File No. 1-12859
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-3A-2
Statement by Holding Company Claiming Exemption Under
Rule U-3A-2 from the Provisions of the
Public Utility Holding Company Act of 1935
CTG RESOURCES, INC.
hereby files with the Securities and Exchange Commission, pursuant to Rule
2, its statement claiming exemption as a holding company from the
provisions of the Public Utility Holding Company Act of 1935, and submits
the following information:
1. Name, state of organization, location and nature of business of
claimant and every subsidiary thereof, other than any exempt wholesale
generator ("EWG") or foreign utility company in which claimant directly or
indirectly holds an interest.
1.(a). Claimant Information.
Name of Claimant: The claimant's name is CTG Resources, Inc.
("CTG").
State of Organization: CTG is incorporated under the laws of
the State of Connecticut.
Location and Nature of Business: CTG's principal place of
business and executive offices are located at 100 Columbus Boulevard,
Hartford, Connecticut 06103. CTG is the holding company for Connecticut
Natural Gas Corporation ("CNG") and The Energy Network, Inc. ("TEN") and,
indirectly, for their several subsidiaries. CNG, TEN and their
subsidiaries are described in Section 1.(b). The business of CTG consists
of owning the common stock of its two subsidiaries, CNG and TEN, and of
raising capital to meet the needs of CNG, TEN and their subsidiaries. CTG
is not an operating company.
1.(b) Subsidiary Information.
(i) Name of Subsidiary: Connecticut Natural Gas
Corporation.
State of Organization: CNG is incorporated under
the laws of the State of Connecticut. <PAGE>
Location and Nature of Business: CNG's principal
place of business and executive offices are located at 100 Columbus
Boulevard, Hartford, Connecticut 06103. CNG is a public utility gas
company under the jurisdiction of the Connecticut Department of Public
Utility Control. It is a wholly-owned subsidiary of CTG. The principal
business of CNG is the distribution, transportation and sale of natural gas
in Hartford and twenty (20) other cities and towns in central Connecticut
and in Greenwich, Connecticut.
(ii) Name of Subsidiary: The Energy Network, Inc.
("TEN").
State of Organization: TEN is incorporated under
the laws of the State of Connecticut.
Location and Nature of Business: TEN's principal
place of business and executive offices are located at 100 Columbus
Boulevard, Hartford, Connecticut 06103. It is a wholly-owned subsidiary of
CTG. TEN owns and operates a district heating and cooling system serving a
number of large buildings in the Capitol Area of Hartford, Connecticut. In
addition, TEN is the parent company of several subsidiaries that are also
engaged in unregulated, energy-related activities, as described in sections
(iv) through (vii) below. TEN is not a public utility company.
(iii) Name of Subsidiary: CNG Realty Corp. ("CNGR").
State of Organization: CNGR is incorporated under
the laws of the State of Connecticut.
Location and Nature of Business: CNGR's principal
place of business and executive offices are located at 100 Columbus
Boulevard, Hartford, Connecticut 06103. It is a wholly-owned subsidiary of
CNG. CNGR is a single-purpose corporation that owns CNG's Operating and
Administrative Center at 100 Columbus Boulevard (the "Property"), including
the 7-acre site and the buildings thereon. CNGR engages in no other
business activity.
(iv) Name of Subsidiary: ENServe Corporation
("ENServe").
State of Organization: ENServe is incorporated
under the laws of the State of Connecticut.
Location and Nature of Business: ENServe's
executive offices are located at 100 Columbus Boulevard, Hartford,
Connecticut 06103. ENServe is a wholly-owned subsidiary of TEN. Through
September 1997, it offered energy management services to residential,
commercial and industrial customers throughout Connecticut. The operating
assets of ENServe were sold in October 1997.
-2- <PAGE>
(v) Name of Subsidiary: TEN Transmission Company.
State of Organization: TEN Transmission Company is
incorporated under the laws of the State of Connecticut.
Location and Nature of Business: TEN Transmission
Company's principal place of business and executive offices are located at
100 Columbus Boulevard, Hartford, Connecticut 06103. It is a wholly-owned
subsidiary of TEN. TEN Transmission Company owns a 4.87 percent share of
the Iroquois Gas Transmission System Partnership, which owns a natural gas
pipeline that delivers Canadian natural gas into New York State and
Southern New England.
