COLUMBIA ENERGY GROUP
8-K, 1998-05-21
NATURAL GAS TRANSMISISON & DISTRIBUTION
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<PAGE>   1
                                    FORM 8-K



                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, DC  20549



                                 CURRENT REPORT



                        Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934



Date of Report (date of earliest event Reported)     May 20, 1998
                                                -------------------------




                             COLUMBIA ENERGY GROUP
                             ---------------------
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                        <C>                     <C>
          Delaware                              1-1098                   13--1594808
- ----------------------------------         -----------------         -------------------
(State of other jurisdiction                  (Commission               (IRS Employer
of incorporation)                             File Number)            Identification No.)
</TABLE>


          12355 Sunrise Valley Drive, Suite 300, Reston, VA 20191-3420
          ------------------------------------------------------------
                    (Address of principal executive offices)


Registrant's telephone number, including area code (703) 295-0300
                                                  ---------------
<PAGE>   2
Item 5.          Other Events

                 Information contained in a News Release dated May 20, 1998, is
incorporated herein by reference.
<PAGE>   3


                                   SIGNATURE


                 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 hereunto duly authorized.


                                             Columbia Energy Group
                                             ---------------------
                                                     (Registrant)




                                             By     /s/J. W. Grossman
                                               ------------------------------
                                                      Vice President &
                                                      Controller

Date: May 21, 1998

<PAGE>   1


For Immediate Release                                                  Contact:
                                                                       -------
May 20, 1998                                        Carl Ericson (703) 295-0424


                         BOARD OF COLUMBIA ENERGY GROUP
                         SPLITS STOCK, RAISES DIVIDEND

                 HOUSTON, May 20 -- The board of directors of Columbia Energy
Group today approved a three-for-two stock split of Columbia's outstanding
common stock along with a 20 percent increase in the quarterly dividend, which
becomes 30 cents per share of pre-split stock (20 cents per share post-split).

                 Both actions are effective June 15 for stockholders of record
as of June 1, 1998.

                 Oliver G. Richard III, chairman, CEO and president of Columbia
Energy Group, said, "I am very pleased to announce that Columbia's significant
financial progress will result in an historic, first-ever stock split.  The
company believes that the split of its common stock will broaden its
distribution and be in the best interest of the company and its stockholders."

                 The three-for-two stock split will be accomplished by a
50-percent stock dividend, by which Columbia will issue one additional share of
Columbia common stock for every two shares outstanding.  The value of any
fractional shares resulting from the split will be valued at the closing price
on June 1 and paid in cash to the shareholders.  Certificates for the
additional shares resulting from the split will be mailed on the effective
date, along with checks for the value of the fractional share interests.
Columbia stock has traded in recent days in the low-80s; a comparable
post-split stock price would be in the mid-50s.

                 The brokers' cutoff date for the purpose of determining
full-share and fractional-share requirements will be June 8, 1998.

                 The Columbia Energy Group, located in Reston, Va., is one of
the nation's leading energy companies, with assets of more than $6 billion. Its
operating companies are engaged in all phases of the natural gas business plus
marketing, energy management services, propane sales and electric power
generation, sales and trading. Columbia companies, directly or indirectly,
serve more than 7 million natural gas customers - 12 percent of the nation's
total - in 15 states and the District of Columbia.


<PAGE>   2


                 Information about Columbia Energy Group is available on the
World Wide Web at www.columbiaenergygroup.com.  Columbia stock trades on the
New York Stock Exchange under the symbol CG.

                                      ###


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