COLUMBIA ENERGY GROUP
8-K, 1999-07-19
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) July 15, 1999




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


        Delaware                     1-1098                   13--1594808
(State or other jurisdiction       (Commission               (IRS Employer
     of incorporation)             File Number)            Identification No.)


          13880 Dulles Corner Lane, Herndon, VA 20171-4600 (Address of
                          principal executive offices)


        Registrant's telephone number, including area code (703) 561-6000
<PAGE>   2
Item 5. Other Events

            Information contained in News Releases dated July 15, 1999 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/ Jeffrey W. Grossman
                                             ----------------------------------
                                             Vice President & Controller


Date: July 19, 1999
<PAGE>   4
For Immediate Release                                                  CONTACTS:
July 15, 1999                             Thomas L. Hughes (Financial Community)
                                                                    703/561-6001
                                                  R. A. Rankin, Jr. (News Media)
                                                                    703/561-6044

COLUMBIA ENERGY GROUP INCREASES
STOCK REPURCHASE PROGRAM BY $400 MILLION

      HERNDON, Va., July 15 - Columbia Energy Group announced today that its
board of directors has authorized a $400 million increase in the company's open
market share repurchase program, bringing the total current amount available
under the program to $420 million. The board authorized the repurchases to take
place through July 14, 2000.

      The board considers Columbia's stock a good long-term investment and
determined that the increase in the authorized amount of share repurchases would
provide additional liquidity and some immediate value for those shareholders
interested in cash, while enabling long-term shareholders to increase their
proportionate interest in Columbia's equity and therefore in the company's
earnings and assets.

      Oliver G. Richard, III, Columbia's chairman, president and CEO said, "The
board has taken this action because it believes Columbia's true value is not
fully reflected in its current stock price, which was impacted in 1999 by much
warmer than usual weather and by significant investments and costs in the
marketing segment, and does not reflect Columbia's long-term business prospects.
This repurchase program, announced on the same day as we reported our fourth
consecutive quarter of increased net income, demonstrates our clear commitment
to enhance shareholder value in both the near and long term. We continue to
implement our strategic initiatives to take advantage of opportunities in a
rapidly evolving energy industry."

      Columbia previously has repurchased approximately $80 million of its
common shares under a $100 million buyback program authorized by the board in
February 1999.

      As required under the securities laws, Columbia will not repurchase any of
its securities under the repurchase program until a Schedule 13e-1 containing
certain information is filed with the Securities and Exchange Commission and
sent to Columbia's shareholders. The repurchase program authorizes Columbia
Energy Group to make purchases in the open market or otherwise. Any market
purchase transactions will be effected on the New York Stock Exchange. The
timing and terms of these purchases, and the number of shares actually
purchased, will be determined by management based on market conditions and other
factors. Purchases will be conducted in accordance with applicable rules of the
Securities and Exchange Commission. Purchased shares will be held in


                                    - more -
<PAGE>   5
treasury and will be available for general corporate purposes or resale at a
future date, or will be retired. Any purchases will be financed with short-term
debt, or made from available funds. The plan may be suspended or terminated at
any time, at the company's discretion. This announcement is not a request or
offer for tender of shares to the company. The company currently has
approximately 82 million shares outstanding.

      Columbia Energy Group, based in Herndon, Va., is one of the nation's
leading energy services companies, with 1998 revenues of nearly $6.6 billion and
assets of about $7 billion. Its operating companies engage in all phases of the
natural gas business, including exploration and production, transmission,
storage and distribution, as well as commodities marketing, energy management,
propane sales and electric power generation, sales and trading. Information
about Columbia Energy Group (NYSE:CG) is available on the Internet at
www.columbiaenergygroup.com.

      This press release contains "forward-looking statements" within the
meaning of the federal securities laws, including statements concerning
Columbia's plans, objectives and expected performance. There can be no assurance
that actual results will not differ materially due to various factors, many of
which are beyond the control of Columbia, including, but not limited to,
competition, the regulatory approval process, weather, supply and demand for
natural gas, electricity, propane and petroleum and changes in general economic
conditions. The safe harbor provisions of the Private Securities Litigation
Reform Act with respect to forward-looking statements are not available to
statements made in connection with a tender offer.