(vi) Name of Subsidiary: The Hartford Steam Company
("HSC").
State of Organization: HSC is incorporated under
the laws of the State of Connecticut.
Location and Nature of Business: HSC's principal
place of business is located at 60 Columbus Boulevard, Hartford,
Connecticut. HSC's executive offices are located at 100 Columbus
Boulevard, Hartford, Connecticut 06103. HSC, which is a wholly-owned
subsidiary of TEN, owns and operates a district heating and cooling system
serving a number of large buildings in central Hartford, Connecticut.
(vii) Name of Subsidiary: ENI Gas Services, Inc.
("ENIGas").
State of Organization: ENIGas is incorporated
under the laws of the State of Connecticut.
Location and Nature of Business: ENIGas's
principal place of business and executive offices are located at 100
Columbus Boulevard, Hartford, Connecticut 06103. It is a wholly-owned
subsidiary of TEN. ENIGas owns a 99% interest in the KBC Energy Services
Partnership, which marketed natural gas supplies and energy management
services to commercial and industrial end-users, primarily in New England,
through May 1998. KBC wound down its business and ceased operations in
1998.
(viii) Name of Subsidiary: TEN Gas Services, Inc.
("TENGas").
State of Organization: TENGas is incorporated
under the laws of the State of Connecticut.
Location and Nature of Business: TENGas's
principal place of business and executive offices are located at 100
Columbus Boulevard, Hartford, Connecticut 06103. It is a wholly-owned
subsidiary of TEN. TENGas owns a one percent interest in the KBC Energy
Services Partnership, which marketed natural gas supplies and energy
management services to commercial and industrial end-users, primarily in
New England, through May 1998. KBC wound down its business and ceased
operations in 1998. In the Company's accounting system and in the
consolidating statements found in EXHIBIT A, TENGas is combined with
ENIGas.
-3-<PAGE>
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation, transmission,
and distribution of electric energy for sale, or for the production,
transmission, and distribution of natural or manufactured gas, indicating
the location of principal generating plants, transmission lines, producing
fields, gas manufacturing plants, and electric and gas distribution
facilities, including all such properties which are outside the State in
which claimant and its subsidiaries are organized and all transmission or
pipelines which deliver or receive electric energy or gas at the borders of
such State.
2.(a) Claimant Information: CTG has no properties other than
the ownership of all of the common stock of CNG and of TEN.
2.(b) CNG - Subsidiary Public Utility Company Information: A
major portion of CNG's physical assets consists of gas distribution
facilities. As of December 31, 1998, CNG owned approximately 1,886 miles
of distribution mains, 112,817 service units and 152,336 meters-in-field
for customer use, all located in Connecticut. CNG owns a liquified natural
gas plant in Rocky Hill, Connecticut. CNG does not own any producing
fields, gas manufacturing plants or pipelines which deliver or receive gas
at the border of the State of Connecticut. CNG has contracted for storage
service under which gas available during the warmer months of the year is
stored underground, out-of-state, for use during the colder winter months
of the year and for balancing throughout the year.
3. The following information for the last calendar year with respect
to claimant and each of its subsidiary public utility companies:
During the last calendar year, only CNG has been an operating public
utility company, and, therefore, the information that follows relates to it
alone.
(a) Number of kwh. of electric energy sold (at retail or
wholesale), and Mcf. of natural or manufactured gas distributed at retail.
Answer: 33,866,756 Mcf.
(b) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in which each such
company is organized.
Answer: 1,611,531 Mcf. (This responses excludes 550,654 Mcf
of gas sold to electric utilities and 2,475,391 Mcf of gas sold to
cogenerators.)
(c) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas sold at wholesale outside the State in which each such
company is organized, or at the State line.
Answer: 5,715,827 Mcf. (This response includes 550,654 Mcf of
gas sold to electric utilities and 2,475,391 Mcf of gas sold to
cogenerators.)
(d) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas purchased outside the State in which each such company is
organized or at the State line.
Answer: 44,895,450 Mcf.
-4-<PAGE>
4. The following information for the reporting period with respect
to claimant and each interest it holds directly or indirectly in an EWG or
a foreign utility company, stating monetary amounts in United States
dollars:
CTG holds no direct or indirect interest in an EWG or a foreign
utility company; therefore, the answers to (a) through (e) below are
"None."
