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File No. 70-8471
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Post-Effective Amendment No.5 to Form U-1
JOINT APPLICATION-DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
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THE COLUMBIA GAS SYSTEM, INC. COLUMBIA ENERGY SERVICES CORPORATION
COLUMBIA GAS SYSTEM SERVICE CORPORATION COLUMBIA ENERGY MARKETING CORPORATION
COLUMBIA LNG CORPORATION 2581 Washington Road
COLUMBIA ATLANTIC TRADING CORPORATION Pittsburgh, PA 15241
TRISTAR CAPITAL CORPORATION
TRISTAR VENTURES CORPORATION COLUMBIA GULF TRANSMISSION COMPANY
TRISTAR PEDRICK LIMITED CORPORATION COLUMBIA GAS TRANSMISSION CORPORATION
TRISTAR PEDRICK GENERAL CORPORATION 1700 MacCorkle Avenue, S.E.
TRISTAR BINGHAMTON LIMITED CORPORATION Charleston, WV 25314
TRISTAR BINGHAMTON GENERAL CORPORATION
TRISTAR VINELAND LIMITED CORPORATION COLUMBIA GAS DEVELOPMENT CORPORATION
TRISTAR VINELAND GENERAL CORPORATION One Riverway
TRISTAR RUMFORD LIMITED CORPORATION Houston, TX 77056
TRISTAR GEORGETOWN GENERAL CORPORATION
TRISTAR GEORGETOWN LIMITED CORPORATION COMMONWEALTH PROPANE, INC.
TRISTAR FUEL CELLS CORPORATION COLUMBIA PROPANE CORPORATION
TVC NINE CORPORATION 9200 Arboretum Parkway, Ste 140
TVC TEN CORPORATION Richmond, VA 23236
20 Montchanin Road
Wilmington, DE 19807 COLUMBIA GAS OF KENTUCKY, INC.
COLUMBIA GAS OF OHIO, INC.
COLUMBIA NATURAL RESOURCES, INC. COLUMBIA GAS OF MARYLAND, INC.
COLUMBIA COAL GASIFICATION CORPORATION COLUMBIA GAS OF PENNSYLVANIA, INC.
900 Pennsylvania Avenue. COMMONWEALTH GAS SERVICES, INC.
Charleston, WV 25302 200 Civic Center Drive
Columbus, OH 43215
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(Names of company or companies filing this statement
and addresses of principal executive offices)
THE COLUMBIA GAS SYSTEM, INC.
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(Name of top registered holding company parent of
each applicant or declarant)
L. J. Bainter, Treasurer
THE COLUMBIA GAS SYSTEM, INC.
20 Montchanin Road
Wilmington, DE 19807
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(Name and address of agent for service)
(Other Agents for Service are Listed on the Reverse Side of the Front Cover)
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Names and Addresses of Subsidiary Company Agents for Service:
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W. H. HARMON, Treasurer H. F. HAYES, Treasurer
Columbia Natural Resources, Inc. Commonwealth Propane, Inc.
Columbia Coal Gasification Corp. Columbia Propane Corporation
900 Pennsylvania Avenue 9200 Arboretum Parkway, Ste 140
Charleston, West Virginia 25302 Richmond, Virginia 23236
D. DETAR, Treasurer D. L. GELBAUGH, Vice President
TriStar Ventures Corporation Columbia Gas of Ohio, Inc.
TriStar Pedrick Limited Corporation Columbia Gas of Kentucky, Inc.
TriStar Pedrick General Corporation Commonwealth Gas Services, Inc.
TriStar Binghamton Limited Corporation Columbia Gas of Pennsylvania, Inc.
TriStar Binghamton General Corporation Columbia Gas of Maryland, Inc.
TriStar Vineland Limited Corporation 200 Civic Center Drive
TriStar Vineland General Corporation Columbus, Ohio 43215
TriStar Rumford Limited Corporation
TriStar Georgetown General Corporation S. L. PARKS-DOWNEY
TriStar Georgetown Limited Corporation Asst. Treasurer
TriStar Fuel Cells Corporation Columbia Gas Transmission Corporation
TVC Nine Corporation Columbia Gulf Transmission Company
TVC Ten Corporation 1700 MacCorkle Avenue, S.E.
