COLORADO INTERSTATE GAS CO
10-Q, 1995-05-12
NATURAL GAS TRANSMISSION
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<PAGE>
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                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549


                                  FORM 10-Q


(Mark One)
[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 1995
                                      OR
[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number 1-4874





                       COLORADO INTERSTATE GAS COMPANY
            (Exact name of registrant as specified in its charter)

             Delaware                                 84-0173305
  (State or other jurisdiction of                  (I.R.S. Employer
  incorporation or organization)                  Identification No.)




     Two North Nevada Avenue
    Colorado Springs, Colorado                        80903-1727
 
(Address of principal executive offices)              (Zip Code)


      Registrant's telephone number, including area code: (719) 473-2300


                     ------------------------------------


     Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months, and (2) has been subject to such
filing requirements for the past 90 days. Yes __X__      No _____

     As of April 28, 1995, there were outstanding 10 shares of common stock
of the Registrant, $5.00 par value per share, its only class of common
stock. None of the voting stock of the Registrant is held by non-affiliates.


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<PAGE>
<PAGE> 2
                                    PART I

                            FINANCIAL INFORMATION

Item 1.    Financial Statements.

     The financial statements of Colorado Interstate Gas Company and its
subsidiaries (the "Company" or "Colorado") are presented herein and are
unaudited, except for balances as of December 31, 1994, and therefore are
subject to year-end adjustments; however, all adjustments which are, in the
opinion of management, necessary for a fair statement of the results of
operations for the periods covered have been made. The adjustments which
have been made are of a normal recurring nature. Such results are not
necessarily indicative of results to be expected for the year due to
seasonal variations and market conditions affecting natural gas sales and
transportation services.


<TABLE>
               COLORADO INTERSTATE GAS COMPANY AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEET
                            (Thousands of Dollars)

<CAPTION>
                                                                               March 31,        December 31,
                                   ASSETS                                        1995               1994     
                                                                            ---------------    --------------
                                                                              (Unaudited)
<S>                                                                         <C>                <C>
Plant, Property and Equipment, at cost:
   Gas pipeline . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $     1,025,271    $    1,016,188
   Gas and oil properties, at full-cost . . . . . . . . . . . . . . . .             144,755           144,442
                                                                            ---------------    --------------
                                                                                  1,170,026         1,160,630

   Accumulated depreciation, depletion and amortization . . . . . . . .             643,303           635,300
                                                                            ---------------    --------------
                                                                                    526,723           525,330
                                                                            ---------------    --------------

Current Assets:
   Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                 465               372
   Receivables  . . . . . . . . . . . . . . . . . . . . . . . . . . . .              87,195           118,353
   Receivables from affiliates  . . . . . . . . . . . . . . . . . . . .             236,726           246,609
   Inventories  . . . . . . . . . . . . . . . . . . . . . . . . . . . .               9,183             9,154
   Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . .                 597               628
   Current portion of deferred income taxes . . . . . . . . . . . . . .              43,953            43,760
                                                                            ---------------    --------------
                                                                                    378,119           418,876
                                                                            ---------------    --------------

Other Assets:
   Other deferred charges . . . . . . . . . . . . . . . . . . . . . . .              18,439            17,905
                                                                            ---------------    --------------
                                                                            $       923,281    $      962,111
                                                                            ---------------    --------------
                                                                            ---------------    --------------
</TABLE>


               See Notes to Consolidated Financial Statements.


