)
(94) Fourth Amendment to Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated March 25, 1997, filed as
Exhibit No. 10(cxiii) to the CTG Resources, Inc.'s Quarterly
Report on Form 10-Q for the quarter ended June 30, 1997,
filed with the Commission on August 14, 1997 (Commission File
No. 1-12859)
(95) First Amendment to Connecticut Natural Gas Corporation
Executive Restricted Stock Plan, dated March 25, 1997, filed
as Exhibit No. 10(cxiv) to the CTG Resources, Inc.'s
Quarterly Report on Form 10-Q for the quarter ended June 30,
1997, filed with the Commission on August 14, 1997
(Commission File No. 1-12859)
(96) Third Amendment to CNG Nonemployee Directors' Fee Plan Trust
Agreement, dated March 25, 1997, filed as Exhibit No. 10(cxv)
to the CTG Resources, Inc.'s Quarterly Report on Form 10-Q
for the quarter ended June 30, 1997, filed with the
Commission on August 14, 1997 (Commission File No. 1-12859)<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (97) Fourth Amendment to The Connecticut Natural Gas Corporation
Officers Retirement Plan and Deferred Compensation Plan Trust
Agreement, dated March 25, 1997, filed as Exhibit No.
10(cxvi) to the CTG Resources, Inc.'s Quarterly Report on
Form 10-Q for the quarter ended June 30, 1997, filed with the
Commission on August 14, 1997 (Commission File No. 1-12859)
(98) Second Amendment to Agreement and Declaration of Trust,
Connecticut Natural Gas Corporation Employee Benefit Trust,
dated March 25, 1997, filed as Exhibit No. 10(cxvii) to the
CTG Resources, Inc.'s Quarterly Report on Form 10-Q for the
quarter ended June 30, 1997, filed with the Commission on
August 14, 1997 (Commission File No. 1-12859)
(99) Sixth Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan (As Amended and Restated, Effective as
of January 1, 1989), dated May 2, 1997, filed as Exhibit No.
10(cxviii) to the CTG Resources, Inc.'s Quarterly Report on
Form 10-Q for the quarter ended June 30, 1997, filed with the
Commission on August 14, 1997 (Commission File No. 1-12859)
(100) Seventh Amendment to Connecticut Natural Gas Corporation
Union Employee Savings Plan (As Amended and Restated,
Effective as of January 1, 1989), dated May 2, 1997, filed as
Exhibit No. 10(cxix) to the CTG Resources, Inc.'s Quarterly
Report on Form 10-Q for the quarter ended June 30, 1997,
filed with the Commission on August 14, 1997 (Commission File
No. 1-12859)
(101) First Amendment to CNG Nonemployee Directors' Fee Plan, dated
May 2, 1997, filed as Exhibit No. 10(cxxx) to the CTG
Resources, Inc.'s Quarterly Report on Form 10-Q for the
quarter ended June 30, 1997, filed with the Commission on
August 14, 1997 (Commission File No. 1-12859)
(102) Three-year Revolving Credit Agreement between TEN and Fleet
National Bank, filed as Exhibit No. 99(B)(2) to the CTG
Resources, Inc.'s Issuer Tender Offer Statement on Schedule
13E-4, filed with the Commission on October 2, 1997
(Commission File No. 5-51659)
(103) 364-Day Revolving Credit Agreement between and TEN and Fleet
National Bank, filed as Exhibit No. 99(B)(3) to the CTG
Resources, Inc.'s Issuer Tender Offer Statement on Schedule
13E-4, filed with the Commission on October 2, 1997
(Commission File No. 5-51659)
(104) Note Purchase Agreement among TEN, Metropolitan Life
Insurance Company and Texas Life Insurance Company, filed as
Exhibit No. 99(B)(4) to the CTG Resources, Inc.'s Issuer
Tender Offer Statement on Schedule 13E-4, filed with the
Commission on October 2, 1997 (Commission File No. 5-51659)<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (105) Forward Equity Purchase Agreement, dated October 1, 1997,
between CTG and TEN, filed as Exhibit No. 99(C) to the CTG
Resources, Inc.'s Issuer Tender Offer Statement on Schedule
13E-4, filed with the Commission on October 2, 1997
(Commission File No. 5-51659)
(106)* Amendment to ANE Gas Sales Agreement No. 1, dated August 19,
1997, between the Connecticut Natural Gas Corporation and
Alberta Northeast Gas Limited
(107)* Amendment to ANE Gas Sales Agreement No. 2, dated August 19,
1997, between the Connecticut Natural Gas Corporation and
Alberta Northeast Gas Limited
(108)* Amendment to Phase 2 Gas Sales Agreement, dated August 20,
1997, between the Connecticut Natural Gas Corporation and
Boundary Gas, Inc.
(109)* Storage Service Agreement (#300094, Rate Schedule GSS), dated
April 1, 1997, between the Connecticut Natural Gas
Corporation and CNG Transmission Corporation
(110)* Seasonal Transportation Service Agreement (#200106, Rate
Schedule FT), dated April 1, 1997, between the Connecticut
Natural Gas Corporation and CNG Transmission Corporation
(111)* Storage Service Agreement (#1623, Rate Schedule SS-NE), dated
September 1, 1993, between the Connecticut Natural Gas
Corporation and Tennessee Gas Pipeline Company
(112)* Transportation Service Agreement (#1627, Rate Schedule FT-A),
dated September 1, 1993, between the Connecticut Natural Gas
Corporation and Tennessee Gas Pipeline Company
(113)* Transportation Service Agreement (#10781, Rate Schedule FT-
A), dated June 1, 1995, between the Connecticut Natural Gas
Corporation and Tennessee Gas Pipeline Company
(114)* Amended Transportation Service Agreement (#10781, Rate
Schedule FT-A), dated November 21, 1996, between the
Connecticut Natural Gas Corporation and Tennessee Gas
Pipeline Company
(115)* Service Agreement (#820009, Rate Schedule CDS), dated
November 15, 1996, between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission Corporation
(116)* Service Agreement (#830035, Rate Schedule FT-1), dated
November 15, 1996, between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission Corporation
(117)* Service Agreement (#400223, Rate Schedule SS-1), dated
November 15, 1996, between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission Corporation<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (118)* First Amendment to Issuing and Paying Agency Agreement, dated
August 13, 1997, by and among State Street Bank and Trust
Company, Fleet National Bank and Connecticut Natural Gas
Corporation
(119)* Medium Term Notes, Series B, Amended and Restated Placement
Agency Agreement, dated August 13, 1997, among Connecticut
Natural Gas Corporation, PaineWebber Incorporated and A.G.
Edwards & Sons, Inc.
11* Computation of Consolidated Primary and Fully Diluted Earnings Per
Share
12 Computation of Ratios
Not applicable
13 Annual Report to Stockholders for the Fiscal Year Ended September 30,
1997
Not applicable
16 Letter Regarding Change in Certifying Accountant
Not applicable
18 Letter Regarding Change in Accounting Principles
Not applicable
21* Subsidiaries of the Registrant
22 Published Report Regarding Matters Submitted to Vote of Security
Holders
None
23* Consent of Independent Public Accountants
24* Power of Attorney
27* Financial Data Schedule
28 Information from Reports Furnished to State Insurance Regulatory
Authorities
Not applicable
99 Additional Exhibits
(1)* Exhibit Index
<PAGE>
(a) 3. Exhibits (concluded)
--------
99 (2)* Information required by Form 11-K with respect to the CTG
Resources, Inc. Employee Savings Plan for the fiscal year
ending December 31, 1997
(3)* Information required by Form 11-K with respect to the CTG
Resources, Inc. Union Employee Savings Plan for the fiscal
year ending December 31, 1997
* All exhibits listed above which have an asterisk (*) next to the
exhibit number are filed herewith. All other exhibits listed above which
have previously been filed with the Securities and Exchange Commission
pursuant to the Securities Act of 1933 and the Securities Exchange Act of
1934, and which were designated as noted above and have not been amended,
are hereby incorporated by reference.
(b) Reports on Form 8-K
-------------------
There were no current reports filed on Form 8-K during the last quarter
of fiscal 1997.
<PAGE>
Exhibit 99(1)
Page 1 of 2
CTG RESOURCES, INC.