                                      # # #
<PAGE>   6
FOR IMMEDIATE RELEASE                                                  CONTACTS:
July 15, 1999                       News Media: R.A. Rankin, Jr.  (703) 561-6044
                           Financial Community:  Thomas L. Hughes (703) 561-6001
                                            Melissa E. Bockelmann (703) 561-6011


COLUMBIA ENERGY GROUP POSTS
HIGHER EARNINGS FOR 1999 SECOND QUARTER

      HERNDON, Va., July 15 -- Columbia Energy Group today reported second
quarter 1999 net income of $26.1 million, or 32 cents per share, up $3.3
million, or five cents per share, over the same period in 1998.

       Oliver G. Richard III, chairman, president and CEO of Columbia Energy
Group, said, "We are pleased to report that the 1999 second quarter marks the
fourth consecutive quarter where net income increased over the same period in
the prior year. Nine of the past 11 quarters have shown similar improvements. We
are proud of the significant strides Columbia made during 1999's second quarter
toward meeting our ongoing strategic goals, especially for some of our
nonregulated businesses. These included a discovery in the company's exploration
and production operations, three acquisitions in our propane business, and the
start of construction on a new fiber network for telecommunications along our
pipelines' right-of-way."

      During the 1999 second quarter, Columbia Energy Resources, Columbia's
exploration and production subsidiary, purchased a working interest in nearly
500 natural gas and oil wells and more than 170,000 net acres of developed and
undeveloped property and added to its natural gas gathering system. It also
continued to redefine the Appalachian Basin with the discovery of a potentially
new and significant natural gas production zone in West Virginia.

      Columbia Propane successfully completed two acquisitions and announced a
third during the 1999 second quarter that will substantially increase its
service area and nearly triple the number of customers it serves. When Columbia
Propane completes its pending acquisition of National Propane Partners, L.P.
later this month, it will serve nearly 340,000 customers in 35 states.

      Richard said he is particularly pleased with Columbia's recently unveiled
plans to build the initial leg of its telecommunications network, serving the
Washington, D.C. to New York City corridor. A wholly owned Columbia subsidiary
will build and maintain a fiber network on pipeline rights-of-way. The
Washington to New York fiber link is expected to be completed by the end of
1999.


                                    - more -
<PAGE>   7
      Richard also noted, relative to the marketing operations, "Brian Watt,
recently named president and CEO of Columbia Energy Services, will be continuing
the strategic assessment of all facets of Columbia Energy Services' businesses,
which was begun in the first quarter of 1999. Due to his early participation in
this project he has an excellent knowledge of these businesses and I am
confident he will provide the necessary direction, immediately. Although showing
improvement, we continue to be dissatisfied with Columbia Energy Services'
operations and results."

      Richard said, "Our current thinking is that operating income for the full
year should be around $625 million, or 15 percent higher than 1998, with much of
the increase coming from our nonregulated segments."

      The $3.3 million increase in second quarter net income was primarily
attributable to tax planning initiatives and improved results from the
distribution operations, partially offset by higher expenses associated with
expanding Columbia's retail marketing operations and costs associated with an
offer made to acquire a company that was later withdrawn.

      Second quarter 1999 revenues totaled $1.7 billion, up $373.4 million over
the 1998 period, while operating income was $64.3 million, a decrease of $6.6
million from last year's second quarter.

SECOND QUARTER RESULTS BY SEGMENT

      The TRANSMISSION AND STORAGE segment's second quarter 1999 operating
income was $55.9 million, down $2.9 million from 1998. The decrease was due
largely to a favorable adjustment in 1998 for Columbia Gulf Transmission's
regulatory settlement. Improving the 1999 second quarter was additional revenue
from Columbia Gas Transmission's three-year market expansion project, which will
be completed at the end of 1999.

      Second quarter operating income for the DISTRIBUTION segment of $16.6
million rose $3.2 million over the year-earlier period. Improving operating
income were increased transportation revenues and lower other taxes, primarily
reflecting reduced property taxes. Second quarter results in both years were
hampered by warmer than normal weather.

      Operating income of $6.9 million for the EXPLORATION AND PRODUCTION
segment decreased $1.6 million from the 1998 second quarter, reflecting lower
gas prices. Gas prices received for natural gas production averaged $2.69 per
thousand cubic feet (Mcf), down 12 cents per Mcf from the 1998 period.
Production of 10.3 billion cubic feet (Bcf) was unchanged from 1998's second
quarter.

