<PAGE> 1
November 3, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Interim Report Under Rule 24 of the
Public Utility Holding Company Act of 1935
The Columbia Gas System, Inc. ("Columbia") et al.
The Individual Applicant-Declarants
are Listed on the Signature Page
File No. 70-8219
Gentlemen:
In compliance with the terms and conditions of Rule 24 under
the Public Utility Holding Company Act of 1935, and the Orders of the
Commission dated September 29, 1993, June 6 and August 11, 1994 authorizing the
financing transactions as more fully described in the Joint
Application/Declaration, as amended (the "Application"), the undersigned hereby
transmit to the Commission the attached order issued by the Public Utilities
Commission of Ohio dated August 4, 1994, Case No. 94-979-GA-AIS, and the Order
issued by the Public Service Commission of the Commonwealth of Kentucky dated
August 1, 1994, Case No. 94-221, and certify to the Commission that, during the
calendar quarter from July 1, 1994 through September 30, 1994 the Subsidiaries
sold and Columbia purchased Common Stock and Installment Promissory Notes and
the Subsidiaries received short-term funds in the form of Open Account Advances
and/or inventory financing from Columbia and/or through Intrasystem Money Pool
Advances, and the Subsidiaries made funds available to the Intrasystem Money
Pool as follows:
<PAGE> 2
SUBSIDIARY FINANCING
($000)
<TABLE>
<CAPTION>
Aggregate Amount Maximum Amount
Under Application During Quarter
------------------------------ ---------------------------------
Installment Intrasystem
Common Long-Term Short-Term Money Pool
Company Stock Debt Debt Deposits
---------------- ----------- ------------- ------------ --------------
$000 $000 $000 $000
<S> <C> <C> <C> <C>
CKY . . . . . . . . . . . . ** ** 2,350 16,365
COH . . . . . . . . . . . . ** ** 58,256 50,762
CMD . . . . . . . . . . . . * 3,300 481 4,390
CPA . . . . . . . . . . . . ** ** 15,966 28,361
CNR . . . . . . . . . . . . * -0- -0- 10,891
CGT . . . . . . . . . . . . * -0- 66 17,700
CGD . . . . . . . . . . . . * 10,000 14,846 2,409
CS . . . . . . . . . . . . * -0- 6,002 7,003
CPI . . . . . . . . . . . . * -0- 1,479 1,635
CLG . . . . . . . . . . . . 2,988 * 26,700 4,339
CPC . . . . . . . . . . . . * * -0- 978
CES . . . . . . . . . . . . * * -0- 15,608
CGC . . . . . . . . . . . . * 500 5,541 2,695
CAT . . . . . . . . . . . . * * * 659
TVC . . . . . . . . . . . . 0 * * 7,189
TCC*** . . . . . . . . . . * * * 46
</TABLE>
- ----------------------
* Authorization for such financing not requested in Application.
** Reported via Form U-6B-2 pursuant to Rule 52.
*** Requested 1.1MM of financing of which $.5MM still remains to be
taken in the form of a contribution of capital.
<PAGE> 3
SELECTED FINANCIAL DATA
($000)
<TABLE>
<CAPTION>
CGD CGC
----------- -----------
<S> <C> <C>
CAPITALIZATION
As of September 30, 1994
- ---------------------------------------------
Common Stock Equity
Common Stock .............................. 141,912 48,475
Additional Paid in Capital ................ 27,550 0
Retained Earnings ......................... (127,039) (52,732)
Unearned Employee Compensation ............ 0 0
----------- -----------
Total Common Stock Equity ................... 42,423 (4,257)
----------- -----------
Long-Term Debt
Existing Notes and Other Long-Term Debt ... 117,626 14,322
Additional Installment Notes .............. 0 0
----------- -----------
Total Long-Term Debt ........................ 117,626 14,322
----------- -----------
TOTAL CAPITALIZATION ........................ 160,049 10,065
=========== ===========
CONDENSED INCOME STATEMENT
Three Months Ended September 30, 1994
- ---------------------------------------------
Operating Income (Loss) ..................... 1,840 645
----------- -----------
Other Income (Deductions)
Interest Income and Other, net ............ 569 95
Interest Expense and Related Charges ...... (3,003) (428)
----------- -----------
Total Other Income (Deductions) ............. (2,434) (333)
----------- -----------
Income (Loss) before Income Taxes ........... (594) 312
Income Taxes ................................ (409) 218
----------- -----------
NET INCOME (LOSS) ........................... (185) 94
=========== ===========
</TABLE>
<PAGE> 4
The undersigned further certifies that the above-mentioned financing
transactions were carried out in accordance with the terms and conditions of,
and for the purposes represented by, the Application, and the Orders of the
Commission with respect thereto.
Very truly yours,
THE COLUMBIA GAS SYSTEM, INC.