Annual Report on Form 10-K
Exhibit Index
Fiscal Year Ended September 30, 1997
Document
Item Description Description
------------ ----------- ------------
99(1) Exhibit Index Ex-99.1
10(106) Amendment to ANE Gas Sales Agreement No. 1 Ex-10.106
between the Connecticut Natural Gas
Corporation and Alberta Northeast Gas
Limited
10(107) Amendment to ANE Gas Sales Agreement No. 2 Ex-10.107
between the Connecticut Natural Gas
Corporation and Alberta Northeast Gas
Limited
10(108) Amendment to Phase 2 Gas Sales Agreement Ex-10.108
between the Connecticut Natural Gas
Corporation and Boundary Gas, Inc.
10(109) Storage Service Agreement (#300094, Rate Ex-10.109
Schedule GSS) between the Connecticut
Natural Gas Corporation and CNG
Transmission Corporation
10(110) Seasonal Transportation Service Agreement Ex-10.110
(#200106, Rate Schedule FT) between the
Connecticut Natural Gas Corporation and
CNG Transmission Corporation
10(111) Storage Service Agreement (#1623, Rate Ex-10.111
Schedule SS-NE) between the Connecticut
Natural Gas Corporation and Tennessee Gas
Pipeline Company
10(112) Transportation Service Agreement (#1627, Ex-10.112
Rate Schedule FT-A) between the
Connecticut Natural Gas Corporation and
Tennessee Gas Pipeline Company
10(113) Transportation Service Agreement (#10781, Ex-10.113
Rate Schedule FT-A) between the
Connecticut Natural Gas Corporation and
Tennessee Gas Pipeline Company
10(114) Amended Transportation Service Agreement Ex-10.114
(#10781, Rate Schedule FT-A) between the
Connecticut Natural Gas Corporation and
Tennessee Gas Pipeline Company
10(115) Service Agreement (#820009, Rate Schedule Ex-10.115
CDS) between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission
Corporation<PAGE>
10(116) Service Agreement (#830035, Rate Schedule Ex-10.116
FT-1) between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission
Corporation<PAGE>
Exhibit 99(1)
Page 2 of 2
CTG RESOURCES, INC.
Annual Report on Form 10-K
Exhibit Index (concluded)
Fiscal Year Ended September 30, 1997
Document
Item Description Description
------------ ----------- ------------
10(117) Service Agreement (#400223, Rate Schedule Ex-10.117
SS-1) between the Connecticut Natural Gas
Corporation and Texas Eastern Transmission
Corporation
10(118) First Amendment to Issuing and Paying Ex-10.118
Agency Agreement by and among State Street
Bank and Trust Company, Fleet National
Bank and Connecticut Natural Gas
Corporation
10(119) Medium Term Notes, Series B, Amended and Ex-10.119
Restated Placement Agency Agreement among
Connecticut Natural Gas Corporation,
PaineWebber Incorporated and A.G. Edwards
& Sons, Inc.
11 Computation of Consolidated Primary and Ex-11
Fully Diluted Earnings Per Share
21 Subsidiaries of the Registrant Ex-21
23 Consent of Independent Public Accountants Ex-23
24 Power of Attorney Ex-24
27 Financial Data Schedule Ex-27
99(2) Requirements of Form 11-K for the CTG Ex-99.2
Resources Inc. Employee Savings Plan
99(3) Requirements of Form 11-K for the CTG Ex-99.3
Resources Inc. Union Employee Savings Plan
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
FINANCIAL STATEMENTS AND SCHEDULES
----------------------------------
AS OF DECEMBER 31, 1997, 1996 AND 1995
--------------------------------------
TOGETHER WITH
--------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
INDEX
-----
PAGE
----
Report of Independent Public Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1997 2
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1996 4
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1997 6
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1996 8
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1995 10
Notes to Financial Statements and Schedules 12
Schedules:
Schedule I - Item 27a - Schedule of Assets Held for Investment
Purposes as of December 31, 1997 18
Schedule II - Item 27d - Schedule of Reportable Transactions for
the Year Ended December 31, 1997 19
All schedules, except those as set forth above, are omitted as not
applicable or not required.
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Plan Administrator of Connecticut Natural
Gas Corporation Employee Savings Plan:
We have audited the accompanying statements of net assets available for
benefits with fund information of Connecticut Natural Gas Corporation
Employee Savings Plan (the Plan) as of December 31, 1997 and 1996, and the
related statements of changes in net assets available for benefits with
fund information for each of the three years in the period ended December
31, 1997. These financial statements and schedules referred to below are
the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits with fund
information of the Plan as of December 31, 1997 and 1996, and the changes
in its net assets available for benefits with fund information for each of
the three years in the period ended December 31, 1997, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions are
presented for purposes of additional analysis and are not a required part
of the basic financial statements but are supplementary information
required by the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974.
These supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
By Arthur Andersen LLP
----------------------
Arthur Andersen LLP
Hartford, Connecticut
June 15, 1998<PAGE>
<TABLE>
<CAPTION>
-2-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1997
Participant Directed
--------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Putnam
Putnam Fiduciary The George The Putnam Fund Putnam International Putnam
Trust Company Putnam Fund for Growth Vista Growth Income
Stable Value Fund of Boston and Income Fund Fund Fund
----------------- ------------ --------------- ----------- ----------- ---------
Assets
------
Investments, at
current value $946,034 $4,418,806 $7,420,095 $2,851,094 $915,595 $151,471
Cash and temporary
investments, at
current value - - - - - -
Accounts receivable
from broker - - - - - -
-------- ---------- ---------- ---------- -------- --------
Total Assets 946,034 4,418,806 7,420,095 2,851,094 915,595 151,471
-------- ---------- ---------- ---------- -------- --------
Liabilities
-----------
Accounts payable to
broker - - - - - -
-------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits $946,034 $4,418,806 $7,420,095 $2,851,094 $915,595 $151,471
======== ========== ========== ========== ======== ========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-3-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1997
<S> <C> <C> <C>
Non-
Participant Participant
Directed Directed
----------- -----------
Common Common
Stock Stock
Fund Fund Total
----------- ----------- -----------
Assets
------
Investments, at
current value $5,532,814 $2,901,306 $25,137,215
Cash and temporary
investments, at
current value 458 34,845 35,303
Accounts receivable
from broker 121,237 63,564 184,801
---------- ---------- -----------
Total Assets 5,654,509 2,999,715 25,357,319
---------- ---------- -----------
Liabilities
-----------
Accounts payable to
broker (28,461) - (28,461)
---------- ---------- ----------
Net Assets Available
for Benefits $5,626,048 $2,999,715 $25,328,858
========== ========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-4-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
Participant Directed
-----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Putnam
Putnam Fiduciary The George The Putnam Fund International Putnam
Trust Company Putnam Fund for Growth Putnam Growth Income
Stable Value Fund of Boston and Income Fund Fund Fund
--------------- -------------- ------------ ------------ ------------ --------
Assets
------
Investments, at
current value $1,010,028 $3,553,346 $5,778,562 $1,653,502 $422,679 $115,529
Cash and temporary
investments, at
current value - - - - - -
Accounts receivable
from broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Total Assets 1,010,028 3,553,346 5,778,562 1,653,502 422,679 115,529
---------- ---------- ---------- ---------- -------- --------
Liabilities
-----------
Accounts payable to
broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits $1,010,028 $3,553,346 $5,778,562 $1,653,502 $422,679 $115,529
========== ========== ========== ========== ======== ========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-5-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
Non-
Participant Participant
Directed Directed
----------- -----------
<S> <C> <C> <C>
Common Common
Stock Stock
Fund Fund Total
------------ ------------ ------------
Assets
------
Investments, at
current value $4,762,743 $5,027,978 $22,324,367
Cash and temporary
investments, at
current value 8,564 (5,077) 3,487
Accounts receivable
from broker 5,764 19,628 25,392
---------- ---------- -----------
Total Assets 4,777,071 5,042,529 22,353,246
---------- ---------- -----------
Liabilities
-----------
Accounts payable to
broker (14,572) (15,380) (29,952)
---------- ---------- -----------
Net Assets Available
for Benefits $4,762,499 $5,027,149 $22,323,294
========== ========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
-6-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
Participant Directed
-----------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam Putnam
Trust Company The George Fund for Putnam International
Stable Value Putnam Fund Growth Vista Growth
Fund of Boston and Income Fund Fund
------------- -------------- ------------- ----------- ------------
Additions to net assets
attributed to:
Dividends and interest income $64,065 $403,725 $933,486 $210,427 $52,988
Realized gains
(losses), net - 15,550 81,950 5,239 246