                                    - 1 -
<PAGE>
<PAGE> 3
<TABLE>
               COLORADO INTERSTATE GAS COMPANY AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEET
                            (Thousands of Dollars)

<CAPTION>
                                                                               March 31,        December 31,
                    STOCKHOLDERS' EQUITY AND LIABILITIES                         1995               1994     
                                                                            ---------------    --------------
                                                                              (Unaudited)
<S>                                                                         <C>                 <C>
Common Stock and Other Stockholders' Equity:
   Common stock, $5 par value, authorized 10,000 shares; issued and
     outstanding 10 shares at stated value  . . . . . . . . . . . . . .     $     27,561        $     27,561
   Additional paid-in capital . . . . . . . . . . . . . . . . . . . . .           19,035              19,035
   Retained earnings  . . . . . . . . . . . . . . . . . . . . . . . . .          371,482             364,827
                                                                            ------------        ------------
                                                                                 418,078             411,423
                                                                            ------------        ------------

Mandatory Redemption Preferred Stock, $100 par value, authorized
   550,000 shares, outstanding 5,560 shares:
     5.50% Series   . . . . . . . . . . . . . . . . . . . . . . . . . .              556                 556
                                                                            ------------        ------------

Debt:
   Long-Term Debt . . . . . . . . . . . . . . . . . . . . . . . . . . .          179,244             179,225
                                                                            ------------        ------------

Current Liabilities:
   Accounts payable and accrued expenses  . . . . . . . . . . . . . . .          184,831             248,287
   Accounts payable to affiliates . . . . . . . . . . . . . . . . . . .           17,268              14,389
   Taxes on income  . . . . . . . . . . . . . . . . . . . . . . . . . .           32,058              19,013
                                                                            ------------        ------------
                                                                                 234,157             281,689
                                                                            ------------        ------------

Deferred Credits:
   Deferred income taxes  . . . . . . . . . . . . . . . . . . . . . . .           86,452              84,576
   Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            4,794               4,642
                                                                            ------------        ------------
                                                                                  91,246              89,218
                                                                            ------------        ------------
                                                                            $    923,281        $    962,111
                                                                            ------------        ------------
                                                                            ------------        ------------
</TABLE>












               See Notes to Consolidated Financial Statements.


                                    - 2 -
<PAGE>
<PAGE> 4
<TABLE>
               COLORADO INTERSTATE GAS COMPANY AND SUBSIDIARIES
                      STATEMENT OF CONSOLIDATED EARNINGS
                            (Thousands of Dollars)

<CAPTION>

                                                                                          Three Months Ended
                                                                                              March 31,      
                                                                                        ---------------------
                                                                                           1995        1994  
                                                                                        ---------   ---------
                                                                                             (Unaudited)
<S>                                                                                     <C>         <C>
Revenues:
   Operating revenues:
     Nonaffiliates  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  88,118   $  93,100
     Affiliates   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        15,077      16,735
                                                                                        ---------   ---------
                                                                                          103,195     109,835
   Other income - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         3,632       1,276
                                                                                        ---------   ---------
                                                                                          106,827     111,111
                                                                                        ---------   ---------

Costs and Expenses:
   Cost of gas sold:
     Nonaffiliates  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         9,933      15,285
     Affiliates   . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1,042         422
                                                                                        ---------   ---------
                                                                                           10,975      15,707
   Operation and maintenance  . . . . . . . . . . . . . . . . . . . . . . . . . . .        38,727      44,632
   Depreciation, depletion and amortization . . . . . . . . . . . . . . . . . . . .         9,114      10,836
   Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         4,423       4,670
   Taxes on income  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        15,327      11,821
                                                                                        ---------   ---------
                                                                                           78,566      87,666
                                                                                        ---------   ---------

Net Earnings  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  28,261   $  23,445
                                                                                        ---------   ---------
                                                                                        ---------   ---------
</TABLE>

















               See Notes to Consolidated Financial Statements.


