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File No. 70-8925
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective Amendment No. 11 to Form U-1
JOINT APPLICATION-DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
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COLUMBIA ENERGY GROUP
COLUMBIA ENERGY GROUP SERVICE CORPORATION
COLUMBIA ENERGY SERVICES CORPORATION
COLUMBIA DEEP WATER SERVICES COMPANY
COLUMBIA PIPELINE CORPORATION
13880 Dulles Corner Lane
Herndon, VA 20171-4600
COLUMBIA ENERGY RESOURCES, INC.
COLUMBIA NATURAL RESOURCES, INC.
900 Pennsylvania Avenue
Charleston, WV 25302
COLUMBIA GAS TRANSMISSION COMPANY
12801 Fair Lakes Parkway
Fairfax, VA 22030-0146
COLUMBIA GULF TRANSMISSION COMPANY
2603 Augusta, Suite 125
Houston, TX 77057
COLUMBIA PROPANE CORPORATION
9200 Arboretum Parkway, Suite 140
Richmond, VA 23236
COLUMBIA GAS OF KENTUCKY, INC.
COLUMBIA GAS OF OHIO, INC.
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COLUMBIA GAS OF MARYLAND, INC.
COLUMBIA GAS OF PENNSYLVANIA, INC.
COLUMBIA GAS OF VIRGINIA, INC.
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)
COLUMBIA ENERGY GROUP
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(Names of top registered holding company parent of
each applicant or declarant)
J. W. Trost, Vice President
COLUMBIA ENERGY GROUP SERVICE CORPORATION
13880 Dulles Corner Lane
Herndon, VA 20171-4600
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(Name and address of agent for service)
Names and Addresses of Subsidiary Company Agents for Service:
J. W. TROST, Vice President
Columbia Energy Group Service Corporation
Columbia Pipeline Corporation
13880 Dulles Corner Lane
Herndon, VA 20171-4600
R. LAWLER, Vice President and Retail Controller
Columbia Energy Services Corporation
13880 Dulles Corner Lane
Herndon, VA 20171-4600
P. R. ALDRIDGE, President
Columbia Deep Water Services Company
13880 Dulles Corner Lane
Herndon, VA 20171-4600
M. A. CHANDLER, Vice President and
Chief Financial Officer
Columbia Energy Resources, Inc.
Columbia Natural Resources, Inc.
900 Pennsylvania Avenue
Charlestown, WV 25302
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G. A. BARNARD, Treasurer and Controller
Columbia Gas Transmission Corporation
Columbia Gulf Transmission Company
1700 MacCorkle Avenue, S.E.
Charleston, WV 25314
S. M. NORDIN, Treasurer
Columbia Propane Corporation
9200 Arboretum Parkway, Suite 140
Richmond, VA 23236
A. J. SONDERMAN, Corporate Secretary
Columbia Gas of Kentucky, Inc.
Columbia Gas of Ohio, Inc.
Columbia Gas of Maryland, Inc.
Columbia Gas of Pennsylvania, Inc.
Columbia Gas of Virginia, Inc.
200 Civic Center Drive
Columbus, OH 43215
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(Names and Address of Other Agents for Service)
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Item 1. Description of Proposed Transaction
Columbia Energy Group(1) ("Columbia") and its above-named subsidiary
companies seek authority for Columbia Pipeline Corporation ("Pipeline") to
participate in the system Money Pool.
On December 23, 1996, the Commission issued an order (the "Omnibus
Financing Order") to Columbia that among other things granted authorization to
continue the operation of the Money Pool (as defined in the original
Application-Declaration) through December 31, 2001 (HCAR No. 35-26634; 70-8925).
Columbia requested that the Commission reserve jurisdiction for Money Pool
participation by new direct or indirect subsidiaries engaged in new lines of
business that were not included as part of the original Application-Declaration.
On December 22, 1997, the Commission issued an order granting
authorization to continue the operation of the Money Pool through December 31,
2003 (HCAR No. 35-26798; 70-9129). All borrowings through the Money Pool will be
subject to the terms and conditions imposed on Money Pool transactions under the
Omnibus Financing Order.
Pipeline was formed pursuant to Rule 58 to engage in various
transportation and gathering services for natural gas, where such transportation
and gathering are not directly regulated by the Federal Energy Regulatory
Commission, and are only minimally regulated by the States.
Pipeline may, from time to time, generate cash in excess of its
immediate cash requirements. It is proposed that such temporary cash may, at
Pipeline's option, be invested in the Money Pool.
Pipeline may, from time to time, require short-term funds to meet
normal working capital requirements. It is proposed that Pipeline would borrow
such short-term funds from Columbia(2) or from the Money Pool. Such loans to
Pipeline through the Money Pool will be made pursuant to a short-term grid note,
consistent with the Omnibus Financing Order, as supplemented by the December 22,
1997 order.
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1 Formerly named The Columbia Gas System, Inc.