      The MARKETING segment reported an operating loss of $10.5 million,
primarily reflecting additional customer acquisition costs for retail marketing
operations and higher expenses for increased staffing levels. Gross margins
increased $4.6 million due primarily to improved margins from retail and
wholesale operations and fees related to gas management activities for third
parties. In the 1998 period, the marketing segment had an operating loss of $7.6
million. Gas sales customers now total over 320,000, compared to 53,300 in
1998's second quarter. Gas sales were 391.4 Bcf for the second quarter, an
increase of 44 Bcf over last year, and power sales of 9,910 gigawatt hours
(Gwen) were up 6,862 Gwen, or over three times the 1998 level.


                                    - more -
<PAGE>   8
      Higher operating expenses led to an operating loss for the PROPANE, POWER
GENERATION AND LNG segment of $500,000 versus an operating loss of $200,000 last
year. During the 1999 second quarter, Columbia Propane Corporation completed an
acquisition that contributed to the 6.5 million-gallon increase in propane sales
over the year-earlier period.

      The corporate segment reflected a loss of $4.1 million versus a $2 million
loss in the 1998 second quarter. The additional loss related to expenses
incurred for consulting services when Columbia made an offer to acquire
Consolidated Natural Gas Company that was later withdrawn.

RESULTS FOR FIRST HALF OF 1999

      Columbia's net income for the 1999 first half was $176.5 million, or $2.13
per share, an increase of $6.2 million, or 9 cents per share, over the 1998
first half.

      This improvement reflected the impact of colder weather in 1999 and a
$20.6 million after-tax gain recorded in the 1999 first quarter for the producer
contract settlement stemming from Columbia's bankruptcy proceedings that
concluded in 1995, largely offset by an increased loss in the marketing segment,
higher operating expenses and lower prices for natural gas production. Also
affecting the year-to-year comparison was a 1998 reduction in postretirement
benefit costs that reflected the purchase of insurance for a portion of those
liabilities.

RESULTS BY SEGMENT

      The TRANSMISSION AND STORAGE segment's operating income for the 1999 first
half was $200.1 million, up $23.5 million over the same period last year. The
increase reflected the prep-tax effect of the producer settlement mentioned
above, additional revenues from Columbia Gas Transmission's market expansion
project, and increased transportation and storage services. Partially offsetting
these increases was the effect of a 1998 improvement attributable to the
reduction in postretirement benefit costs and Columbia Gulf Transmission's
regulatory settlement, both mentioned previously. Both periods included base gas
sales; $14.4 million in 1999 and $13.4 million in 1998.

      DISTRIBUTION'S operating income of $146.8 million rose $13.3 million,
primarily reflecting the weather-related improvement, mentioned previously.
Results for both years were hampered by warmer than normal weather; however,
1999 was 15 percent colder than 1998, which improved net revenues about $36
million. Results for 1998 were helped by a reduction in postretirement benefit
costs that contributed approximately $16 million to 1998 operating income.

      EXPLORATION AND PRODUCTION'S operating income of $12.5 million was $10.4
million below 1998 due to sharply lower gas prices. Gas prices averaged $2.56
per Mcf in the first half of 1999 compared to $3.09 per Mcf last year, while
1999 gas production of 20.9 Bcf was up 0.7 Bcf.

      The MARKETING segment's operating loss of $32 million was $18.9 million
greater than in 1998. Higher operating costs in 1999 primarily reflected higher
investment in infrastructure, customer acquisition and retention costs as well
as additional staffing levels. Total gross margins decreased $1.1 million
primarily due to weak wholesale trading results.


                                    - more -
<PAGE>   9
      PROPANE, POWER GENERATION AND LNG'S operating income of $8.6 million
improved $1.3 million over last year, primarily reflecting additional propane
sales from recent acquisitions. Though reduced by the warmer than normal
weather, propane sales were 55.5 million gallons, up 20.7 million gallons, or
nearly 60 percent, over the same period last year.

OTHER INCOME, INTEREST EXPENSE AND TAXES

      Other income of $10.7 million for the 1999 first half rose $5.2 million
over the year-earlier period, due largely to a $2.9 million first quarter 1999
gain from the sale of coal properties. Interest expense of $81.7 million was
relatively unchanged from the 1998 period.