                                    - 3 -
<PAGE>
<PAGE> 5
<TABLE>
               COLORADO INTERSTATE GAS COMPANY AND SUBSIDIARIES
                     STATEMENT OF CONSOLIDATED CASH FLOWS
                            (Thousands of Dollars)

<CAPTION>
                                                                                   Three Months Ended
                                                                                        March 31,       
                                                                                ------------------------
                                                                                  1995            1994  
                                                                                --------        --------
                                                                                       (Unaudited)
<S>                                                                             <C>             <C>
Net Cash Flow From Operating Activities:
   Net earnings   . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 28,261        $ 23,445
   Add (subtract) items not requiring (providing) cash:
     Depreciation, depletion and amortization   . . . . . . . . . . . . . .        9,114          10,836
     Deferred income taxes  . . . . . . . . . . . . . . . . . . . . . . . .        1,221           1,033
     Producer contract reformation cost recoveries  . . . . . . . . . . . .           38           1,296
     Other  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        2,910            (767)

   Working capital and other changes, excluding changes relating to cash
     and non-operating activities:
        Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . .       31,158          32,720
        Receivables from affiliates . . . . . . . . . . . . . . . . . . . .       (4,082)         (7,618)
        Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (29)            183
        Prepaid expenses  . . . . . . . . . . . . . . . . . . . . . . . . .           31            (107)
        Accounts payable and accrued expenses . . . . . . . . . . . . . . .      (63,456)         15,343
        Accounts payable to affiliates  . . . . . . . . . . . . . . . . . .        2,879         (11,617)
        Taxes on income . . . . . . . . . . . . . . . . . . . . . . . . . .       13,045           7,451
                                                                                --------        --------
                                                                                  21,090          72,198
                                                                                --------        --------

Cash Flow from Investing Activities:
   Purchases of plant, property and equipment . . . . . . . . . . . . . . .      (12,369)         (8,417)
   Proceeds from sale of plant, property and equipment  . . . . . . . . . .          340             248
   Investments - other  . . . . . . . . . . . . . . . . . . . . . . . . . .       (1,337)          1,231
   Net (increase) decrease in notes receivable from associated companies  .       13,965         (49,450)
   Recovery of gas supply prepayments . . . . . . . . . . . . . . . . . . .           19              78
                                                                                --------        --------
                                                                                     618         (56,310)
                                                                                --------        --------

Cash Flow from Financing Activities:
   Preferred dividends paid . . . . . . . . . . . . . . . . . . . . . . . .          (15)              -
   Common dividends paid  . . . . . . . . . . . . . . . . . . . . . . . . .      (21,600)        (16,400)
                                                                                --------        --------
                                                                                 (21,615)        (16,400)
                                                                                --------        --------

Net Increase (Decrease) in Cash . . . . . . . . . . . . . . . . . . . . . .           93            (512)
Cash at Beginning of Period . . . . . . . . . . . . . . . . . . . . . . . .          372             704
                                                                                --------        --------
Cash at End of Period . . . . . . . . . . . . . . . . . . . . . . . . . . .     $    465        $    192
                                                                                --------        --------
                                                                                --------        --------
</TABLE>


               See Notes to Consolidated Financial Statements.


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<PAGE>
<PAGE> 6
               COLORADO INTERSTATE GAS COMPANY AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.   Summary of Significant Accounting Policies

     For additional information relative to operations and financial
position, reference is made to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1994. Certain minor reclassifications of
prior period statements have been made to conform with current reporting
practices. The effect of the reclassifications was not material to the
Company's consolidated results of operations or financial position.

     Supplemental information relative to the Statement of Consolidated Cash
Flows includes the following:  The Company made cash payments for interest
and financing fees, net of amounts capitalized, of $1.1 million and
$(.1) million for the three months ended March 31, 1995 and 1994,
respectively. There were no cash payments for income taxes made during the
three months ended March 31, 1995. Cash payments for income taxes amounted
to $3.3 million for the three months ended March 31, 1994.

     Materials and supplies inventories are carried principally at average
cost. Gas stored underground is carried at last-in, first-out cost ("LIFO").
The excess of replacement cost over the carrying value of gas in underground
storage carried by the LIFO method, which is classified as Plant, Property
and Equipment, was $21.9 million and $31.2 million at March 31, 1995 and
December 31, 1994, respectively.