20 Montchanin Road Charleston, West Virginia 25314
Wilmington, Delaware 19807
J. R. LISENBY, Treasurer
J. W. GROSSMAN, Treasurer Columbia Gas Development Corporation
Columbia LNG Corporation One Riverway
Columbia Atlantic Trading Corp. Houston, TX 77056
20 Montchanin Road .
Wilmington, Delaware 19807 ROBERT GUSTAFSON, Controller
Columbia Energy Services Corporation
L. J. BAINTER, Vice President Columbia Energy Marketing Corporation
Columbia Gas System Service Corp. 2581 Washington Road
TriStar Capital Corporation Pittsburgh, Pennsylvania, 15241
20 Montchanin Road
Wilmington, Delaware 19807
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(Names and Addresses of Other Agents for Service)
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The Application-Declaration as previously filed and amended is hereby
further amended as follows:
Item 1. Description of Proposed Transaction
On Page 3, delete
"Transmission Subsidiary -
Columbia Gulf Transmission Company ("Columbia Gulf")"
and replace it with the following:
"Transmission Subsidiaries -
Columbia Gas Transmission Corporation ("Columbia
Transmission")
Columbia Gulf Transmission Company ("Columbia Gulf")"
The following is added to the carryover paragraph on page 14:
"Columbia Transmission is included in this filing for the purpose of
being an Investor. Columbia Transmission will not borrow from the Money Pool.
Columbia Transmission's participation in the Money Pool will facilitate the
settlement of inter-company transactions among the Columbia subsidiaries and
Columbia upon the emergence from Chapter 11 of Columbia and Columbia
Transmission. Columbia Transmission will not effect any Money Pool
transactions until the effective date of Columbia's and Columbia Transmission's
emergence from bankruptcy.
Columbia Energy Marketing Corporation ("Columbia Marketing") is
included in this filing for the purpose of being a potential investor in the
Money Pool. Columbia Marketing was formed on August 3, 1995 by Energy Services
to separate a portion of Energy Services' existing business--the marketing of
natural gas to Columbia's local gas distribution subsidiaries--into a separate
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subsidiary of Energy Services. This separation allows Energy Services to be an
independent producer for purposes of the United States Tax Code..
Item 2. Fees, Commission and Expenses.
(a) State (i) the fees, commissions and expenses paid or incurred, or
to be paid or incurred, directly or indirectly, in connection with the proposed
transaction by the applicant or declarant or any associate company thereof, and
(ii) if the proposed transaction involves the sale of securities at competitive
bidding, the fees and expenses to be paid to counsel selected by applicant or
declarant to act for the successful bidder.
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Services of Columbia Gas System Service Corporation
in connection with the preparation of this Post-Effective
Amendment No. 5 to the Application-Declaration . . . . . . . . . . . . . . . . . . . . $ 1,000
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Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,000
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(b) If any person to whom fees or commissions have been or are to be
paid in connection with the proposed transaction is an associate company or an
affiliate of the applicant or declarant, or is an affiliate of an associate
company, set forth the facts with respect thereto.
Service will perform certain services at cost as set forth in Item
2(a) above.
Item 5. Procedure.
(a) State the date when Commission action is requested. If the date
is less than 40 days from the date of the original filing, set forth the
reasons for acceleration.
It is requested that the Commission issue its notice by September 8,
1995 and its supplemental order on or before October 13, 1995.
(b) State (i) whether there should be a recommended decision by a
hearing officer, (ii) whether there should be a recommended decision by any
other responsible officer of the Commission, (iii) whether the Division of
Investment Management may assist in the preparation of the Commission's
decision, and (iv) whether there should be a 30-day waiting period between the
issuance of the Commission's order and the date on which it is to become
effective.
Applicants hereby (i) waive a recommended decision by a hearing
officer, (ii) waive a recommended decision by any other responsible officer or
the Commission, (iii) consent that the Division of Investment Management may
assist in the preparation of the Commission's decision,
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and (iv) waive a 30-day waiting period between the issuance of the Commission's
supplemental order and the date on which it is to become effective.