By: /s/ L. J. Bainter
-----------------------------------
L. J. Bainter, Treasurer
COLUMBIA GAS OF OHIO, INC. (COH)
COLUMBIA GAS OF PENNSYLVANIA, INC. (CPA)
COLUMBIA GAS OF KENTUCKY, INC. (CKY)
COLUMBIA GAS OF MARYLAND, INC. (CMD)
COLUMBIA GULF TRANSMISSION COMPANY (CGT)
COLUMBIA GAS DEVELOPMENT CORPORATION (CGD)
COMMONWEALTH PROPANE, INC. (CPI)
COLUMBIA GAS SYSTEM SERVICE CORPORATION (CS)
COLUMBIA NATURAL RESOURCES, INC. (CNR)
TRISTAR VENTURES CORPORATION (TVC)
COLUMBIA ATLANTIC TRADING CORPORATION (CAT)
COLUMBIA LNG CORPORATION (CLG)
COLUMBIA PROPANE CORPORATION (CPC)
COLUMBIA COAL GASIFICATION CORPORATION (CGC)
COLUMBIA ENERGY SERVICES CORP. (CES)
TRISTAR CAPITAL CORPORATION (TCC)
By: /s/ L. J. Bainter
-----------------------------------
L. J. Bainter, Treasurer
Attachment
<PAGE> 5
File No. 40-364
SECURITIES AND EXCHANGE COMMISSION
FORM U-6B-2
CERTIFICATE OF NOTIFICATION
THE COLUMBIA GAS SYSTEM, INC., AND SUBSIDIARIES
This certificate is notice that the above named company has issued,
renewed or guaranteed the security or securities described herein which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the
Act.
1. Type of Securities - See Schedule 1.
2. Issue, renewal or guaranty - Common Stock and Installment Promissory Notes
are new issues. Short-Term Debt represents cash advances, as required
from time to time for working capital and Intrasystem Money Pool
represents book entry investments of temporary excess cash.
3. Principal amount - See Schedule 1.
4. Rate of interest - See Schedule 1.
5. Date of issue renewal or guaranty - as indicated on Schedule 1.
6. Non-Applicable.
7. Date of maturity - See Schedule 1.
8. Issued to - The Columbia Gas System, Inc.
9. Collateral given with each Security - Non-Applicable.
10. Consideration received was the principal amount for the Notes and par
value for Stock.
11. Application of Proceeds - General corporate funds for use in ordinary
course of business.
12. Issue, renewal or guaranty exempt under (c) Rule 52.
13. Non-Applicable.
14. Non-Applicable.
<PAGE> 6
15. Exempt from provisions of Section 6(a) under Rule 52.
Columbia Gas of Kentucky, Inc.
Columbia Gas of Ohio, Inc.
Columbia Gas of Pennsylvania, Inc.
Commonwealth Gas Services, Inc.
By: /s/ L. J. Bainter
-----------------------------------
L. J. Bainter, Treasurer
<PAGE> 7
Form U-6B-2
Schedule 1
THE COLUMBIA GAS SYSTEM, INC., AND SUBSIDIARIES
QUARTER ENDED SEPTEMBER 30, 1994
<TABLE>
<CAPTION>
Aggregate Amount
Issued Under Exemption Maximum Amount
from October 1, 1993 Outstanding During Quarter
--------------------------------------- ---------------------------------
Installment Short-Term Intrasystem
Company Common Stock Promissory Notes* Debt** Money Pool**
------- ------------ ----------------- ------------ ------------
$000 $000 $000 $000
<S> <C> <C> <C> <C>
CKY -0- 9,400 *** ***
COH -0- 43,800 *** ***
CPA -0- -0- *** ***
COS -0- 25,200 8,699 8,324
</TABLE>
- ----------------------
* Interest Rate = 7.125% to 7.50%
Maturity Date - April 1, 2004
** Interest Rate = 4.43% to 4.73%
Maturity Date - April 30, 1995
*** Reported pursuant to Rule 24
<PAGE> 8
COMMONWEALTH OF KENTUCKY
BEFORE THE PUBLIC SERVICE COMMISSION
In the Matter of:
THE APPLICATION OF COLUMBIA GAS )
OF KENTUCKY, INC. FOR AUTHORITY )
FOR ISSUANCE AND SALE OF ) CASE NO. 94-221
PROMISSORY NOTES )
O R D E R
On June 2, 1994, Columbia Gas of Kentucky, Inc. ("Columbia") filed its
application seeking authority to issue and sell up to $5,700,000 in principal
amount of Installment Promissory Notes ("Notes"). The proceeds will be used to
assist in financing the 1994 construction program in the amount of $17,782,000
set forth on page 3 of Columbia's application; to pay $2,077,000 in current
maturities on long-term debt as set forth in Columbia's June 2, 1994 filing;
and for other lawful corporate purposes. The proposed Notes will be sold to
the Columbia Gas System, Inc. ("System").
The proposed Notes will be dated the date of their issue and have the same
terms and provisions as the outstanding non- registered Notes of Columbia,
except that they will be payable in equal annual installments not to exceed 30
years as opposed to 15, 20, or 25 years and that they will be subject to a
default rate of 2 percent per annum in excess of the stated rate on the unpaid
principal amount. The default rate will be assessed if any interest or
principal payment becomes past due. The interest rate of the Notes will be
determined quarterly based on the three-month average yield on newly "A" rated
25-30 year utility bonds as published in Salomon
<PAGE> 9
Brothers' weekly Bond Market Roundup, rounded to the nearest 1/8 percent per
annum.