2.   Income Taxes

     Provisions for income taxes are composed of the following (thousands of
dollars):
<TABLE>
<CAPTION>
                                                                                          Three Months Ended
                                                                                              March 31,      
                                                                                        ---------------------
                                                                                           1995        1994  
                                                                                        ---------   ---------
                                                                                             (Unaudited)
<S>                                                                                     <C>         <C>
     Current Income Taxes:
        Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  12,567   $   9,608
        State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1,539       1,180
                                                                                        ---------   ---------
                                                                                           14,106      10,788
                                                                                        ---------   ---------

     Deferred Income Taxes
        Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1,034         789
        State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           187         244
                                                                                        ---------   ---------
                                                                                            1,221       1,033
                                                                                        ---------   ---------

     Taxes on Income  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  15,327   $  11,821
                                                                                        ---------   ---------
                                                                                        ---------   ---------
</TABLE>




                                    - 5 -
<PAGE>
<PAGE> 7
     Interim period provisions for income taxes are based on estimated
effective annual income tax rates.

3.   Common Stock

     All of the issued and outstanding common stock of the Company is owned
by Coastal Natural Gas Company, a wholly-owned subsidiary of The Coastal
Corporation. Therefore, earnings and cash dividends per common share have no
significance and are not presented.

4.   Litigation, Environmental and Regulatory Matters

     Litigation Matters

     In December 1992, certain of Colorado's natural gas lessors in the West
Panhandle Field filed a complaint in the U.S. District Court for the
Northern District of Texas, claiming underpayment, breach of fiduciary duty,
fraud and negligent misrepresentation. Management believes that Colorado has
numerous defenses to the lessors' claims, including (i) that the royalties
were properly paid, (ii) that the majority of the claims were released by
written agreement, and (iii) that the majority of the claims are barred by
the statute of limitations. In March 1995, the trial court granted summary
judgment in favor of Colorado, holding that the four-year statute of
limitations had not been tolled, certain releases are valid, and dismissing
all tort claims and claims for breach of any duty of disclosure. The
remaining claims were tried to a jury which, in May 1995,  found that
Colorado had underpaid royalties by $140,000, which Colorado is not required
to pay because the jury upheld Colorado s affirmative defense of quasi-
estoppel. This case is subject to appeal after the trial court enters a
judgment on the jury verdict.

     Other lawsuits and other proceedings which have arisen in the ordinary
course of business are pending or threatened against the Company or its
subsidiaries.

     Although no assurances can be given and no determination can be made at
this time as to the outcome of any particular lawsuit or proceeding, the
Company believes there are meritorious defenses to substantially all of the
above claims and that any liability which may finally be determined should
not have a material adverse effect on the Company's consolidated financial
position or results of operations.

     Environmental Matters

     The Company s operations are subject to extensive and evolving federal,
state and local environmental laws and regulations which may affect such
operations and costs as a result of their effect on the construction,
operation, and maintenance of its pipeline facilities. The Company
anticipates annual capital expenditures of $1 to $2 million over the  next
several years aimed at maintaining compliance with such laws and
regulations. Additionally, appropriate governmental authorities may enforce
the laws and regulations with a variety of civil and criminal enforcement
measures, including monetary penalties and remediation requirements.

     The Comprehensive Environmental Response, Compensation and Liability
Act, also known as "Superfund", as reauthorized, imposes liability, without
regard to fault or the legality of the original act, for disposal of a
"hazardous substance." The Company is not presently, and has not been in the
past, a potentially responsible party ("PRP") in any "Superfund" waste


                                    - 6 -
<PAGE>
<PAGE> 8
disposal sites. However, the Company has received notice from a committee
formed from a group of 55 companies who are named as PRPs at one site
requesting the Company pay a de minimis share (approximately $36,000) of the
associated clean-up costs.