(a) Name, location, business address and description of the
facilities used by the EWG or foreign utility company for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
(b) Name of each system company that holds an interest in such
EWG or foreign utility company; and description of the interest held.
(c) Type and amount of capital invested, directly or
indirectly, by the holding company claiming exemption; any direct or
indirect guarantee of the security of the EWG or foreign utility company by
the holding company claiming exemption; and any debt or other financial
obligation for which there is recourse, directly or indirectly, to the
holding company claiming exemption or another system company, other than
the EWG or foreign utility company.
(d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
(e) Identify any service, sales or construction contract(s)
between the EWG or foreign utility company and a system company, and
describe the services to be rendered or goods sold and fees or revenues
under such agreement(s).
EXHIBIT A
A consolidating statement of income and surplus of the claimant and
its subsidiary companies for the last calendar year, together with a
consolidating balance sheet of claimant and its subsidiary companies as of
the close of such calendar year.
Attached as Exhibit A is a consolidating statement of income and
surplus of the claimant and its subsidiary companies for the last calendar
year, together with a consolidating balance sheet of claimant and its
subsidiary companies as of the close of such calendar year.
EXHIBIT B
Financial Data Schedule
If, at the time a report on this form is filed, the registrant is
required to submit this report and any amendments thereto electronically
via EDGAR, the registrant shall furnish a Financial Data Schedule. The
Schedule shall set forth the financial and other data specified below that
are applicable to the registrant on a consolidated basis.
Item No. Caption Heading
1 Total Assets
2 Total Operating Revenues
3 Net Income
-5- <PAGE>
Attached as Exhibit B is a Financial Data Schedule which sets forth
1) Total Assets, 2) Total Operating Revenues and 3) Net Income applicable
to CTG and its subsidiaries as of the close of the last calendar year.
EXHIBIT C
An organizational chart showing the relationship of each EWG or
foreign company to associate companies in the holding-company system.
Not applicable.
The above-named claimant has caused this statement to be duly
executed on its behalf by its authorized officer on this 26th day of
February, 1999.
CTG RESOURCES, INC.
By S/ Arthur C. Marquardt
----------------------------
Arthur C. Marquardt
President and Chief Executive Officer
Corporate Seal
Attest:
S/ Reginald L. Babcock
-----------------------------
(Name) Reginald L. Babcock
(Title) Vice President, General Counsel
and Secretary
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Reginald L. Babcock
Vice President, General Counsel
and Secretary
CTG Resources, Inc., P.O. Box 1500,
Hartford, CT 06144-1500
-6- <PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING INCOME STATEMENT
DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C> <C> <C> <C>
CONNECTICUT CNG THE ENERGY THE ENI GAS ENSERVE TEN
NATURAL GAS REALTY NETWORK, HARTFORD SERVICES TRANS.
CORPORATION CO. INC. STEAM CO. INC. CO.
Operating Revenues $ 254,023 $ 1,673 $ 6,027 $ 15,270 $ - $ - $ -
Less: Cost of Energy 136,913 - - - - - -
State Gross Receipts Tax 8,724 - - 376 - - -
-------- -------- -------- ---------- -------- ------- --------
Operating Margin 108,386 1,673 6,027 14,894 - - -
-------- -------- -------- ---------- -------- ------- --------
Operating Expenses:
Operations & maintenance expenses 50,586 - 4,820 10,098 125 131 55
Depreciation 16,745 646 852 1,389 - - -
Income taxes 11,450 - (1,559) 574 (283) 2 (22)
Other taxes 6,148 - 198 1,104 1 - -
---------- -------- -------- ---------- ---------- ------- ------
84,929 646 4,311 13,165 (157) 133 33
---------- -------- -------- ---------- ---------- ------- ------
Operating Income 23,457 1,027 1,716 1,729 157 (133) (33)
---------- -------- -------- ---------- ---------- ------- ------
Other Income (Deductions):
Allowance for equity funds used
during construction 19 - - - - - -
Equity in partnership earnings - - 1,690 - 111 - 2,571
Other income (deductions) 43 - 638 424 (1,157) (25) (1,058)
Nonrecurring items - - - - - - -
Income Taxes - - - - - - -
---------- -------- -------- ---------- ---------- ---------- ------
62 - 2,328 424 (1,046) (25) 1,513
---------- -------- -------- ---------- ---------- ---------- ------
Interest and Debt Expense 10,774 1,027 4,572 540 18 - -
---------- -------- -------- ---------- ---------- ---------- ------
Net Income 12,745 - (528) 1,613 (907) (158) 1,480
Less-Dividends on Preferred Stock 61 - - - - - -
---------- -------- -------- ---------- ---------- ---------- ------
Net Income Applicable to Common Stock $ 12,684 $ - $ (528) $ 1,613 $ (907) $ (158) $1,480
========== ======== ======== ========== ========== ========== ======
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING INCOME STATEMENT (CONCLUDED)
DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C>
CTG ADJUSTMENTS/ CONSOLIDATED
RESOURCES, INC. ELIMINATIONS CTG RESOURCES,
ACCOUNT DESCRIPTION (HOLDING CO.) DEBIT CREDIT INC.
