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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT
FOR THE QUARTER ENDED DECEMBER 31, 1999
Filed Pursuant to Rule 58 of the Public Utility Holding Company Act of 1935
COLUMBIA ENERGY GROUP
13880 Dulles Corner Lane
Herndon, VA 20171-4600
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CONTENTS
Page
ITEM 1 - Organization Chart 2
ITEM 2 - Issuances and Renewals of Securities and Capital Contributions 4
ITEM 3 - Associate Transactions 4
ITEM 4 - Summary of Aggregate Investment 5
ITEM 5 - Other Investments 5
ITEM 6 - Financial Statements and Exhibits 5
SIGNATURE 6
EXHIBIT A 7
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ITEM 1 - ORGANIZATION CHART
<TABLE>
<CAPTION>
Name Energy or Percentage
of Reporting gas-related Date of State of of Voting Nature of
Company Company Organization Organization Securities Held Business
- -------------- ----------- -------------- ------------ --------------- ---------
<S> <C> <C> <C> <C> <C>
Columbia Gas-related January 7, 1998 Delaware 100% (Non-FERC
Deep Water jurisdictional)
Services gas pipeline
Company development
(Deep Water)
Columbia Gas-related October 1, 1998 Delaware 100% Resource
Energy Development
Resources, Inc.
(CER)
Columbia Energy-related November 6, 1998 Delaware 100% Electric
Electric Liberty Generation
Corp. (CELC)*
Columbia Energy-related November 6, 1998 Delaware 100% Electric
Electric Limited Generation
Holdings Corp.
(CELHC)**
Columbia Energy-related October 28, 1998 Delaware 100% Retail
Energy Energy
Retail Corp. Marketing
(CERC)
Columbia Gas-related October 30, 1998 Delaware 100% Holding
Pipeline Company
Corp. (CPC) for (non-FERC
jurisdictional)
gas pipeline
companies
CGT Gas-related June 30, 1999 Delaware 100% Holds Columbia
Trailblazer, Gulf's interest
L.L.C. in the Trailblazer
Partnership (gas
pipeline
development)
</TABLE>
* Formerly TriStar Ventures Corporation 10 (TVC-10)
** Formerly TriStar Ventures Corporation 9 (TVC-9)
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ITEM 1 - ORGANIZATION CHART (continued)
<TABLE>
<CAPTION>
Name Energy or Percentage
of Reporting gas-related Date of State of of Voting Nature of
Company Company Organization Organization Securities Held Business
- -------------- ----------- -------------- ------------ --------------- ---------
<S> <C> <C> <C> <C> <C>
Columbia Energy-related August 11, 1999 Delaware 100% Co-generation
Capacity, L.L.C. Power Plant
(Columbia Capacity)
Columbia Energy-related November 11, 1999 Delaware 100% Co-generation
Electric Power Plant
Kelson
Corp. (CEKC)
Columbia Energy-related November 29, 1999 Delaware 100% Co-generation
Electric Power Plant
Pedrick
Limited II
Corp. (CEPL)
Columbia Energy-related December 23, 1999 Delaware 100% Co-generation
Electric Power Plant
Liberty
Member
Corp. (CELM)
</TABLE>
On October 20, 1999 Columbia Electric Corporation (CE) made an equity
contribution of $4,355,000 in the form of cash to Columbia Capacity.
On November 11, 1999 CE created CEKC for the purpose of participating in the
Kelson Ridge Project (Free State Electric, LLC) in connection with the
development, ownership, financing, construction and operating of a power
generation project to be located in Charles County, Md. On November 12, 1999,
the Board of Directors of CEKC authorized to issue and sell for cash or other
valuable consideration to CE up to 3,000 shares of common stock, $.01 par value,
at a price of $10,000 per share. Consideration received in excess of par value
was designated as paid-in excess. On December 28, 1999, CEKC issued and sold for
cash to CE four shares of common stock, $.01 par value, for $10,000 per share.
On November 17, 1999 CE made an equity contribution of $4,355,000 in the form of
cash to Columbia Capacity.
On November 29, 1999 Columbia Electric Pedrick General Corporation (CEPG)
created CEPL for the purpose of participating in the Pedricktown Cogeneration
Limited Partnership (PCLP). On November 29, 1999 the Board of Directors of CEPL
authorized to issue and sell one share of common stock to CEPG for a 14%
interest in PCLP. The transaction took place on November 29, 1999.
On November 30, 1999, Columbia Gulf sold its 100% interest in CGT Trailblazer,
L.L.C.
On December 15, 1999 CE made an equity contribution of $4,355,000 in the form of
cash to Columbia Capacity.