Item 6. Exhibits and Financial Statements.
(a) Exhibits
F-3 Opinion of Counsel (to be filed by Post-Effective
Amendment).
H-3 Proposed Notice.
(b) Financial Statements
Financial statements are not provided since pro-forma
statements would have no relevance to the authorization requested in this
Post-Effective Amendment No. 5.
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SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned companies have duly caused this Declaration to be
signed on their behalf by the undersigned thereunto duly authorized.
The signatures of the applicants and of the persons signing on their
behalf are restricted to the information contained in this application which is
pertinent to the application of the respective companies.
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THE COLUMBIA GAS SYSTEM, INC.
Date: August 31, 1995 By: /s/ L. J. Bainter
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L. J. Bainter, Treasurer
COLUMBIA GAS OF OHIO, INC.
COLUMBIA GAS OF PENNSYLVANIA, INC.
COLUMBIA GAS OF KENTUCKY, INC.
COLUMBIA GAS OF MARYLAND, INC.
COMMONWEALTH GAS SERVICES, INC.
COLUMBIA GULF TRANSMISSION COMPANY
COLUMBIA GAS TRANSMISSION CORPORATION
COLUMBIA GAS DEVELOPMENT CORPORATION
COLUMBIA PROPANE CORPORATION
COMMONWEALTH PROPANE, INC.
COLUMBIA GAS SYSTEM SERVICE CORPORATION
COLUMBIA NATURAL RESOURCES, INC.
COLUMBIA ATLANTIC TRADING CORPORATION
COLUMBIA COAL GASIFICATION CORPORATION
COLUMBIA LNG CORPORATION
COLUMBIA ENERGY SERVICES CORPORATION
COLUMBIA ENERGY MARKETING CORPORATION
TRISTAR VENTURES CORPORATION
TRISTAR CAPITAL CORPORATION
Date: August 31, 1995 By: /s/ L. J. Bainter
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L. J. Bainter, Vice President
TRISTAR VENTURES CORPORATION
TRISTAR PEDRICK LIMITED CORPORATION
TRISTAR PEDRICK GENERAL CORPORATION
TRISTAR BINGHAMTON LIMITED CORPORATION
TRISTAR BINGHAMTON GENERAL CORPORATION
TRISTAR VINELAND LIMITED CORPORATION
TRISTAR VINELAND GENERAL CORPORATION
TRISTAR RUMFORD LIMITED CORPORATION
TRISTAR FUEL CELLS CORPORATION
TRISTAR GEORGETOWN GENERAL CORPORATION
TRISTAR GEORGETOWN LIMITED CORPORATION
TVC NINE CORPORATION
TVC TEN CORPORATION
Date: August 31, 1995 By: /s/ D. Detar
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D. Detar, Treasurer
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EXHIBIT INDEX
(a) Exhibits
F-3 Opinion of Counsel (to be filed by Post-Effective Amendment).
H-3 Proposed Notice.
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EXHIBIT H-3
SECURITIES AND EXCHANGE COMMISSION
(Release No. )
THE COLUMBIA GAS SYSTEM, INC. AND SUBSIDIARIES NOTICE OF PROPOSED ADDITION OF
CERTAIN SUBSIDIARIES TO MONEY POOL PROGRAM FOR THE PERIOD JANUARY 1, 1995
THROUGH DECEMBER 31, 1996.
The Columbia Gas System, Inc. ("Columbia"), a Delaware corporation and
registered holding company and subsidiaries:
COLUMBIA GAS OF OHIO, INC.
COLUMBIA GAS OF PENNSYLVANIA, INC.
COLUMBIA GAS OF KENTUCKY, INC.
COLUMBIA GAS OF MARYLAND, INC.
COMMONWEALTH GAS SERVICES, INC.