Unrealized appreciation
of investments - 325,249 380,688 229,100 48,035
Contributions:
Employees 50,526 189,025 399,544 217,668 71,757
Employer 6,234 23,791 53,478 55,022 20,674
----------- ----------- ----------- ----------- -----------
Total contributions 56,760 212,816 453,022 272,690 92,431
Transfers, net 262,654 12,334 404,655 564,179 300,627
Other, net - - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 383,479 969,674 2,253,801 1,281,635 494,327
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (447,473) (104,214) (612,268) (84,043) (1,411)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) (63,994) 865,460 1,641,533 1,197,592 492,916
Net Assets Available
for Benefits:
Beginning of year 1,010,028 3,553,346 5,778,562 1,653,502 422,679
----------- ----------- ----------- ----------- -----------
End of year $946,034 $4,418,806 $7,420,095 $2,851,094 $915,595
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-7-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
Non-
Participant
Participant Directed Directed
----------------------- ----------
<S> <C> <C> <C> <C>
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
----------- ----------- ----------- -----------
Additions to net assets
attributed to:
Dividends and interest income $8,029 $264,285 $230,891 $2,167,896
Realized gains
(losses), net (246) (174,957) (184,667) (256,885)
Unrealized appreciation
of investments 1,691 401,364 65,878 1,452,005
Contributions:
Employees 11,480 45,948 - 985,948
Employer 2,611 344,424 - 506,234
-------- ----------- ----------- -----------
Total contributions 14,091 390,372 - 1,492,182
Transfers, net 12,377 385,375 (1,916,094) 26,107
Other, net - 92,779 88,797 181,576
-------- ----------- ----------- -----------
Total additions/(deductions) 35,942 1,359,218 (1,715,195) 5,062,881
-------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants - (495,669) (312,239) (2,057,317)
-------- ----------- ----------- -----------
Net increase (decrease) 35,942 863,549 (2,027,434) 3,005,564
Net Assets Available
for Benefits:
Beginning of year 115,529 4,762,499 5,027,149 22,323,294
-------- ----------- ----------- -----------
End of year $151,471 $5,626,048 $2,999,715 25,328,858
========= =========== =========== ============
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-8-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
Participant Directed
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam Putnam
Trust Company The George Fund for Putnam International
Stable Value Putnam Fund Growth Vista Growth
Fund of Boston and Income Fund Fund
------------- -------------- ------------- ----------- ------------
Additions to net assets
attributed to:
Dividends and interest income $62,418 $322,456 $494,326 $97,303 $5,660
Realized gains
(losses), net - 15,609 51,138 31,889 3,292
Unrealized appreciation
(depreciation) of investments - 172,914 486,678 93,150 42,243
Contributions:
Employees 54,790 194,884 402,688 198,989 46,065
Employer 3,879 12,008 21,946 26,051 7,795
----------- ----------- ----------- ----------- -----------
Total contributions 58,669 206,892 424,634 225,040 53,860
Transfers, net 4,406 (15,109) (12,853) 522,063 116,277
Other, net - - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 125,493 702,762 1,443,923 969,445 221,332
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (298,769) (332,982) (452,747) (81,348) (28,329)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) (173,276) 369,780 991,176 888,097 193,003
Net Assets Available
for Benefits:
Beginning of year 1,183,304 3,183,566 4,787,386 765,405 229,676
----------- ----------- ----------- ----------- -----------
End of year $1,010,028 $3,553,346 $5,778,562 $1,653,502 $422,679
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-9-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
<S> <C> <C> <C> <C>
Non-
Participant
Participant Directed Directed
----------------------- ----------
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
----------- ----------- ----------- -----------
Additions to net assets
attributed to:
Dividends and interest income $9,705 $212,290 $384,533 $1,588,691
Realized gains
(losses), net (3,856) (13,004) (44,265) 40,803
Unrealized appreciation
(depreciation) of investments (2,131) 346,939 507,602 1,647,395
Contributions:
Employees 14,846 57,958 - 970,220
Employer 1,703 317,692 86,597 477,671
-------- ----------- ----------- -----------
Total contributions 16,549 375,650 86,597 1,447,891
Transfers, net (61,437) 2,005,626 (2,549,645) 9,328
Other, net - (447) (1,503) (1,950)
-------- ----------- ----------- -----------
Total additions/(deductions) (41,170) 2,927,054 (1,616,681) 4,732,158
-------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (5,959) (320,794) (696,730) (2,217,658)
-------- ----------- ----------- -----------
Net increase (decrease) (47,129) 2,606,260 (2,313,411) 2,514,500
Net Assets Available
for Benefits:
Beginning of year 162,658 2,156,239 7,340,560 19,808,794
-------- ----------- ----------- -----------
End of year $115,529 $4,762,499 $5,027,149 22,323,294
========= =========== =========== ============
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-10-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
Participant Directed
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Trust Company Putnam U. S. The George Fund for Putnam
Stable Value Government Putnam Fund Growth Vista
Fund Income Trust of Boston and Income Fund
------------- ----------- --------------------------- -----------
Additions to net assets
attributed to:
Dividends and interest income $66,142 $79,432 $237,487 $314,524 $38,861
Realized gains
(losses), net - 87,221 88,744 160,068 672
Unrealized appreciation
(depreciation) of investments - (9,024) 427,496 777,724 (12,240)
Contributions:
Employees 56,824 69,103 232,176 450,914 11,074
Employer - - - - -
----------- ----------- ----------- ----------- -----------
Total contributions 56,824 69,103 232,176 450,914 11,074
Transfers, net 345,106 (1,154,001) (53,943) 51,678 727,678
Other, net - - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 468,072 (927,269) 931,960 1,754,908 766,045
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (434,158) (151,101) (242,087) (280,196) (640)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) 33,914 (1,078,370) 689,873 1,474,712 765,405
Net Assets Available
for Benefits:
Beginning of year 1,149,390 1,078,370 2,493,693 3,312,674 -
----------- ----------- ----------- ----------- -----------
End of year $1,183,304 $ - $3,183,566 $4,787,386 $765,405
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-11-
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
Non-
Participant Directed Participant
----------------------------------------- Directed
<S> <C> <C> <C> <C> <C>
Putnam ----------
International Putnam Common Common
Growth Income Stock Stock
Fund Fund Fund Fund Total
------------ ----------- ----------- ----------- -----------
Additions to net assets
attributed to:
Dividends and interest income $2,076 $470 $147,466 $452,733 $1,339,191
Realized gains
(losses), net 89 278 (31,712) (84,982) 220,378
Unrealized appreciation
(depreciation) of investments 839 1,111 (97,147) (246,344) 842,415
Contributions:
Employees 2,432 847 91,652 - 915,022
Employer - - - 482,636 482,636
----------- -------- ----------- ----------- -----------
Total contributions 2,432 847 91,652 482,636 1,397,658
Transfers, net 224,270 160,191 (279,647) 10,500 31,832
Other, net - - 217 582 799
----------- -------- ----------- ----------- -----------
Total additions/(deductions) 229,706 162,897 (169,171) 615,125 3,832,273
----------- -------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (30) (239) (413,662) (614,720) (2,136,833)
----------- -------- ----------- ----------- -----------
Net increase (decrease) 229,676 162,658 (582,833) 405 1,695,440
Net Assets Available
for Benefits:
Beginning of year - - 2,739,072 7,340,155 18,113,354
----------- -------- ----------- ----------- -----------
End of year $229,676 $162,658 $2,156,239 $7,340,560 19,808,794
=========== ========= =========== =========== ============
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
-12-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
-------------------------------------------
AS OF DECEMBER 31, 1997, 1996, AND 1995
---------------------------------------
1. Description of the Plan:
------------------------
The following description of the Connecticut Natural Gas Corporation
Employee Savings Plan (the Plan) is provided for general information
purposes only. More complete information regarding the Plan's provisions
may be found in the Plan document.
a. General -
-------
The Plan is a defined contribution thrift plan open to non-union
employees of Connecticut Natural Gas Corporation and subsidiaries
(the Company). The Plan was established by the Company under the
provisions of Section 401(a) of the Internal Revenue Code (IRC), and
it includes a qualified cash or deferred arrangement as described in
Section 401(k) of the IRC for the benefit of eligible employees of
the Company. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The Plan
Administrator is the Company. The Compensation Committee of the
Company's Board of Directors appointed an Administrative Committee
to serve as manager of the Plan. Putnam Fiduciary Trust Company
(PFTC), trustee of the Plan, holds the Plan's investments and
executes transactions therein.
b. Eligibility -
-----------
Employees are eligible to participate when the following criteria
are met:
(1) Are at least age 21.