Operating Revenues $ - $ - $ (4,962) $ 272,031
Less: Cost of Energy - 6,869 - 143,782
State Gross Receipts Tax - - - 9,100
---------- ---------- ---------- ----------
Operating Margin - (6,869) (4,962) 119,149
---------- ---------- ---------- ----------
Operating Expenses:
Operations & maintenance expenses - - (11,542) 54,273
Depreciation - - (16) 19,616
Income taxes - 272 - 10,434
Other taxes - - - 7,451
---------- ---------- ---------- ----------
- 272 (11,558) 91,774
---------- ---------- ---------- ----------
Operating Income - (7,141) 6,596 27,375
---------- ---------- ---------- ----------
Other Income (Deductions):
Allowance for equity funds used
during construction - - - 19
Equity in partnership earnings 12,703 14,184 - 2,891
Other income (deductions) - 538 - (597)
Nonrecurring items - - - -
Income Taxes - - (641) (641)
---------- ---------- ---------- ----------
12,703 14,722 (641) 1,672
---------- ---------- ---------- ---------- <PAGE>
Interest and Debt Expense - - (648) 16,283
---------- ---------- ---------- ----------
Net Income 12,703 7,581 6,603 12,764
Less-Dividends on Preferred Stock - - - 61
---------- ---------- ---------- ----------
Net Income Applicable to Common Stock $ 12,703 $ 7,581 $ 6,603 $ 12,703
========== ========== ========== ==========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING BALANCE SHEET
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C> <C> <C> <C>
CONNECTICUT CNG THE ENERGY THE ENI GAS TEN
NATURAL GAS REALTY NETWORK, HARTFORD SERVICES TRANSMISSION
ACCOUNT DESCRIPTION CORPORATION CO. INC. STEAM CO. INC. ENSERVE COMPANY
ASSETS
------
Plant and Equipment:
Regulated energy $ 433,022 $ 17,875 $ - $ - $ - $ - $ -
Unregulated energy - - 19,022 45,244 1 - -
Construction work in progress 937 - - 2,840 - - -
--------- --------- --------- --------- --------- --------- ---------
433,959 17,875 19,022 48,084 1 - -
Less-Allowance for depreciation 152,487 5,712 6,306 16,354 - - -
--------- --------- --------- --------- --------- --------- ---------
281,472 12,163 12,716 31,730 1 - -
--------- --------- --------- --------- --------- --------- ---------
Investments, at equity 1 - 36,708 - - - 10,437
--------- --------- --------- --------- --------- --------- ---------
Current Assets:
Cash and cash equivalents 833 6 (3,366) 2,885 623 - -
Accounts and notes receivable 37,442 703 67,479 (15,528) 621 - 258
Allowance for doubtful accounts (2,802) - (70) (101) (416) - -
Accrued utility revenue 17,892 - - - - - -
Inventories 18,958 - - 252 - - -
Prepaid expenses 5,590 - 119 33 1 - -
--------- --------- --------- --------- --------- --------- ---------
77,913 709 64,162 (12,459) 829 - 258
--------- --------- --------- --------- --------- --------- ---------
Deferred Charges and Other Assets:
Unrecovered future taxes 9,654 - - - - - -
Other assets 21,127 696 1,267 13,650 - - 561
--------- --------- --------- --------- --------- --------- ---------
30,781 696 1,267 13,650 - - 561
--------- --------- --------- --------- --------- --------- ---------
$ 390,167 $ 13,568 $ 114,853 $ 32,921 $ 830 $ - $ 11,256
========= ========= ========= ========= ========= ========= =========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING BALANCE SHEET (CONCLUDED)
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C> <C> <C> <C>
CONNECTICUT CNG THE ENERGY THE ENI GAS TEN
NATURAL GAS REALTY NETWORK, HARTFORD SERVICES TRANSMISSION
CORPORATION CO. INC. STEAM CO. INC. ENSERVE COMPANY
CAPITALIZATION AND LIABILITIES