     There are additional areas of environmental remediation
responsibilities which may fall upon the Company. The states have regulatory
programs that mandate waste clean-up. The Clean Air Act Amendments of 1990
include new permitting regulations which will result in increased operating
expenditures.

     Future information and developments will require the Company to
continually reassess the expected impact of all applicable environmental
laws and regulations. Compliance with all applicable environmental
protection laws and regulations is not expected to have a material adverse
impact on the Company s liquidity, consolidated financial position or
results of operations.

     Regulatory Matters

     On March 31, 1993, Colorado filed with the Federal Energy Regulatory
Commission ("FERC") under Docket RP93-99 to increase its rates and such
filing became effective subject to refund on October 1, 1993. On November
10, 1994, the FERC approved a settlement offer submitted by the Company
which resolved all of the issues in the proceeding. The Company has
implemented the rates established in the settlement for prospective
application and was required to make refunds as a result of the approval of
the settlement. Such refunds were distributed in March and April 1995 and
totalled approximately $22 million, inclusive of interest. The Company had
fully accrued for these refunds and, therefore, such refunds did  not have
an adverse effect on its consolidated financial position or results of
operations.

     Certain regulatory issues remain unresolved between the Company, its
customers, its suppliers, and the FERC. The Company has made provisions
which represent management's assessment of the ultimate resolution of these
issues. While the Company estimates the provisions to be adequate to cover
potential adverse rulings on these issues, it cannot estimate when each of
these issues will be resolved.
























                                    - 7 -
<PAGE>
<PAGE> 9
Item 2.    Management's Discussion and Analysis of Financial Condition and
Results of Operations.

     The Notes to Consolidated Financial Statements contain information that
is pertinent to the following analysis.

                       Liquidity and Capital Resources

     The Company uses the following consolidated ratios to measure liquidity
and its ability to meet future funding needs and debt service requirements.
<TABLE>
<CAPTION>
                                                                                   Twelve Months Ended      
                                                                            --------------------------------
                                                                                March 31,      December 31,
                                                                                  1995             1994     
                                                                            ----------------   -------------
                                                                               (Unaudited)
     <S>                                                                         <C>              <C>
     Cash flow from operating activities to capital expenditures
        and debt service requirements . . . . . . . . . . . . . . . . . . .      257.3%           374.5%
     Debt to total capitalization   . . . . . . . . . . . . . . . . . . . .       30.0%            30.3%
     Times interest earned (before tax)   . . . . . . . . . . . . . . . . .        7.9              7.4
</TABLE>

     The decrease in the cash flow from operating activities to capital
expenditures and debt service requirements ratio is due mainly to working
capital changes and an increase in capital expenditures. The decrease in the
debt to total capitalization ratio is due to increased retained earnings
resulting from first quarter earnings. The increase in the times interest
earned ratio can be attributed to increased earnings before tax.

     The Company's primary needs for cash are capital expenditures and debt
service requirements. Management believes that the Company's stable
financial position and earnings ability will enable it to continue to
generate and obtain capital for financing needs in the foreseeable future.

     The Company is responding to the extensive changes in the natural gas
industry by continuing to take steps to operate its facilities at their
maximum efficient capacity, renegotiating the remaining gas purchase
contracts which are above market in an effort to lower its cost of gas and
reduce take-or-pay obligations, pursuing innovative marketing strategies and
applying strict cost-cutting measures.




