      Income tax expense of $89.4 million for the 1999 first half rose $9.2
million from the year-earlier period, primarily due to higher income in 1999.
Income benefited from as a result of tax planning initiatives in the 1998 first
quarter and to a lesser extent in the 1999 second quarter.

      Columbia Energy Group, based in Herndon, Va., is one of the nation's
leading energy services companies, with 1998 revenues of nearly $6.6 billion and
assets of about $7 billion. Its operating companies engage in all phases of the
natural gas business, including exploration and production, transmission,
storage and distribution, as well as commodities marketing, energy management,
propane sales and electric power generation, sales and trading. Information
about Columbia Energy Group (NYSE:CG) is available on the Internet at
www.columbiaenergygroup.com.

      This press release contains "forward-looking statements" within the
meaning of the Federal securities laws, including statements concerning, on a
consolidated, segment or subsidiary basis, Columbia's plans, objectives and
expected performance. There can be no assurance that actual results will not
differ materially due to various factors, many of which are beyond the control
of Columbia, including, but not limited to, competition, the regulatory approval
process, weather, supply and demand for natural gas, electricity and propane and
changes in general economic conditions.

      The quarterly conference call between Oliver G. Richard III, Columbia's
chairman, president and CEO, Michael W. O'Donnell, Columbia's chief financial
officer, and security analysts will be available, in a listen-only mode, via the
Internet at http://www.columbiaenergygroup.com for investors, the press and
other members of the public. The discussion, including statements by Richard and
ODDBALL, will begin today, July 15, at 1:30 p.m. Eastern time.

      To connect via the Internet, access our web site at
www.columbiaenergygroup.com and go to the Investor Information section of the
site. Next, access the prep-event' page and connect to the conference call. From
this site you will be able to listen to the call as well as test your browser
and/or download the required Realizer(TM) plug-in. A playback of the call will
also be available later that afternoon from the audio archive section of our web
site.
<PAGE>   10
                              COLUMBIA ENERGY GROUP
                     Summary of Financial and Operating Data


<TABLE>
<CAPTION>
                                                                  THREE MONTHS                      SIX MONTHS
                                                                  ENDED JUNE 30,                    ENDED JUNE 30,
                                                               1999             1998             1999             1998
                                                             --------         --------         --------         --------
<S>                                                          <C>              <C>              <C>              <C>
INCOME STATEMENT DATA
($ in millions)

Net Revenues
   Energy sales .....................................         1,487.6          1,147.4          3,747.8          2,745.4
   Less: Products purchased .........................         1,294.7            936.8          3,191.6          2,156.0
                                                             --------         --------         --------         --------

   Gross Margin .....................................           192.9            210.6            556.2            589.4

   Transportation ...................................           144.9            121.5            355.6            282.7
   Production gas sales .............................             9.5             11.7             19.9             29.1
   Other ............................................            49.2             41.8            116.1            106.9
                                                             --------         --------         --------         --------
Total Net Revenues ..................................           396.5            385.6          1,047.8          1,008.1
                                                             --------         --------         --------         --------

Operating Expenses
   Operation and maintenance ........................           231.8            216.9            479.9            423.0
   Settlement of gas supply charges .................            --               --              (29.8)            --
   Depreciation and depletion .......................            58.4             52.8            135.2            126.0
   Other taxes ......................................            42.0             45.0            125.6            134.0
                                                             --------         --------         --------         --------
Total Operating Expenses ............................           332.2            314.7            710.9            683.0
                                                             --------         --------         --------         --------

Operating Income ....................................            64.3             70.9            336.9            325.1
                                                             --------         --------         --------         --------

Other Income (Deductions)
   Interest income and other, net ...................             6.5              3.2             10.7              5.5
   Interest expense and related charges .............           (40.6)           (38.5)           (81.7)           (80.1)
                                                             --------         --------         --------         --------
Total Other Income (Deductions) .....................           (34.1)           (35.3)           (71.0)           (74.6)
                                                             --------         --------         --------         --------

Income before Income Taxes ..........................            30.2             35.6            265.9            250.5
Income Taxes ........................................             4.1             12.8             89.4             80.2
                                                             --------         --------         --------         --------

Net Income ..........................................            26.1             22.8            176.5            170.3
                                                             ========         ========         ========         ========