(2) Are employed by the Company for one year or more.
(3) Have completed 1,000 hours or more of service in a 12-month
period beginning with date of hire.
(4) Are on the management payroll or are subject to the Salary
Administration Program.
The number of employees participating in the Plan as of December 31,
1997 and 1996 were 250 and 276, respectively.
c. Contributions -
-------------
Eligible employees may elect to participate in the Plan and<PAGE>
authorize payroll deductions of not less than 1% and not greater
than 26% of basic earnings as savings contributions to their
accounts during each year, subject to the limits under Section 415
of the IRC.
The Company will match a percentage of an employee's compensation
depending on age or years of continuous service. The amount of the
Company contribution will be determined according to the schedule
below. However, if an employee's elected savings allotment is less
than the percentage contained in the schedule, the Company will
match no more than the percentage contributed by the employee.<PAGE>
-13-
As of December 31, 1997, if an employee's:
Years of Continuous
Service are Or Age is The Company Will Contribute
-------------------- -- ------ ---------------------------
30 50 6% of compensation
20 45 4-1/2% of compensation
10 35 3% of compensation
Less than l0 Under 35 2% of compensation
d. Investment Options -
------------------
Plan participants direct their contributions among various
investment options in 5% increments, and they may elect to change
their investment options once during each calendar quarter. A
description of each investment option is provided below:
(1) PUTNAM FIDUCIARY TRUST COMPANY STABLE VALUE FUND - This fund
seeks to provide interest income while preserving principal and
maintaining liquidity. The fund invests in pools of guaranteed
income contracts, issued by insurance companies, and high
quality money market instruments issued by banks and the U.S.
government. The average yield for this fund was 6.48% and 5.74%
for the years ended December 31, 1997 and 1996, respectively.
(2) THE GEORGE PUTNAM FUND OF BOSTON - This fund primarily seeks
current income and capital growth through investment in common
and preferred stocks, debt securities, and cash equivalents.
(3) THE PUTNAM FUND FOR GROWTH AND INCOME - This fund seeks long-
term capital growth and current income through a portfolio of
income-producing common stocks.
(4) PUTNAM VISTA FUND - This fund seeks to provide capital
appreciation by investing primarily in stocks of medium-sized
companies believed to have above-average growth potential.
(5) PUTNAM INTERNATIONAL GROWTH FUND - This fund seeks to provide
capital appreciation by investing in a diversified portfolio of
equity securities in companies located outside the United
States.
(6) PUTNAM INCOME FUND - This fund seeks to provide as high a level
of income as possible given a prudent level of risk by investing
in high yield and investment grade corporate, mortgage backed,
and U.S. Treasury securites and foreign bonds.
(7) COMMON STOCK FUND - This fund seeks to provide capital
appreciation and current income through investment in the common
stock of the Company's parent company, CTG Resources, Inc.
(CTG), purchased at not more than fair market value.
Effective as of the close of business on March 31, 1997, CTG became
the holding company and parent of the Company. Pursuant to this
change in corporate organization and an Agreement and Plan of
Exchange, dated as of December 20, 1996, by and between CTG and the
Company, all outstanding shares of common stock of the Company,
including those shares held by the Plan, were exchanged for shares<PAGE>
of common stock of CTG.
All Company matching contributions are invested in the Common Stock
Fund. Beginning on March 1, 1996 and continuing on a quarterly
basis through October 1, 1999, the Plan Administrator has directed
that portions of the non-participant directed Common Stock Fund be
transferred to the participant directed Common Stock Fund based upon
a predetermined schedule. These transfers are scheduled to take
place on January 1, April 1, July 1, and October 1 of each year,
with the exception of 1996 for which the March 1 transfer was in
lieu of the April 1 transfer. Following the transfers, Plan
participants will have the discretion of investing the transferred
<PAGE>
-14-
shares of common stock in the same manner as the other amounts under
their direction in the various participant directed funds. Also,
effective March 1, 1996, all Company matching contributions are
being invested in the participant directed Common Stock Fund.
In addition to transfers between the various funds noted above as a
result of investment elections made by Plan participants, transfers
are also made to or from the Union Employee Savings Plan for those
employees who transfer to (from) one of the Company's collective
bargaining units.
e. Vesting -
-------
Participants are fully vested in their contributions and the
earnings thereon. Participants are vested in the Company matching
contributions and the earnings thereon as follows:
<TABLE>
<S> <C>
Years of Continuous Service are Percentage Vested
------------------------------- -----------------
Less than 1 0%
1 but less than 2 20
2 but less than 3 40
3 but less than 4 60
4 but less than 5 80
5 or more 100
</TABLE>
Participants also become fully vested in their Company matching
contribution account if any one of the following occurs:
(1) Death
(2) Disability
(3) Attainment of age 65 (normal retirement date)
(4) Total or partial termination of the Plan
(5) Discontinuance of Company contributions to the Plan
Upon termination of employment before full vesting, the non-vested
Company match portion of a participant's common stock account shall
be forfeited after five years if the participant is not rehired and
applied as a credit against the employer's future contributions.
f. Benefits -
--------
Upon termination of employment due to retirement, disability, or
death, a participant (or his/her beneficiary) may elect to receive a
lump-sum distribution equal to the value of the participant's vested
interest in his/her account as soon as practicable following the
termination date or defer the distribution to some future date.
Participants may request the withdrawal of certain account balances
prior to termination of employment. Application for withdrawal of
after-tax contributions and employee IRA contributions may be made
once a year. There are no Plan penalties for such withdrawals.
g. Participant Accounts -
--------------------
Individual accounts are maintained for each of the Plan's
participants to reflect the participant's share of the Plan's income
and the participant's and the Company's contributions. Allocations
of Plan income are based on the share balances in the participants'
accounts.
<PAGE>
-15-
h. Use of Estimates in the Preparation of Financial Statements -
-----------------------------------------------------------
The preparation of financial statements in conformity with generally
accepted accounting principles and the Department of Labor Rules and
Regulations for Reporting and Disclosure under ERISA requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial
statements and the reported amounts of income and expense during the
reporting period. Actual results could differ from those estimates.
2. Summary of Significant Accounting Policies:
------------------------------------------
a. Basis of Accounting -
-------------------
The accompanying financial statements have been prepared on the
accrual basis of accounting.
b. Income Recognition -
------------------
Dividend income is recorded on the ex-dividend date. Interest income
is recorded as earned.
c. Investment Valuation -
--------------------
The Plan's investments are reflected at current value. The shares of
the Common Stock Fund and the Putnam mutual funds owned by the Plan,
with the exception of the PFTC Stable Value Fund, are valued at
market as determined by the quoted market price as of the last
business day of the year. The latter fund is valued at contract
value (cost plus accumulated earnings) which approximates current
value. Purchases and sales of securities are reflected on a trade
date basis. Realized and unrealized appreciation (depreciation)
presented in the statement of changes in net assets available for
benefits with fund information are computed based on the change in
the current value of the Plan assets from year to year.
d. Administrative Expenses -
-----------------------
Administrative expenses of the Plan may be paid by either the Company
or the Plan. During 1997, 1996, and 1995 the Company paid all
administrative expenses relating to the Plan.