------------------------------
Capitalization:
Common Stock $ 33,233 $ 1 $ 2 $ 62 $ 2 $ - $ 1
Capital in excess of par value 73,618 - 14,574 5,123 600 - 8,650
Retained Earnings 31,138 - 24,252 21,282 (1,135) - 915
--------- ------- --------- --------- --------- --------- ---------
137,989 1 38,828 26,467 (533) - 9,566
Unearned compensation -
Restricted stock awards - - - - - - -
Treasury stock - - - - - - -
--------- ------- --------- --------- --------- --------- ---------
Common stock equity 137,989 1 38,828 26,467 (533) - 9,566
Preferred stock, not subject to
mandatory redemption 879 - - - - - -
Long-term debt 134,500 13,174 70,600 - - - -
--------- ------- --------- --------- --------- --------- ---------
273,368 13,175 109,428 26,467 (533) - 9,566
--------- ------- --------- --------- --------- --------- ---------
Current Liabilities:
Current portion of long-term debt 2,500 - - - - - -
Notes payable 15,000 - - - - - -
Accounts payable and accrued expenses 28,802 6 1,507 1,160 1,459 - -
Refundable purchased gas costs 3,959 - 236 100 - - -
Accrued liabilities 755 387 (154) 171 - - -
--------- ------- --------- --------- --------- --------- ---------
51,016 393 1,589 1,431 1,459 - -
--------- ------- --------- --------- --------- --------- ---------
Deferred Credits:
Deferred income taxes 42,781 - 3,836 4,973 (96) - 1,690 <PAGE>
Unfunded deferred income taxes 9,654 - - - - - -
Investment tax credits 2,707 - - - - - -
Refundable taxes 4,314 - - - - - -
Other 6,327 - - 50 - - -
--------- ------- --------- --------- --------- --------- ---------
65,783 - 3,836 5,023 (96) - 1,690
--------- ------- --------- --------- --------- --------- ---------
Commitments and Contingencies --------- ------- --------- --------- --------- --------- ---------
$ 390,167 $ 13,568 $ 114,853 $ 32,921 $ 830 $ - $ 11,256
========= ======= ========= ========= ========= ========= =========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING BALANCE SHEET (CONCLUDED)
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C>
CTG ADJUSTMENTS/ CONSOLIDATED
RESOURCES, INC. ELIMINATIONS CTG RESOURCES,
ACCOUNT DESCRIPTION (HOLDING CO.) DEBIT CREDIT INC.
ASSETS
------
Plant and Equipment:
Regulated energy $ - $ - $ - $ 450,897
Unregulated energy - - (1,065) 63,202
Construction work in progress - - - 3,777
--------- --------- --------- ---------
- - (1,065) 517,876
Less-Allowance for depreciation - 533 - 180,326
--------- --------- --------- ---------
- 533 (1,065) 337,550
--------- --------- --------- ---------
Investments, at equity 176,463 - (212,268) 11,341
--------- --------- --------- ---------
Current Assets:
Cash and cash equivalents - - - 981
Accounts and notes receivable 510 - (45,015) 46,470
Allowance for doubtful accounts - - - (3,389)
Accrued utility revenue - - - 17,892
Inventories - - - 19,210
Prepaid expenses - - - 5,743
--------- --------- --------- ---------
510 - (45,015) 86,907
--------- --------- --------- ---------
Deferred Charges and Other Assets:
Unrecovered future taxes - - - 9,654
Other assets - - (6,325) 30,976 <PAGE>
--------- --------- --------- ---------
- - (6,325) 40,630
--------- --------- --------- ---------
$ 176,973 $ 533 $(264,673) $ 476,428
========= ========= ========= =========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING BALANCE SHEET (CONCLUDED)
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C>
CTG ADJUSTMENTS/ CONSOLIDATED
RESOURCES, INC. ELIMINATIONS CTG RESOURCES,
ACCOUNT DESCRIPTION (HOLDING CO.) DEBIT CREDIT INC.