PER SHARE DATA
   Basic Earnings Per Share of Common Stock ($) .....            0.32             0.27             2.13             2.04
   Diluted Earnings Per Share of Common Stock ($) ...            0.32             0.27             2.12             2.03

   Basic Average Common Shares Outstanding (millions)            82.3             83.3             82.8             83.3
   Diluted Average Common Shares (millions) .........            82.8             83.7             83.2             83.7
</TABLE>
<PAGE>   11
                              COLUMBIA ENERGY GROUP
               Summary of Financial and Operating Data (continued)



OPERATING INCOME (LOSS) BY SEGMENT
($ in millions)

                       TRANSMISSION AND STORAGE OPERATIONS

<TABLE>
<CAPTION>
                                              THREE MONTHS                SIX MONTHS
                                              ENDED JUNE 30,              ENDED JUNE 30,
                                           --------------------        ---------------------
                                            1999          1998          1999           1998
                                           ------        ------        ------         ------
<S>                                        <C>           <C>           <C>            <C>
OPERATING REVENUES
   Transportation revenues ........         134.5         134.5         316.9          314.6
   Storage revenues ...............          43.7          45.7          94.0           92.3
   Other revenues .................           4.6           4.9          25.2           23.1
                                           ------        ------        ------         ------
 Total Operating Revenues .........         182.8         185.1         436.1          430.0
                                           ------        ------        ------         ------

 OPERATING EXPENSES
   Operation and maintenance ......          86.6          89.0         183.5          174.5
   Settlement of gas supply charges          --            --           (29.8)          --
   Depreciation ...................          26.9          24.0          53.6           50.0
   Other taxes ....................          13.4          13.3          28.7           28.9
                                           ------        ------        ------         ------
 Total Operating Expenses .........         126.9         126.3         236.0          253.4
                                           ------        ------        ------         ------

 OPERATING INCOME .................          55.9          58.8         200.1          176.6
                                           ======        ======        ======         ======
</TABLE>


                       DISTRIBUTION OPERATIONS

<TABLE>
<CAPTION>
                                        THREE MONTHS                  SIX MONTHS
                                       ENDED JUNE 30,                ENDED JUNE 30,
                                     ---------------------       ---------------------
                                       1999          1998          1999           1998
                                     -------       -------       -------        -------
<S>                                  <C>           <C>           <C>            <C>
NET REVENUES
  Sales revenues ............          252.7         276.5       1,163.8        1,020.5
  Less:  Cost of gas sold ...          155.4         158.3         822.0          639.8
                                     -------       -------       -------        -------
  Net Sales Revenues ........           97.3         118.2         341.8          380.7
                                     -------       -------       -------        -------

  Transportation revenues ...           66.7          35.8         173.7           93.5
  Less:  Associated gas costs            9.0           4.4          18.9           10.0
                                     -------       -------       -------        -------
  Net Transportation Revenues           57.7          31.4         154.8           83.5
                                     -------       -------       -------        -------

Net Revenues ................          155.0         149.6         496.6          464.2
                                     -------       -------       -------        -------

OPERATING EXPENSES
  Operation and maintenance .           97.2          92.0         209.6          183.9
  Depreciation ..............           17.1          16.7          53.1           50.5
  Other taxes ...............           24.1          27.5          87.1           96.3
                                     -------       -------       -------        -------
Total Operating Expenses ....          138.4         136.2         349.8          330.7
                                     -------       -------       -------        -------

OPERATING INCOME ............           16.6          13.4         146.8          133.5
                                     =======       =======       =======        =======
</TABLE>
<PAGE>   12
                              COLUMBIA ENERGY GROUP
               Summary of Financial and Operating Data (continued)



                      EXPLORATION AND PRODUCTION OPERATIONS

<TABLE>
<CAPTION>
                                        THREE MONTHS                 SIX MONTHS
                                        ENDED JUNE 30,              ENDED JUNE 30,
                                     --------------------        --------------------
                                      1999          1998          1999          1998
                                     ------        ------        ------        ------
<S>                                  <C>           <C>           <C>           <C>
OPERATING REVENUES
   Gas revenues .............          27.9          28.8          53.8          62.4
   Other revenues ...........           3.6           3.6           8.2           7.4
                                     ------        ------        ------        ------
Total Operating Revenues ....          31.5          32.4          62.0          69.8
                                     ------        ------        ------        ------