                                    - 8 -
<PAGE>
<PAGE> 10
                            Results of Operations

     The change in the Company's earnings for the three-month period ended
March 31, 1995, in comparison to the corresponding period in 1994, is a
result of the following:

     Operating Revenues.  The operating revenues by segment were as follows
(thousands of dollars):
<TABLE>
<CAPTION>
                                                                                          Three Months Ended
                                                                                              March 31,      
                                                                                        ---------------------
                                                                                           1995        1994  
                                                                                        ---------   ---------
                                                                                             (Unaudited)
   <S>                                                                                  <C>         <C>
   Natural gas  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $ 102,133   $ 105,554
   Exploration and production . . . . . . . . . . . . . . . . . . . . . . . . . . .         2,906       6,942
   Eliminations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (1,844)     (2,661)
                                                                                        ---------   ---------

                                                                                        $ 103,195   $ 109,835
                                                                                        ---------   ---------
                                                                                        ---------   ---------
</TABLE>

     Operating revenues from natural gas operations for the three months
ended March 31, 1995, decreased from the comparable 1994 period due to
decreased average sales prices, decreased sales volumes and decreased
transportation and gathering volumes and average prices partially offset by
decreased reservations and an increase in extracted products revenue.

     The reduction in exploration and production revenues is due primarily
to decreased natural gas sales volumes and average prices and decreased
condensate and natural gas liquid volumes partially offset by higher prices
for condensate and natural gas liquids.

     Other Income - Net.  The increase in 1995 from the comparable 1994
period is the result of increased interest income from affiliates.

     Cost of Gas Sold.  The decrease in 1995 from the comparable 1994 period
is due primarily to decreased average gas purchase rates, reduced gas
royalty expense and reduced transportation, gathering and exchange gas
costs-net partially offset by increased gas purchase volumes, storage gas
costs and gas used in operations.

     Operation and Maintenance.  These expenses decreased in the 1995 period
primarily as a result of the credit for gas used in operations which has a
corresponding increase in the cost of gas sold.

     Depreciation, Depletion and Amortization.  These expenses decreased in
the 1995 period primarily as a result of decreased production volumes in the
exploration and production segment partially offset by a slight increase in
the natural gas segment's depreciable plant.








                                    - 9 -
<PAGE>
<PAGE> 11
     Operating Profit.  The operating profit by segment was as follows
(thousands of dollars):
<TABLE>
<CAPTION>
                                                                                          Three Months Ended
                                                                                              March 31,      
                                                                                        ---------------------
                                                                                           1995        1994  
                                                                                        ---------   ---------
                                                                                             (Unaudited)
   <S>                                                                                  <C>         <C>
   Natural gas  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $  46,332   $  38,509
   Exploration and production . . . . . . . . . . . . . . . . . . . . . . . . . . .          (933)      1,163
                                                                                        ---------   ---------
                                                                                        $  45,399   $  39,672
                                                                                        ---------   ---------
                                                                                        ---------   ---------
</TABLE>

     The natural gas segment's operating profit increased by $7.8 million
for the three months ended March 31, 1995, as decreased reservations,
decreased average gas purchase rates, reduced gas royalty expense and
reduced transportation, gathering and exchange gas costs-net were partially
offset by decreased average sales prices and volumes, decreased
transportation and gathering volumes and average prices and increased gas
purchase volumes.

     The operating profit for the exploration and production segment
decreased by $2.1 million as a result of decreased natural gas sales volumes
and average prices and decreased condensate and natural gas liquid volumes
partially offset by higher prices for condensate and natural gas liquids,
reduced depreciation, depletion and amortization expense and slightly lower
operation and maintenance expenses.

     Interest Expense.  The nominal decrease in the three months ended March
31, 1995, is primarily due to lower average debt outstanding.

     Taxes on Income.  The income tax increase in 1995 from the comparable
1994 period is primarily the result of increased earnings before income
taxes and a higher effective federal income tax rate.

                            Environmental Matters

     The Company's operations are subject to extensive and evolving federal,
state and local environmental laws and regulations which may affect such
operations and costs as a result of their effect on the construction,
operation, and maintenance of its pipeline facilities. The Company
anticipates annual capital expenditures of $1 to $2 million over the next
several years aimed at maintaining compliance with such laws and
regulations. Additionally, appropriate governmental authorities may enforce
the laws and regulations with a variety of civil and criminal enforcement
measures, including monetary penalties and remediation requirements.