2 Pipeline will rely on Rule 52 for any borrowings from Columbia
outside of the Money Pool.
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The cost of money on all short-term advances and the investment rate
for moneys invested in the Money Pool will be the interest rate per annum equal
to the Money Pool's weighted average short-term investment rate and/or
Columbia's short-term borrowing rate. Should there be no Money Pool investments
or Columbia borrowings, the cost of money will be the prior month's average
Federal Funds rate as published in the Federal Reserve Statistical Release,
Publication H.15 (519). A default rate equal to 2% per annum above the
pre-default rate on unpaid principal amounts will be assessed if any interest or
principal payment becomes past due.
* * * * * *
Rule 24(c)(1), in pertinent part, provides that, unless otherwise
designated in an application or declaration, every order is subject to a
requirement that the transaction proposed be carried out within 60 days of the
date of such order. As a practical matter, the failure to designate an
alternative period has led to a number of lapsed orders in the past,
necessitating the filing of post-effective amendments and the issuance of
supplemental orders. To avoid a recurrence of this situation, Columbia hereby
designates a period from the date of the order in this matter to its express
termination by subsequent order as the period in which it will carry out
transactions authorized in this order, or previously authorized by Commission
order, in accordance with the terms and conditions of, and for the purposes as
authorized by the relevant orders.
(b) Describe briefly, and where practicable state the approximate
amount of, any material interest in the proposed transaction, direct or
indirect, of any associate or affiliate of the applicant or declarant company or
any affiliate of any such associate company.
Not applicable.
(c) If the proposed transaction involves the acquisition of securities
not issued by a registered holding company or subsidiary thereof, describe
briefly the business and property, present or proposed, of the issuer of such
securities.
Not applicable.
(d) If the proposed transaction involves the acquisition or disposition
of assets, describe briefly such assets, setting forth original cost, vendor's
book cost (including the basis of determination) and applicable valuation and
qualifying reserves.
Not applicable.
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 the applicant
or declarant to act for the successful bidder.
Services of Columbia Energy Group Service Corporation in
connection with the preparation of this Post-Effective
Amendment to the Application-Declaration ...................... $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.
Columbia Energy Group Service Corporation will perform certain services
at cost, as set forth in Item 2(a) above.
Item 3. Applicable Statutory Provisions
(a) State the section of the Act and the rules thereunder believed to
be applicable to the proposed transaction. If any section or rule would be
applicable in the absence of a specific exemption, state the basis of exemption.
Sections 6(a), 7 and 12; and Rules 43 and 45(a) are applicable to the
participation by FinanceCo. in the Money Pool.
(b) If an applicant is not a registered holding company or a subsidiary
thereof, state the name of each public utility company of which it is an
affiliate, or of which it will become an affiliate as a result of the proposed
transaction, and the reasons why it is or will become such an affiliate.
Not applicable.
ITEM 4. REGULATORY APPROVAL
(a) State the nature and extent of the jurisdiction of any State
commission or any Federal commission (other than the Securities and Exchange
Commission) over the proposed transaction.
Not applicable.
(b) Describe the action taken or proposed to be taken before any
Commission named in answer to Paragraph (a) of this item in connection with the
proposed transaction.
Not applicable.
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 supplemental order on or
before March 15, 1999.
(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
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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, and (iv) waive a 30-day
waiting period between the issuance of the Commission's order and the date on
which it is to become effective.
Item 6. Exhibits and Financial Statements
(a) Exhibits
Opinion of Counsel (to be filed by Post-Effective Amendment).
(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.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned companies have duly caused this Post-Effective
Amendment 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.
COLUMBIA ENERGY GROUP
DATE: February 5, 1999 by: //s// M. W. O'Donnell
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M. W. O'Donnell, Senior Vice President
& Chief Financial Officer
COLUMBIA ENERGY RESOURCES, INC.
COLUMBIA NATURAL RESOURCES, INC.
DATE: February 5, 1999 by: //s// M. A. Chandler
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M. A. Chandler, Vice President and
Chief Financial Officer
COLUMBIA DEEP WATER SERVICES COMPANY
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DATE: February 5, 1999 by: //s// P.R. Aldridge
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P.R. Aldridge, President
COLUMBIA GAS OF KENTUCKY, INC.
COLUMBIA GAS OF OHIO, INC.
COLUMBIA GAS OF MARYLAND, INC.
COLUMBIA GAS OF PENNSYLVANIA, INC.
COLUMBIA GAS OF VIRGINIA, INC.
COLUMBIA GULF TRANSMISSION COMPANY
COLUMBIA GAS TRANSMISSION CORPORATION
COLUMBIA PROPANE CORPORATION
COLUMBIA ENERGY GROUP SERVICE CORPORATION
COLUMBIA ENERGY SERVICES CORPORATION
COLUMBIA PIPELINE CORPORATION
DATE: February 5, 1999 by: //s// J. W. Trost
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J. W. Trost, Vice President
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