3. Federal Income Tax Status:
-------------------------
In 1994 the Plan was amended and restated to meet the requirements of
the Tax Reform Act of 1986, and the Plan received a favorable
determination letter from the Internal Revenue Service dated September
19, 1994. The Plan has been amended since receiving the determination
letter. However, the Plan Administrator and management believe that
the Plan is designed and is currently being operated in compliance with
the applicable requirements of the IRC. Therefore, they believe that
the Plan was qualified and the related trust was tax-exempt through the
year ended December 31, 1997. <PAGE>
-16-
4. Investments:
-----------
The fair market values of individual assets that represent 5% or more of
the Plan's net assets as of December 31, 1997 and 1996 are as follows:
1997:
CTG Resources, Inc. common stock $ 8,434,120
The Putnam Fund for Growth and Income 7,420,095
The George Putnam Fund of Boston 4,418,806
Putnam Vista Fund 2,851,094
1996:
CTG Resources, Inc. common stock $ 9,790,721
The Putnam Fund for Growth and Income 5,778,562
The George Putnam Fund of Boston 3,553,346
Putnam Vista Fund 1,653,502
5. Concentration of Credit Risk:
----------------------------
The Plan's assets are invested in mutual funds managed by Putnam
Investments, Inc., as described in Note 1, and the common stock of CTG.
In the event of any uncertainties in the financial marketplace the Plan
may be exposed to financial risks.
6. Reconciliation to Form 5500:
---------------------------
As of December 31, 1996, the Plan had a $43,307 pending distribution to
a participant who elected to withdraw from the Plan and $5,297 of excess
contributions from participants. These amounts were recorded as
liabilities in the Plan's Form 5500; however, they are not recorded as
liabilities in the accompanying statement of net assets available for
benefits in accordance with generally accepted accounting principles.
The following table reconciles net assets available for benefits per the
financial statements to the Form 5500 as filed by the Company for the
year ended December 31, 1996.
Benefits Net Assets
Payable to Other Available
Participants Liabilities For Benefits
------------ ----------- ------------
Per financial statements $ - $ - $22,323,294
Accrued benefit payments 43,307 - (43,307)
Excess contributions
refundable to Plan
participants - 5,297 (5,297)
------- ------ -----------
Per Form 5500 $43,307 $5,297 $22,274,690
======= ====== =========== <PAGE>
-17-
7. Subsequent Event:
----------------
The Board of Directors of the Company adopted two amendments to the
Plan, effective May 1, 1998, which change the level of Company matching
contributions set forth in Note 1c above and establish a loan provision.
The Company will no longer match 6% of compensation for those Plan
participants who have attained 30 years of continuous service or age 50.
The match offered by the Company will be 75% of compensation during the
payroll period up to 6% of compensation (maximum matching contribution
of 4.5% of compensation) for participants who have attained 20 years of
continuous service or age 45. Also, the Company will contribute 50% of
compensation during the payroll period up to 6% of compensation (maximum
matching congribution of 3% of compensation) with respect to all other
participants. All other provisions in Note 1c remain the same.
Regarding the loan provision, a Plan participant will be allowed to
borrow up to the lesser of one-half of the participant's vested account
balance or $50,000. Each loan will carry an interest rate of prime plus
1%, established on the first day of the calendar quarter in which the
loan is made, and repayment in full will be required within five or
fifteen years following the date of the loan, depending upon whether the
loan is classified as a "general purpose" loan or a "principal
residence" loan, respectively.<PAGE>
<TABLE>
<CAPTION>
-18-
Schedule I
EIN 06-0383860
Plan No. 007
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
<C> <S> <C> <C> <C>
(c)Description of Investment
Including Maturity Date, Rate
(b)Identity of Issue, Borrower, of Interest, Collateral, Par (e)Current
(a) Lessor, or Similar Party or Maturity Value (d)Cost Value
--- -------------------------------------- ------------------------------- ----------- ---------
* Putnam Fiduciary Trust Company Stable Fund comprised of
Value Fund investment contracts $946,034 $946,034
* The George Putnam Fund of Boston Mutual fund comprised of
common stocks and bonds 3,691,733 4,418,806
* The Putnam Fund for Growth and Income Mutual fund comprised of
common stocks 6,042,184 7,420,095
* Putnam Vista Fund Mutual fund comprised of
common stocks 2,516,925 2,851,094
* Putnam International Growth Fund Mutual fund comprised of
common stocks 824,672 915,595
* Putnam Income Fund Mutual fund comprised of bonds
and U.S. Treasury securities 151,146 151,471
Participant directed -
* CTG Resources, Inc. Common stock 4,613,588 5,532,814
Boston Safe Company Daily Liquidity Fund 458 458
----------- -----------
4,614,046 5,533,272
----------- -----------
Non-participant directed -
* CTG Resources, Inc. Common stock 2,431,158 2,901,306
Boston Safe Company Daily Liquidity Fund 34,845 34,845
----------- -----------
2,466,003 2,936,151
----------- -----------
Total Common Stock Fund 7,080,049 8,469,423
----------- -----------
Total Investments $21,252,743 $25,172,518
<FN>
*Represents a party-in-interest.
</TABLE>
The accompanying notes are an integral part of this schedule.<PAGE>
<TABLE>
<CAPTION>
-19-
Schedule II
EIN 06-0383860
Plan No. 007
CONNECTICUT NATURAL GAS CORPORATION
EMPLOYEE SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<S> <S> <C> <C> <C> <C> <C> <C>
Current Value
Number of Asset on
Identity of Description of Purchase Selling Cost of Transaction Net Gain
Party Involved of Asset Transactions Price Price Asset Date or (Loss)
--------------- --------------- ---------- ---------- ---------- ---------- ------------ ----------
Putnam Vista Mutual fund 76 $1,322,519 $ - $1,322,519 $1,322,519 $ -
Fund comprised of 14 - 148,840 143,543 148,840 5,297
common stocks
The Putnam Mutual fund 81 2,699,672 - 2,699,672 2,699,672 -
Fund for comprised of 33 - 735,680 541,854 735,680 193,826
Growth and common stocks
Income
CTG Common stock 24 2,835,488 - 2,835,488 2,835,488 -
Resources, Inc. 124 - 4,298,634 3,980,388 4,298,634 318,246
</TABLE>
The accompanying notes are an integral part of this schedule.<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
FINANCIAL STATEMENTS AND SCHEDULES
----------------------------------
AS OF DECEMBER 31, 1997, 1996 AND 1995
--------------------------------------
TOGETHER WITH
--------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
<PAGE>
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
INDEX
-----
PAGE
----
Report of Independent Public Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1997 2
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1996 4
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1997 6
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1996 8
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1995 10
Notes to Financial Statements and Schedules 12
Schedules:
Schedule I - Item 27a - Schedule of Assets Held for Investment 18
Purposes as of December 31, 1997
Schedule II - Item 27d - Schedule of Reportable Transactions for
the Year Ended December 31, 1997 19
All schedules, except those as set forth above, are omitted as not
applicable or not required.
<PAGE>
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Plan Administrator of Connecticut Natural
Gas Corporation Union Employee Savings Plan:
We have audited the accompanying statements of net assets available for
benefits with fund information of Connecticut Natural Gas Corporation Union
Employee Savings Plan (the Plan) as of December 31, 1997 and 1996, and the
related statements of changes in net assets available for benefits with
fund information for each of the three years in the period ended December
31, 1997. These financial statements and schedules referred to below are
the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits with fund
information of the Plan as of December 31, 1997 and 1996, and the changes
in its net assets available for benefits with fund information for each of
the three years in the period ended December 31, 1997, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions are
presented for purposes of additional analysis and are not a required part
of the basic financial statements but are supplementary information
required by the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974.
These supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
By Arthur Andersen LLP
------------------------
Arthur Andersen LLP
Hartford, Connecticut
June 15, 1998<PAGE>
<TABLE>
<CAPTION>
-2-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1997
Participant Directed
--------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Putnam
Putnam Fiduciary The George The Putnam Fund Putnam International Putnam
Trust Company Putnam Fund for Growth Vista Growth Income
Stable Value Fund of Boston and Income Fund Fund Fund
----------------- ------------ --------------- ----------- ----------- ---------
Assets
------
Investments, at
current value $596,471 $1,752,110 $4,378,627 $1,759,969 $244,521 $56,198
Cash and temporary
investments, at
current value - - - - - -
Accounts receivable
from broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Total Assets 596,471 1,752,110 4,378,627 1,759,969 244,521 56,198
Liabilities
-----------
Accounts payable to
broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits $596,471 $1,752,110 $4,378,627 $1,759,969 $244,521 $56,198
========== ========== ========== ========== ======== ========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-3-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1997
Non-
Participant Participant
Directed Directed
----------- -----------
<S> <C> <C> <C>
Common Common
Stock Stock
Fund Fund Total
----------- ----------- -----------
Assets
------
Investments, at
current value $6,491,623 $2,449,512 $17,729,031
Cash and temporary
investments, at
current value 81,698 30,128 111,826
Accounts receivable
from broker 3,437 1,304 4,741
---------- ---------- -----------
Total Assets 6,576,758 2,480,944 17,845,598
Liabilities
-----------
Accounts payable to
broker (45,292) - (45,292)
---------- ---------- ----------
Net Assets Available
for Benefits $6,531,466 $2,480,944 $17,800,306
========== ========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-4-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
Participant Directed
-------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Putnam
Putnam Fiduciary The George The Putnam Fund Putnam International Putnam
Trust Company Putnam Fund for Growth Vista Growth Income
Stable Value Fund of Boston and Income Fund Fund Fund
--------------- -------------- ------------ ------------ ------------ --------
Assets
------
Investments, at
current value $477,425 $1,400,169 $3,171,867 $1,141,189 $113,784 $62,964
Cash and temporary
investments, at
current value - - - - - -
Accounts receivable
from broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Total Assets 477,425 1,400,169 3,171,867 1,141,189 113,784 62,964
Liabilities
-----------
Accounts payable to
broker - - - - - -
---------- ---------- ---------- ---------- -------- --------
Net Assets Available
for Benefits $477,425 $1,400,169 $3,171,867 $1,141,189 $113,784 $62,964
========== ========== ========== ========== ======== ========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-5-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
<S> <C> <C> <C>
Non-
Participant Participant
Directed Directed
----------- -----------
Common Common
Stock Stock
Fund Fund Total
------------ ------------ ------------
Assets
------
Investments, at
current value $4,913,262 $3,892,036 $15,172,696
Cash and temporary
investments, at
current value 42 3,063 3,105
Accounts receivable
from broker 637 1,293 1,930
---------- ---------- -----------
Total Assets 4,913,941 3,896,392 15,177,731
Liabilities
-----------
Accounts payable to
broker (14,125) (31,630) (45,755)
---------- ---------- -----------
Net Assets Available
for Benefits $4,899,816 $3,864,762 $15,131,976
========== ========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-6-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
Participant Directed
------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam Putnam
Trust Company The George Fund for Putnam International
Stable Value Putnam Fund Growth Vista Growth
Fund of Boston and Income Fund Fund
------------- -------------- ------------- ----------- ------------
Additions to net assets
attributed to:
Dividends and interest income $29,899 $160,512 $549,106 $129,215 $13,905
Realized gains
(losses), net - 18,221 32,290 21,608 2,477
Unrealized appreciation
of investments - 122,487 216,087 132,110 12,926
Contributions:
Employees 42,141 127,395 324,049 179,858 22,408
Employer 2,826 10,452 30,021 22,782 4,216
----------- ----------- ----------- ----------- -----------
Total contributions 44,967 137,847 354,070 202,640 26,624
Transfers, net 97,965 4,347 274,367 213,306 85,601
Other, net - - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 172,831 443,414 1,425,920 698,879 141,533
Deductions from net assets
attributed to:
Benefits paid to participants (53,785) (91,473) (219,160) (80,099) (10,796)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) 119,046 351,941 1,206,760 618,780 130,737
Net Assets Available
for Benefits:
Beginning of year 477,425 1,400,169 3,171,867 1,141,189 113,784
----------- ----------- ----------- ----------- -----------
End of year $596,471 $1,752,110 $4,378,627 $1,759,969 $244,521
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-7-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
Non-
Participant
Participant Directed Directed
-------------------------- ------------
<S> <C> <C> <C> <C>
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
------------ ------------- ------------ ------------
Additions to net assets
attributed to:
Dividends and interest income $3,765 $293,359 $184,513 $1,364,274
Realized gains
(losses), net (298) (130,973) (103,306) (159,981)
Unrealized appreciation
of investments 2,178 407,554 33,162 926,504
Contributions:
Employees 7,586 177,751 - 881,188
Employer 1,746 411,539 - 483,582
----------- ----------- ----------- -----------
Total contributions 9,332 589,290 - 1,364,770
Transfers, net (21,655) 668,319 (1,348,357) (26,107)
Other, net - 38,771 28,830 67,601
----------- ----------- ----------- -----------
Total additions/(deductions) (6,678) 1,866,320 (1,205,158) 3,537,061
Deductions from net assets
attributed to:
Benefits paid to participants (88) (234,670) (178,660) (868,731)
----------- ----------- ----------- -----------
Net increase (decrease) (6,766) 1,631,650 (1,383,818) 2,668,330
Net Assets Available
for Benefits:
Beginning of year 62,964 4,899,816 3,864,762 15,131,976
----------- ----------- ----------- -----------
End of year $56,198 $6,531,466 $2,480,944 $17,800,306
=========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-8-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
Participant Directed
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam Putnam
Trust Company The George Fund for Putnam International
Stable Value Putnam Fund Growth Vista Growth
Fund of Boston and Income Fund Fund
------------- -------------- ------------- ----------- ------------
Additions to net assets
attributed to:
Dividends and interest income $29,716 $126,396 $261,597 $73,049 $1,533
Realized gains
(losses), net - 10,593 15,932 18,393 38
Unrealized appreciation
(depreciation) of investments - 64,242 266,834 73,191 10,680
Contributions:
Employees 39,687 141,929 318,816 131,575 13,495
Employer 1,017 5,058 14,181 10,363 1,309
----------- ----------- ----------- ----------- -----------
Total contributions 40,704 146,987 332,997 141,938 14,804
Transfers, net (18,573) (23,751) (102,230) 417,255 23,480
Other, net - - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 51,847 324,467 775,130 723,826 50,535
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (125,937) (175,636) (182,900) (8,014) (372)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) (74,090) 148,831 592,230 715,812 50,163
Net Assets Available
for Benefits:
Beginning of year 551,515 1,251,338 2,579,637 425,377 63,621
----------- ----------- ----------- ----------- -----------
End of year $477,425 $1,400,169 $3,171,867 $1,141,189 $113,784
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-9-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
Non-
Participant
Participant Directed Directed
----------------------- ----------
<S> <C> <C> <C> <C>
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
----------- ----------- ----------- -----------
Additions to net assets
attributed to:
Dividends and interest income $3,320 $223,414 $279,804 $998,829
Realized gains
(losses), net (479) (9,904) (20,127) 14,446
Unrealized appreciation
(depreciation) of investments (540) 372,926 368,477 1,155,810
Contributions:
Employees 5,724 217,894 - 869,120
Employer 194 364,046 85,391 481,559
-------- ----------- ----------- -----------
Total contributions 5,918 581,940 85,391 1,350,679
Transfers, net 17,506 1,378,873 (1,701,888) (9,328)
Other, net - (13,783) (28,024) (41,807)
-------- ----------- ----------- -----------
Total additions/(deductions) 25,725 2,533,466 (1,016,367) 3,468,629
Deductions from net assets
attributed to:
Benefits paid to participants (133) (153,473) (239,898) (886,363)
-------- ----------- ----------- -----------
Net increase (decrease) 25,592 2,379,993 (1,256,265) 2,582,266
Net Assets Available
for Benefits:
Beginning of year 37,372 2,519,823 5,121,027 12,549,710
-------- ----------- ----------- -----------
End of year $62,964 $4,899,816 $3,864,762 15,131,976
========= =========== =========== ============
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
<TABLE>
<CAPTION>
-10-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
Participant Directed
-------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Trust Company Putnam U. S. The George Fund for Putnam
Stable Value Government Putnam Fund Growth Vista
Fund Income Trust of Boston and Income Fund
------------- ----------- -------------- ------------ -----------
Additions to net assets
attributed to:
Dividends and interest income $22,417 $42,748 $86,389 $163,219 $24,795
Realized gains
(losses), net - 50,960 24,986 131,025 2,433
Unrealized appreciation
(depreciation) of investments - (9,256) 158,224 316,482 (13,422)
Contributions:
Employees 23,264 59,707 144,780 304,597 6,559
Employer - - - - -