200 Civic Center Drive
Columbus, Ohio 43215
COLUMBIA GULF TRANSMISSION COMPANY
COLUMBIA GAS TRANSMISSION CORPORATION
1700 MacCorkle Avenue, S.E.
Charleston, West Virginia 25314
COLUMBIA GAS DEVELOPMENT CORPORATION
One Riverway
Houston, Texas 77056
COMMONWEALTH PROPANE, INC.
COLUMBIA PROPANE CORPORATION
9200 Arboretum Parkway, Ste 140
Richmond, Virginia 23236
COLUMBIA ENERGY SERVICES CORPORATION
COLUMBIA ENERGY MARKETING CORPORATION
2581 Washington Road
Pittsburgh, PA 15241
COLUMBIA GAS SYSTEM SERVICE CORPORATION
COLUMBIA LNG CORPORATION
COLUMBIA ATLANTIC TRADING CORPORATION
TRISTAR VENTURES CORPORATION
TRISTAR PEDRICK LIMITED CORPORATION
TRISTAR PEDRICK GENERAL CORPORATION
TRISTAR BINGHAMTON LIMITED CORPORATION
TRISTAR BINGHAMTON GENERAL CORPORATION
TRISTAR VINELAND LIMITED CORPORATION
TRISTAR VINELAND GENERAL CORPORATION
TRISTAR RUMFORD LIMITED CORPORATION
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TRISTAR GEORGETOWN GENERAL CORPORATION
TRISTAR GEORGETOWN LIMITED CORPORATION
TRISTAR FUEL CELLS CORPORATION
TVC NINE CORPORATION
TVC TEN CORPORATION
TRISTAR CAPITAL CORPORATION
20 Montchanin Road
Wilmington, Delaware 19807
COLUMBIA NATURAL RESOURCES, INC.
COLUMBIA COAL GASIFICATION CORPORATION
900 Pennsylvania Avenue
Charleston, West Virginia 25302
(the "Subsidiaries") have filed a joint application-declaration with this
Commission pursuant to Sections 6, 7 9, 10, 12(b) and 12(f) under the Public
Utility Holding Company Act of 1935 (the "Act") and Rules 43 and 45 thereunder.
In its order dated December 22, 1994 (HCAR 35-26201; 70-8471), the
Commission authorized the recapitalization of certain Columbia subsidiaries,
the implementation of the 1995-1996 financing program for the Columbia
Subsidiaries and the continuation of the Columbia Intrasystem Money Pool (the
"Money Pool").
In its supplemental order dated March 14, 1995 (HCAR 35-26251; 70-8471),
the Commission authorized the inclusion of subsidiaries of TriStar Ventures
Corporation in the Money Pool for the purpose of investing in the Money Pool.
Columbia now proposes to add Columbia Gas Transmission Corporation and Columbia
Energy Marketing Corporation to the Money Pool strictly for the purpose of
investing in the Money Pool. Columbia Gas Transmission Corporation would only
deposit money in the Money Pool after its Plan of Reorganization has been
confirmed by final nonappealable order of the United States Bankruptcy Court
for the District of Delaware and has become effective. Columbia Energy
Marketing Corporation ("CEM"), was recently formed as a subsidiary of Columbia
Energy Services Corporation ("CES") to separate a portion of CES' existing
business into a wholly owned subsidiary. CES will only market natural gas to
Columbia's local gas distribution subsidiaries through CEM.
The joint application-declaration and any amendments thereto are available
for public inspection through the Commission's Office of Public Reference.
Interested persons wishing to comment or request a hearing should submit their
views in writing by ________________________________________ to the Secretary,
Securities and Exchange Commission, Washington, D.C. 20549, and serve a copy on
the applicants-declarants at the address specified above. Proof of service (by
affidavit or, in case of any attorney-at-law, by certificate) should be filed
with the request. Any request for a hearing shall identify specifically the
issues of fact or law that are disputed. A person who so requests will be
notified of any hearing, if ordered, and will receive a copy of any notice or
order issued in this matter. After said date, the joint application-
declaration, as filed or as it may be amended, may be permitted to become
effective.
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For the Commission, by the Division of Investment Management, pursuant to
delegated authority.
Jonathan G. Katz
Secretary