     The Comprehensive Environmental Response, Compensation and Liability
Act, also known as "Superfund", as reauthorized, imposes liability, without
regard to fault or the legality of the original act, for disposal of a
"hazardous substance." The Company is not presently, and has not been in the
past, a potentially responsible party ("PRP") in any "Superfund" waste



                                    - 10 -
<PAGE>
<PAGE> 12
disposal sites. However, the Company has received notice from a committee
formed from a group of 55 companies who are named as PRPs at one site
requesting the Company pay a de minimis share (approximately $36,000) of the
associated clean-up costs.

     There are additional areas of environmental remediation
responsibilities which may fall upon the Company. The states have regulatory
programs that mandate waste clean-up. The Clean Air Act Amendments of 1990
include new permitting regulations which will result in increased operating
expenditures.

     Future information and developments will require the Company to
continually reassess the expected impact of all applicable environmental
laws and regulations. Compliance with all applicable environmental
protection laws and regulations is not expected to have a material adverse
impact on the Company's liquidity, consolidated financial position or
results of operations.














































                                    - 11 -
<PAGE>
<PAGE> 13
                                   PART II

                              OTHER INFORMATION

Item 1.  Legal Proceedings.

         The information required hereunder is incorporated by reference
into Part II of this Report from Note 4 of the Notes to Consolidated
Financial Statements set forth in Part I of this Report and from Item 2.,
"Management s Discussion and Analysis of Financial Condition and Results of
Operations - Environmental Matters," set forth in Part I of this Report.

Item 2.  Changes in Securities.

         None.

Item 3.  Defaults Upon Senior Securities.

         None.

Item 4.  Submission of Matters to a Vote of Security Holders.

         None.

Item 5.  Other Information.

         None.

Item 6.  Exhibits and Reports on Form 8-K.

         (a)     Exhibits.

             (27) Financial Data Schedule.

         (b)     Reports on Form 8-K.

             No reports on Form 8-K were filed during the quarter ended
             March 31, 1995.


                                  SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned thereunto duly authorized.

                                            COLORADO INTERSTATE GAS COMPANY
                                                      (Registrant)



Date:  May 11, 1995                        By:        DAN A. HOMEC
                                              ---------------------------
                                                      Dan A. Homec
                                                Assistant Vice President
                                                     and Controller
                                              (As Authorized Officer and
                                               Chief Accounting Officer)




                                    - 12 -
<PAGE>
<PAGE> 14
<TABLE>
                              INDEX TO EXHIBITS

<CAPTION>

Exhibit
Number                                             Description                                                      
- ------------------------------------------------------------------------------------------------------------------
<S>                 <C>
  27                Financial Data Schedule
</TABLE>



<TABLE> <S> <C>

<ARTICLE>      5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM COLORADO
INTERSTATE GAS COMPANY FORM 10-Q QUARTERLY REPORT FOR THE PERIOD ENDED MARCH 31,
1995 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                             465
<SECURITIES>                                         0
<RECEIVABLES>                                  323,921
<ALLOWANCES>                                         0
<INVENTORY>                                      9,183
<CURRENT-ASSETS>                               378,119
<PP&E>                                       1,170,026
<DEPRECIATION>                                 643,303
<TOTAL-ASSETS>                                 923,281
<CURRENT-LIABILITIES>                          234,157
<BONDS>                                        179,244
<COMMON>                                        27,561
                              556
                                          0
<OTHER-SE>                                     390,517
<TOTAL-LIABILITY-AND-EQUITY>                   923,281
<SALES>                                        103,195
<TOTAL-REVENUES>                               106,827
<CGS>                                           10,975
<TOTAL-COSTS>                                   58,816
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               4,423
<INCOME-PRETAX>                                 43,588
<INCOME-TAX>                                    15,327
<INCOME-CONTINUING>                             28,261
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    28,261
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        



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