----------- ----------- ----------- ----------- -----------
Total contributions 23,264 59,707 144,780 304,597 6,559
Transfers, net 158,551 (683,787) 30,697 248,682 408,387
Other, net (17) - - - -
----------- ----------- ----------- ----------- -----------
Total additions/(deductions) 204,215 (539,628) 445,076 1,164,005 428,752
Deductions from net assets
attributed to:
Benefits paid to participants (21,246) (57,481) (73,248) (61,155) (3,375)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) 182,969 (597,109) 371,828 1,102,850 425,377
Net Assets Available
for Benefits:
Beginning of year 368,546 597,109 879,510 1,476,787 -
----------- ----------- ----------- ----------- -----------
End of year $551,515 $ - $1,251,338 $2,579,637 $425,377
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-11-
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
Non-
Participant Directed Participant
---------------------------------------- Directed
<S> <C> <C> <C> <C> <C>
Putnam ----------
International Putnam Common Common
Growth Income Stock Stock
Fund Fund Fund Fund Total
------------ ----------- ----------- ----------- -----------
Additions to net assets
attributed to:
Dividends and interest income $515 $156 $171,358 $306,752 $818,349
Realized gains
(losses), net 1,000 266 8,900 14,943 234,513
Unrealized appreciation
(depreciation) of investments (394) (2) (151,388) (223,829) 76,415
Contributions:
Employees 1,274 328 303,165 - 843,674
Employer - - - 474,053 474,053
----------- -------- ----------- ----------- -----------
Total contributions 1,274 328 303,165 474,053 1,317,727
Transfers, net 62,211 36,886 (280,160) (13,318) (31,851)
Other, net - - 246 412 641
----------- -------- ----------- ----------- -----------
Total additions/(deductions) 64,606 37,634 52,121 559,013 2,415,794
Deductions from net assets
attributed to:
Benefits paid to participants (985) (262) (403,146) (258,360) (879,258)
----------- -------- ----------- ----------- -----------
Net increase (decrease) 63,621 37,372 (351,025) 300,653 1,536,536
Net Assets Available
for Benefits:
Beginning of year - - 2,870,848 4,820,374 11,013,174
----------- -------- ----------- ----------- -----------
End of year $63,621 $37,372 $2,519,823 $5,121,027 12,549,710
=========== ========= =========== =========== ============
</TABLE>
The accompanying notes are an integral part of this financial statement.<PAGE>
-12-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
-------------------------------------------
AS OF DECEMBER 31, 1997, 1996 AND 1995
--------------------------------------
1. Description of the Plan:
------------------------
The following description of the Connecticut Natural Gas Corporation
Union Employee Savings Plan (the Plan) is provided for general
information purposes only. More complete information regarding the
Plan's provisions may be found in the Plan document.
a. General -
-------
The Plan is a defined contribution thrift plan open to union
employees of Connecticut Natural Gas Corporation and subsidiaries
(the Company). The Plan was established by the Company under the
provisions of Section 401(a) of the Internal Revenue Code (IRC), and
it includes a qualified cash or deferred arrangement as described in
Section 401(k) of the IRC for the benefit of eligible employees of
the Company. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The Plan
Administrator is the Company. The Compensation Committee of the
Company's Board of Directors appointed an Administrative Committee
to serve as manager of the Plan. Putnam Fiduciary Trust Company
(PFTC), trustee of the Plan, holds the Plan's investments and
executes transactions therein.
b. Eligibility -
-----------
Employees are eligible to participate when the following criteria
are met:
(1) Are at least age 21.
(2) Are employed by the Company for one year or more.
(3) Have completed 1,000 hours or more of service in a 12-month
period beginning with date of hire.
(4) Are normally employed for 20 or more hours per week and are
covered by a collective bargaining agreement between the Company
and any union which provides for participation under the Plan.
The number of employees participating in the Plan as of December 31,
1997 and 1996 were 323 and 350, respectively.
c. Contributions -
-------------
Eligible employees may elect to participate in the Plan and
authorize payroll deductions of not less than 1% and not greater
than 26% of basic earnings as savings contributions to their
accounts during each year, subject to the limits under Section 415
of the IRC.<PAGE>
The Company will match a percentage of an employee's compensation
depending on age or years of continuous service. The amount of the
Company contribution will be determined according to the schedule
below. However, if an employee's elected savings allotment is less
than the percentage contained in the schedule, the Company will
match no more than the percentage contributed by the employee.<PAGE>
-13-
As of December 31, 1997, if an employee's:
Years of Continuous
Service are Or Age is The Company Will Contribute
-------------------- -- ------ ---------------------------
30 50 6% of compensation
20 45 4-1/2% of compensation
10 35 3% of compensation
Less than l0 Under 35 2% of compensation
d. Investment Options -
------------------
Plan participants direct their contributions among various
investment options in 5% increments, and they may elect to change
their investment options once during each calendar quarter. A
description of each investment option is provided below:
(1) PUTNAM FIDUCIARY TRUST COMPANY STABLE VALUE FUND - This fund
seeks to provide interest income while preserving principal and
maintaining liquidity. The fund invests in pools of guaranteed
income contracts, issued by insurance companies, and high
quality money market instruments issued by banks and the U.S.
government. The average yield for this fund was 6.48% and 5.74%
for the years ended December 31, 1997 and 1996, respectively.
(2) THE GEORGE PUTNAM FUND OF BOSTON - This fund primarily seeks
current income and capital growth through investment in common
and preferred stocks, debt securities, and cash equivalents.
(3) THE PUTNAM FUND FOR GROWTH AND INCOME - This fund seeks long-
term capital growth and current income through a portfolio of
income-producing common stocks.
(4) PUTNAM VISTA FUND - This fund seeks to provide capital
appreciation by investing primarily in stocks of medium-sized
companies believed to have above-average growth potential.
(5) PUTNAM INTERNATIONAL GROWTH FUND - This fund seeks to provide
capital appreciation by investing in a diversified portfolio of
equity securities in companies located outside the United
States.
(6) PUTNAM INCOME FUND - This fund seeks to provide as high a level
of income as possible given a prudent level of risk by investing
in high yield and investment grade corporate, mortgage backed,
and U.S. Treasury securites and foreign bonds.
(7) COMMON STOCK FUND - This fund seeks to provide capital
appreciation and current income through investment in the common
stock of the Company's parent company, CTG Resources, Inc.
(CTG), purchased at not more than fair market value.
Effective as of the close of business on March 31, 1997, CTG became
the holding company and parent of the Company. Pursuant to this
change in corporate organization and an Agreement and Plan of
Exchange, dated as of December 20, 1996, by and between CTG and the
Company, all outstanding shares of common stock of the Company,
including those shares held by the Plan, were exchanged for shares
of common stock of CTG.<PAGE>
All Company matching contributions are invested in the Common Stock
Fund. Beginning on March 1, 1996 and continuing on a quarterly
basis through October 1, 1999, the Plan Administrator has directed
that portions of the non-participant directed Common Stock Fund be
transferred to the participant directed Common Stock Fund based upon
a predetermined schedule. These transfers are scheduled to take
place on January 1, April 1, July 1, and October 1 of each year,
with the exception of 1996 for which the March 1 transfer was in
lieu of the April 1 transfer. Following the transfers, Plan
<PAGE>
-14-
participants will have the discretion of investing the transferred
shares of common stock in the same manner as the other amounts under
their direction in the various participant directed funds. Also,
effective March 1, 1996, all Company matching contributions are
being invested in the participant directed Common Stock Fund.
In addition to transfers between the various funds noted above as a
result of investment elections made by Plan participants, transfers
are also made to or from the Employee Savings Plan for those
employees who transfer to (from) the Company's non-union payroll.
e. Vesting -
-------
Participants are fully vested in their contributions and the
earnings thereon. Participants are vested in the Company matching
contributions and the earnings thereon as follows:
<TABLE>
<S> <C>
Years of Continuous Service are Percentage Vested
------------------------------- -----------------
Less than 1 0%
1 but less than 2 20
2 but less than 3 40
3 but less than 4 60
4 but less than 5 80
5 or more 100
</TABLE>
Participants also become fully vested in their Company matching
contribution account if any one of the following occurs:
(1) Death
(2) Disability
(3) Attainment of age 65 (normal retirement date)
(4) Total or partial termination of the Plan
(5) Discontinuance of Company contributions to the Plan
Upon termination of employment before full vesting, the non-vested
Company match portion of a participant's common stock account shall
be forfeited after five years if the participant is not rehired and
applied as a credit against the employer's future contributions.
f. Benefits -
--------
Upon termination of employment due to retirement, disability, or
death, a participant (or his/her beneficiary) may elect to receive a
lump-sum distribution equal to the value of the participant's vested
interest in his/her account as soon as practicable following the
termination date or defer the distribution to some future date.