CAPITALIZATION AND LIABILITIES
------------------------------
Capitalization:
Common Stock $ 67,970 $ 33,823 $ - $ 67,448
Capital in excess of par value (524) 102,041 - -
Retained Earnings 60,100 76,644 - 59,908
--------- --------- --------- ---------
127,546 212,508 - 127,356
Unearned compensation -
Restricted stock awards (449) - - (449)
--------- --------- --------- ---------
Common stock equity 127,097 212,508 - 126,907
Preferred stock, not subject to
mandatory redemption - - - 879
Long-term debt - 734 - 217,540
--------- --------- --------- ---------
127,097 213,242 - 345,326
--------- --------- --------- ---------
Current Liabilities:
Current portion of long-term debt - - (734) 3,234
Notes payable - - - 15,000
Accounts payable and accrued expenses 49,876 51,105 - 31,705
Refundable purchased gas costs - 236 - 4,059
Accrued liabilities - 158 - 1,001
--------- --------- --------- ---------
49,876 51,499 (734) 54,999
--------- --------- --------- ---------
Deferred Credits:
Deferred income taxes - 15 - 53,169 <PAGE>
Unfunded deferred income taxes - - - 9,654
Investment tax credits - - - 2,707
Refundable taxes - - - 4,314
Other - 118 - 6,259
--------- --------- --------- ---------
- 133 - 76,103
--------- --------- --------- ---------
Commitments and Contingencies
--------- --------- --------- ---------
$ 176,973 $ 264,874 $ (734) $ 476,428
========= ========= ========= =========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING STATEMENT OF CHANGES IN RETAINED EARNINGS
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C> <C> <C> <C>
CONNECTICUT CNG THE ENERGY THE ENI GAS TEN
NATURAL GAS REALTY NETWORK, HARTFORD SERVICES TRANS.
ACCOUNT DESCRIPTION CORPORATION CO. INC. STEAM CO. INC. ENSERVE CO.
Retained Earnings at 12/31/97 $ 29,067 $ - $ 25,330 $ 19,669 $ (228) $ (980) $ 520
Net Income/(Loss) 12,684 - (528) 1,613 (907) (158) 1,480
Dividends Paid (10,613) - (375) - - - (1,085)
Concluded Operations - - (175) - - 1,138 -
Restricted Stock Plans Activity - - - - - - -
---------- ---------- ---------- ---------- ---------- ---------- ----------
Retained Earnings at 12/31/98 $ 31,138 $ - $ 24,252 $ 21,282 $ (1,135) $ - $ 915
========== ========== ========== ========== ========== ========== ==========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE>
<CAPTION>
CTG RESOURCES, INC.
CONSOLIDATING STATEMENT OF CHANGES IN RETAINED EARNINGS (CONCLUDED)
AT DECEMBER 31, 1998
(UNAUDITED)
EXHIBIT A
<S> <C> <C> <C> <C>
CTG ADJUSTMENTS/ CONSOLIDATED
RESOURCES, INC. ELIMINATIONS CTG RESOURCES,
ACCOUNT DESCRIPTION (HOLDING CO.) DEBIT CREDIT INC.
Retained Earnings at 12/31/97 $ 56,060 $ 73,569 $ - $ 55,869
Net Income/(Loss) 12,705 14,185 - 12,704
Dividends Paid (8,649) - (12,073) (8,649)
Concluded Operations - 963 - -
Restricted Stock Plans Activity (16) - - (16)
---------- ---------- ---------- ----------
Retained Earnings at 12/31/98 $ 60,100 $ 88,717 $ (12,073) $ 59,908
========== ========== ========== ==========
</TABLE>
Note: Individual columns may not add to Consolidated amounts due to rounding.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 476,428
<TOTAL-OPERATING-REVENUES> 272,031
<NET-INCOME> 12,764
<PAGE>
</TABLE>