OPERATING EXPENSES
   Operation and maintenance           13.4          12.4          26.3          22.8
   Depreciation and depletion           8.7           8.7          18.2          18.9
   Other taxes ..............           2.5           2.8           5.0           5.2
                                     ------        ------        ------        ------
Total Operating Expenses ....          24.6          23.9          49.5          46.9
                                     ------        ------        ------        ------

OPERATING INCOME ............           6.9           8.5          12.5          22.9
                                     ======        ======        ======        ======
</TABLE>


                              MARKETING OPERATIONS

<TABLE>
<CAPTION>
                                         THREE MONTHS                   SIX MONTHS
                                         ENDED JUNE 30,                ENDED JUNE 30,
                                    -----------------------        -----------------------
                                     1999            1998           1999            1998
                                    -------         -------        -------         -------
<S>                                 <C>             <C>            <C>             <C>
OPERATING REVENUES
   Gas revenues ............          858.5           781.7        1,993.4         1,640.8
   Power revenues ..........          356.5            91.5          551.2            97.8
                                    -------         -------        -------         -------
Total Operating Revenues ...        1,215.0           873.2        2,544.6         1,738.6

Less:  Products purchased ..        1,198.7           861.5        2,522.7         1,715.6
                                    -------         -------        -------         -------

Gross Margin ...............           16.3            11.7           21.9            23.0
                                    -------         -------        -------         -------

OPERATING EXPENSES
   Operation and maintenance           23.8            18.0           47.7            33.5
   Depreciation ............            2.4             0.7            4.4             1.4
   Other taxes .............            0.6             0.6            1.8             1.2
                                    -------         -------        -------         -------
Total Operating Expenses ...           26.8            19.3           53.9            36.1
                                    -------         -------        -------         -------

OPERATING (LOSS) ...........          (10.5)           (7.6)         (32.0)          (13.1)
                                    =======         =======        =======         =======
</TABLE>
<PAGE>   13
                              COLUMBIA ENERGY GROUP
               Summary of Financial and Operating Data (continued)



                  PROPANE, POWER GENERATION AND LNG OPERATIONS


<TABLE>
<CAPTION>
                                                   THREE MONTHS                   SIX MONTHS
                                                   ENDED JUNE 30,                ENDED JUNE 30,
                                               ---------------------         --------------------
                                                1999           1998           1999          1998
                                               ------         ------         ------        ------
<S>                                            <C>            <C>            <C>           <C>
NET REVENUES
   Propane revenues ...................          13.1            9.7           45.8          34.4
   Petroleum revenues .................          21.4           --             21.4          --
                                               ------         ------         ------        ------
   Total Propane and Petroleum Revenues          34.5            9.7           67.2          34.4
   Less: Products purchased ...........          27.1            5.6           43.2          18.5
                                               ------         ------         ------        ------

   Net Propane and Petroleum Revenues .           7.4            4.1           24.0          15.9

   Power generation ...................           1.5            2.3            3.5           3.8

   Other revenues .....................           5.6            3.6           11.2           7.6
                                               ------         ------         ------        ------

Net Revenues ..........................          14.5           10.0           38.7          27.3
                                               ------         ------         ------        ------

OPERATING EXPENSES
   Operation and maintenance ..........          12.2            8.5           25.2          16.8
   Depreciation .......................           2.2            1.2            3.6           2.2
   Other taxes ........................           0.6            0.5            1.3           1.0
                                               ------         ------         ------        ------
Total Operating Expenses ..............          15.0           10.2           30.1          20.0
                                               ------         ------         ------        ------

OPERATING INCOME (LOSS) ...............          (0.5)          (0.2)           8.6           7.3
                                               ======         ======         ======        ======
</TABLE>


                                    CORPORATE

<TABLE>
<CAPTION>
                                              THREE MONTHS                     SIX MONTHS
                                             ENDED JUNE 30,                 ENDED JUNE 30,
                                          ---------------------          ---------------------
                                            1999         1998              1999          1998
                                          --------     --------          --------      ---------
<S>                                       <C>          <C>               <C>           <C>
OPERATING INCOME (LOSS)...............       (4.1)         (2.0)               0.9        (2.1)
                                             ====          ====                ===        ====
</TABLE>
<PAGE>   14
                              COLUMBIA ENERGY GROUP
               Summary of Financial and Operating Data (continued)