On December 23, 1999 CELHC created CELM for the purpose of participating in the
Liberty Electric Power, LLC Project in connection with the development,
ownership, financing, construction and operating of a power generation project
to be located in Liberty, PA. On December 23, 1999, the Board of Directors of
CELM authorized to issue and sell for cash or other valuable consideration to
CELHC up to 3,000 shares of common
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stock, $.01 par value, at a price of $10,000 per share. On the date of
organization, $403,773 of equity was transferred to CELM from CELHC.
ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
SECURITIES:
<TABLE>
<CAPTION>
Company Type of Principal Person to Collateral Consideration
Issuing Security Amount of Issue or Cost of Whom Security Given with Received for
Security Issued Security Renewal Capital was Issued Security Each Security
- -------- ------ -------- ------- ------- ---------- -------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
</TABLE>
Confidential treatment requested.
CAPITAL CONTRIBUTIONS:
Company Company Amount
Contributing Receiving of
Capital Capital Capital Contribution
------- ------- --------------------
Confidential treatment requested.
ITEM 3 - ASSOCIATE TRANSACTIONS
Part I -- Transactions performed by reporting companies on behalf of associate
companies
<TABLE>
<CAPTION>
Reporting Associate
Company Company Types of Direct Indirect Total
Rendering Receiving Services Costs Costs Cost Amount
Services Services Rendered Charged Charged of Capital Billed
-------- -------- -------- ------- ------- ---------- ------
<S> <C> <C> <C> <C> <C> <C>
</TABLE>
Confidential treatment requested.
Part II -- Transactions performed by associate companies on behalf of reporting
companies
<TABLE>
<CAPTION>
Associate Reporting
Company Company Types of Direct Indirect Total
Rendering Receiving Services Costs Costs Cost Amount
Services Services Rendered Charged Charged of Capital Billed
-------- -------- -------- ------- ------- ---------- ------
<S> <C> <C> <C> <C> <C> <C>
</TABLE>
Confidential treatment requested.
4
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ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
<TABLE>
<CAPTION>
Investments in energy-related companies:
(dollars in thousands)
<S> <C> <C>
Total consolidated capitalization as of December 31, 1999 $3,703,700 Line 1
Total capitalization multiplied by 15%
(line 1 multiplied by 0.15) $555,555 Line 2
Greater of $50 million or line 2 $555,555 Line 3
Total current aggregate investment:
(categorized by major line of energy-related business)
Energy-related business *
Total current aggregate investment * Line 4
Difference between the greater of $50 million or 15% of capitalization and
the total aggregate investment of the registered holding company system
(line 3 less line 4) * Line 5
Investments in gas-related companies *
</TABLE>
*Confidential treatment requested.
ITEM 5 - OTHER INVESTMENTS
<TABLE>
<CAPTION>
Major Line Other Other
of Energy-Related Investment in last Investment in this Reason for difference in
Business U-9C-3 Report U-9C-3 Report Other Investment
- ----------------- ------------------ ------------------ ------------------------
<S> <C> <C> <C>
</TABLE>
Confidential treatment requested.
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
List all financial statements and exhibits filed as a part of this report.
Financial Statements: SEE 1999 FORM U-5S FOR COLUMBIA ENERGY GROUP
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Exhibits:
1. Copies of contracts required to be provided by Item 3 shall be filed as
exhibits.
NOT APPLICABLE
2. Certificate stating that a copy of the reports for the previous quarter
has been filed with interested state commissions shall be filed as an
exhibit. The certificate shall provide the names and addresses of the
state commissions.
EXHIBIT A
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Columbia Energy Group
---------------------
(Registrant)
Date: March 28, 2000 By: /s/ M. W. O'Donnell
-----------------------------
M. W. O'Donnell
Senior Vice President & Chief
Financial Officer
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Exhibit A
CERTIFICATE
Columbia Energy Group's Quarterly Report on Form U-9C-3 filed pursuant
to Rule 58 for the quarter ended September 30, 1999 was filed with each state
commission having jurisdiction over the retail rates of the public utility
companies that are associate companies of any of the reporting companies.
The names and addresses of each such state utility commission is:
Commonwealth of Kentucky Public Service Commission
730 Schenkel Lane
Frankfort, KY 40602
Public Service Commission of Maryland
6 St. Paul Centre
Baltimore, MD 21202
Public Utilities Commission of Ohio
180 East Broad Street
Columbus, OH 43215
Pennsylvania Public Utility Commission
901 North 7th Street Rear
Harrisburg, PA 17105-3265
Virginia State Corporation Commission
1300 East Main Street
Richmond, VA 23219
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