The default rate exception and the interest rate are atypical provisions
of Columbia's financing proposals. However, the Commission recognizes the
financial condition of Columbia's parent, System, and the impact this has on
efforts to raise capital.
The Commission, having considered the evidence of record and being
otherwise sufficiently advised, finds that the proposed issuance and sale by
Columbia of up to $5,700,000 in principal amount of Notes are for lawful
objects within its corporate purposes, are necessary and appropriate for and
consistent with the proper performance of its service to the public, will not
impair its ability to perform that service, are reasonably necessary and
appropriate for such purposes, and should, therefore, be approved.
IT IS THEREFORE ORDERED that:
1. Columbia be and its hereby is authorized to issue and sell up
to $5,700,000 of Notes.
2. Columbia shall, within 30 days after the issuance of the
securities referred to herein, file with the Commission a
statement setting forth the date or dates of issuance of the
securities authorized herein, the price paid, the interest
rate, the terms, and all fees and expenses involved in the
issuance and distribution and the use of the proceeds.
3. Columbia shall agree only to such terms and prices that are
consistent with said parameters as set out in its application.
4. The proceeds from the transactions authorized herein shall be
used only for the lawful purposes set out in the application.
<PAGE> 10
Nothing contained herein shall be construed as a finding of value for any
purpose or as a warranty on the part of the Commonwealth of Kentucky or any
agency thereof as to the securities authorized herein.
Don at Frankfort, Kentucky, this 1st day of August, 1994.
ATTEST:
/s/ Don Mills
- -------------------------
Executive Director
<PAGE> 11
BEFORE
THE PUBLIC UTILITIES COMMISSION OF OHIO
In the Matter of the Application of )
Columbia Gas of Ohio for an Order )
Authorizing the Issuance and Sale of ) Case No. 94-979-GA-AIS
an Aggregate Amount Not to Exceed )
$29,300,000 Principal Amount of )
Installment Promissory Notes )
ENTRY
The Commission finds:
(1) Applicant, Columbia Gas of Ohio, Inc., is an Ohio corporation, a public
utility and a natural gas company, as defined in Sections 4905.02 and
4905.03(A)(6), Revised Code, and is subject to the jurisdiction of this
Commission.
(2) This Application is filed under Sections 4905.40 and 4905.41, Revised
Code.
(3) Applicant proposes to issue and sell to its parent company, The Columbia
Gas System, Inc., up to $29.3 million principal amount of Installment
Promissory Notes (the "Notes"), for a term not to exceed 30 years, within
the terms and conditions as set forth in the Application and Exhibits.
(4) The proceeds from the Notes will be used to reimburse Applicant's treasury
to provide funds for Applicant's 1994 construction program and current
maturities on long-term debt.
(5) The principal amount of the Notes, the probable costs, and other terms do
not appear to be unjust or unreasonable.
(6) The effect of the issuance of the Notes on Applicant's revenue
requirements will be considered in the determination of required revenues
in rate proceedings in which all factors affecting rates are taken into
account according to law.
(7) Based on information contained in the Application and Exhibits thereto,
the purposes to which the proceeds from the Notes shall be applied appear
to be reasonably required by Applicant to meet their present and
prospective obligations to provide utility service and the Commission is
satisfied that consent and authority should be should be granted.
<PAGE> 12
Case No. 94-979-GA-AIS
Page 2
It is, therefore,
ORDERED, That Applicant, Columbia Gas of Ohio, Inc., is authorized to
issue and sell up to $29.3 million aggregate principal amount of its
Installment Promissory Notes to its parent company, The Columbia Gas System,
Inc., within the terms and conditions substantially as set forth in the
Application and Exhibits. It is, further,
ORDERED, That the proceeds from the issuance of the Notes shall be used
for the purposes set forth in this Order and otherwise pursuant to Section
4905.40, Revised Code. It is, further,
ORDERED, That after the Notes authorized by this Order are issued,
Applicant shall report to this Commission the terms and full particulars
regarding the issuance of the Notes. It is, further,
ORDERED, That nothing in this Order shall be construed to imply any
guaranty or obligation as to the Notes or the interest thereon on the part of
the State of Ohio. It is, further,
Ordered, That nothing in this Order shall be construed to imply any
guaranty or obligation by the Commission to assure completion of any specific
construction project of the Applicant. It is, further,
Ordered, That nothing in this Order shall be deemed to be binding upon
this Commission in any future proceeding or investigation involving the
justness or reasonableness of any rate, charge, rule or regulation. It is,
further,
Ordered, That a copy of this Order be served upon all parties of record.
THE PUBLIC UTILITIES COMMISSION OF OHIO
/s/ Craig A. Glazer
---------------------------------
Craig A. Glazer, Chairman
/s/ J. Michael Biddison /s/ Jolynn Barry Butler
- -------------------------------- ---------------------------------
J. Michael Biddison Jolynn Barry Butler
/s/ David W. Johnson
- -------------------------------- ---------------------------------
Richard M. Fanelly David W. Johnson