Participants may request the withdrawal of certain account balances
prior to termination of employment. Application for withdrawal of
after-tax contributions and employee IRA contributions may be made
once a year. There are no Plan penalties for such withdrawals.
g. Participant Accounts -
--------------------
Individual accounts are maintained for each of the Plan's
participants to reflect the participant's share of the Plan's income
and the participant's and the Company's contributions. Allocations
of Plan income are based on the share balances in the participants'
accounts.<PAGE>
-15-
h. Use of Estimates in the Preparation of Financial Statements -
-----------------------------------------------------------
The preparation of financial statements in conformity with generally
accepted accounting principles and the Department of Labor Rules and
Regulations for Reporting and Disclosure under ERISA requires
management to make estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of income and expense
during the reporting period. Actual results could differ from those
estimates.
2. Summary of Significant Accounting Policies:
------------------------------------------
a. Basis of Accounting -
-------------------
The accompanying financial statements have been prepared on the
accrual basis of accounting.
b. Income Recognition -
------------------
Dividend income is recorded on the ex-dividend date. Interest
income is recorded as earned.
c. Investment Valuation -
--------------------
The Plan's investments are reflected at current value. The shares
of the Common Stock Fund and the Putnam mutual funds owned by the
Plan, with the exception of the PFTC Stable Value Fund, are valued
at market as determined by the quoted market price as of the last
business day of the year. The latter fund is valued at contract
value (cost plus accumulated earnings) which approximates current
value. Purchases and sales of securities are reflected on a trade
date basis. Realized and unrealized appreciation (depreciation)
presented in the statement of changes in net assets available for
benefits with fund information are computed based on the change in
the current value of the Plan assets from year to year.
d. Administrative Expenses -
-----------------------
Administrative expenses of the Plan may be paid by either the
Company or the Plan. During 1997, 1996 and 1995 the Company paid
all administrative expenses relating to the Plan.
3. Federal Income Tax Status:
-------------------------
In 1994 the Plan was amended and restated to meet the requirements of
the Tax Reform Act of 1986, and the Plan received a favorable
determination letter from the Internal Revenue Service dated October 24,
1994. The Plan has been amended since receiving the determination
letter. However, the Plan Administrator and management believe that the
Plan is designed and is currently being operated in compliance with the
applicable requirements of the IRC. Therefore, they believe that the
Plan was qualified and the related trust was tax-exempt through the year<PAGE>
ended December 31, 1997.<PAGE>
-16-
4. Investments:
-----------
The fair market values of individual assets that represent 5% or more of
the Plan's net assets as of December 31, 1997 and 1996 are as follows:
1997:
CTG Resources, Inc. common stock $8,941,135
The Putnam Fund for Growth and Income 4,378,627
The George Putnam Fund of Boston 1,752,110
Putnam Vista Fund 1,759,969
1996:
CTG Resources, Inc. common stock $8,805,298
The Putnam Fund for Growth and Income 3,171,867
The George Putnam Fund of Boston 1,400,169
Putnam Vista Fund 1,141,189
5. Concentration of Credit Risk:
----------------------------
The Plan's assets are invested in mutual funds managed by Putnam
Investments, Inc., as described in Note 1, and the common stock of CTG.
In the event of any uncertainties in the financial marketplace the Plan
may be exposed to financial risks.
6. Reconciliation to Form 5500:
---------------------------
As of December 31, 1996, the Plan had $1,324 of excess contributions
from participants. This amount was recorded as a liability in the
Plan's Form 5500. However, this amount is not recorded as a liability
in the accompanying statement of net assets available for benefits in
accordance with generally accepted accounting principles.
The following table reconciles net assets available for benefits per the
financial statements to the Form 5500 as filed by the Company for the
year ended December 31, 1996.
Net Assets
Other Available
Liabilities For Benefits
----------- ------------
Per financial statements $ - $15,131,976
Excess contributions
refundable to Plan
participants 1,324 (1,324)
------ -----------
Per Form 5500 $1,324 $15,130,652
====== ===========
7. Subsequent Event:
----------------
The Board of Directors of the Company adopted an amendment to the Plan,
effective April 1, 1998, which changes the level of Company matching
contributions set forth in Note 1c above and establishes a loan
provision. The Company will no longer match 6% of compensation for
those Plan participants who have attained 30 years of continuous service
or age 50, with the exception of those participants currently eligible
for this match percentage in one of the Company's bargaining units who
will be grandfathered with respect to this provision. The maximum match
offered by the Company will be 4.5% of compensation for participants who
have attained 20 years of continuous service or age 45. All other
provisions in Note 1c remain the same. Regarding the loan provision, a
Plan participant will be allowed to borrow up to the lesser of one-half
of the participant's vested account balance or $50,000. Each loan will
carry an interest rate of prime plus 1%, established on the first day of
the calendar quarter in which the loan is made, and repayment in full
<PAGE>
-17-
will be required within five or fifteen years following the date of the
loan, depending upon whether the loan is classified as a "general
purpose" loan or a "principal residence" loan, respectively.<PAGE>
<TABLE>
<CAPTION>
-18-
Schedule I
EIN 06-0383860
Plan No. 006
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
<C> <S> <C> <C> <C>
(c)Description of Investment
Including Maturity Date, Rate
(b)Identity of Issue, Borrower, of Interest, Collateral, Par (e)Current
(a) Lessor, or Similar Party or Maturity Value (d)Cost Value
--- ------------------------------------------------------------------------------- ----------- ---------
* Putnam Fiduciary Trust Company Stable Fund comprised of
Value Fund investment contracts $596,471 $596,471
* The George Putnam Fund of Boston Mutual fund comprised of
common stocks and bonds 1,486,647 1,752,110
* The Putnam Fund for Growth and Income Mutual fund comprised of
common stocks 3,642,931 4,378,627
* Putnam Vista Fund Mutual fund comprised of
common stocks 1,557,896 1,759,969
* Putnam International Growth Fund Mutual fund comprised of
common stocks 220,516 244,521
* Putnam Income Fund Mutual fund comprised of bonds
and U.S. Treasury securities 55,746 56,198
Participant directed -
* CTG Resources, Inc. Common stock 5,699,337 6,491,623
* Boston Safe Company Daily Liquidity Fund 81,698 81,698
----------- -----------
5,781,035 6,573,321
----------- -----------
Non-participant directed -
* CTG Resources, Inc. Common stock 2,177,823 2,449,512
* Boston Safe Company Daily Liquidity Fund 30,128 30,128
----------- -----------
2,207,951 2,479,640
----------- -----------
Total Common Stock Fund 7,988,986 9,052,961
----------- -----------
Total Investments $15,549,193 $17,840,857
<FN>
*Represents a party-in-interest.
</TABLE>
The accompanying notes are an integral part of this schedule.<PAGE>
<TABLE>
<CAPTION>
-19-
Schedule II
EIN 06-0383860
Plan No. 006
CONNECTICUT NATURAL GAS CORPORATION
UNION EMPLOYEE SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<S> <C> <C> <C> <C> <C> <C> <C>
Current Value
Number of Asset on
Identity of Description of Purchase Selling Cost of Transaction Net Gain
Party Involved of Asset Transactions Price Price Asset Date or (Loss)
--------------- --------------- ---------- ---------- ---------- ---------- ------------ ----------
Putnam Vista Mutual fund 69 $899,224 $ - $899,224 $899,224 $ -
Fund comprised of 15 - 304,948 283,909 304,948 21,039
common stocks
The Putnam Mutual fund 76 1,685,520 - 1,685,520 1,685,520 -
Fund for comprised of 18 - 264,077 195,942 264,077 68,135
Growth and common stocks
Income
CTG Common stock 27 2,635,135 - 2,635,135 2,635,135 -
Resources, Inc. 112 - 2,665,014 2,550,757 2,665,014 114,257
</TABLE>
The accompanying notes are an integral part of this schedule.<PAGE>