<TABLE>
<CAPTION>
                                                                    JUNE 30, 1999               DECEMBER 31, 1998
                                                                    -------------               -----------------
<S>                                                                 <C>                         <C>
CAPITALIZATION
($ in millions)

Common Stock Equity
     Common stock,  $.01 par value, authorized
     200,000,000 shares, outstanding 82,013,792
     and 83,511,878 shares, respectively* ...............                   0.8                         835.1

     Additional paid in capital .........................               1,599.8                         761.8

     Retained earnings ..................................                 550.9                         409.5

     Unearned employee compensation .....................                  (0.6)                         (0.9)

     Accumulated other comprehensive income:
       Foreign currency translation adjustment ..........                  --                            (0.2)

     Treasury stock, at cost (1,539,800 shares held as of
       June 30, 1999) ...................................                 (79.9)                         --
                                                                        -------                       -------

Total Common Stock Equity ...............................               2,071.0                       2,005.3

Long-Term Debt ..........................................               1,950.6                       2,003.1
                                                                        -------                       -------

Total Capitalization ....................................               4,021.6                       4,008.4
                                                                        =======                       =======

Short-Term Debt .........................................                 174.5                         144.8
                                                                        =======                       =======
</TABLE>


*     The par value of the common stock was reduced from $10 to $.01 per share
      and the number of authorized shares of common stock increased from 100
      million to 200 million effective May 19, 1999.
<PAGE>   15
                              COLUMBIA ENERGY GROUP
               Summary of Financial and Operating Data (continued)


<TABLE>
<CAPTION>
                                                          THREE MONTHS                      SIX MONTHS
                                                          ENDED JUNE 30,                    ENDED JUNE 30,
                                                    --------------------------        ---------------------------
                                                       1999             1998             1999              1998
                                                    ---------        ---------        ---------         ---------
<S>                                                 <C>              <C>              <C>               <C>
TOTAL REVENUES ($ IN MILLIONS) .............          1,700.2          1,326.8          4,258.3           3,174.1

AVERAGE PRICE OF GAS PRODUCTION ($ PER MCF)
     U.S ...................................             2.69             2.81             2.56              3.09
     Canada ................................             2.24             2.66             2.41              2.79

OPERATING DATA
   Gas Production (billion cubic feet):
     U.S ...................................             10.2             10.2             20.8              20.1
     Canada ................................              0.1              0.1              0.1               0.1
                                                    ---------        ---------        ---------         ---------
     Total .................................             10.3             10.3             20.9              20.2
                                                    =========        =========        =========         =========

   Propane gallons sold (millions) .........             16.5             10.0             55.5              34.8
                                                    =========        =========        =========         =========

   Marketing volumes sold
     Gas sales (billion cubic feet) ........            391.4            347.4            945.2             711.6
     Power sales (gigawatt hours) ..........            9,910            3,048           17,756             3,353

THROUGHPUT
Transmission (billion cubic feet):
   Transportation
      Columbia Transmission
        Market area ........................            164.4            166.9            558.4             523.6
      Columbia Gulf
        Mainline ...........................            149.5            151.1            296.9             281.8
        Short-haul .........................             58.0             59.4            108.6             121.6
Intrasegment eliminations ..................           (145.6)          (147.4)          (284.3)           (272.4)
                                                    ---------        ---------        ---------         ---------
Total Throughput ...........................            226.3            230.0            679.6             654.6
                                                    =========        =========        =========         =========

Distribution (billion cubic feet):
   Gas sales ...............................             21.2             28.8            114.2             129.0
   Transportation ..........................             76.9             62.5            184.8             146.6
                                                    ---------        ---------        ---------         ---------
Total Throughput ...........................             98.1             91.3            299.0             275.6
   Off-system sales ........................              9.2             22.4            165.5              51.4
                                                    ---------        ---------        ---------         ---------
Total Sold and Transported .................            107.3            113.7            464.5             327.0
                                                    =========        =========        =========         =========

DEGREE DAYS (DISTRIBUTION SERVICE TERRITORY)
    Actual .................................              483              518            3,261             2,837
    Normal .................................              580              580            3,527             3,527
    % Colder (warmer) than normal ..........              (17)             (11)              (8)              (20)
    % Colder (warmer) than prior period ....               (7)             (38)              15               (20)
</TABLE>


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