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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
AMENDMENT NO. 1
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
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For the fiscal year ended September 30, 1995
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OR,
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
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For the transition period from to
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Commission file number 1-7727
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Connecticut Natural Gas Corporation
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(Exact name of registrant as specified in its charter)
Connecticut 06-0383860
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Columbus Blvd.
P.O. Box 1500
Hartford, Connecticut 06144-1500
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (860) 727-3459
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The purpose of this amendment is to file as exhibits to Form 10-K the
information required by Form 11-K with respect to the Connecticut Natural
Gas Corporation Employee Savings Plan and Union Employee Savings Plan for
the fiscal year ending December 31, 1995.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by
the undersigned thereunto duly authorized
CONNECTICUT NATURAL GAS CORPORATION
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(Registrant)
Date June 28, 1996 S/ Andrew H. Johnson
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Andrew H. Johnson
Treasurer and Chief Accounting
Officer
(On behalf of the registrant and as Chief
Accounting Officer)
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
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(a) 1. Financial Statements:
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The consolidated balance sheets, statements of income, statements of
cash flows, statements of capitalization and statements of common
stock equity, together with the notes to the financial statements
and report thereon of Arthur Andersen LLP dated November 21, 1995,
are included in Part II, Item 8 herein.
2. Financial Statement Schedules:
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The following financial statement schedules included herein under
Item 14(d) are filed as part of this report. Schedules I, III, IV,
and V are not submitted because they are not applicable or the
information required to be included therein is contained in the
financial statements and footnotes.
II Valuation and Qualifying Accounts and Reserves for the fiscal
years ended September 30, 1995, 1994 and 1993
Individual financial statements for the Company have been omitted as
not being required since -
1. Consolidated statements of the Company and one or more of its
subsidiaries are filed; and
2. The Company's total assets, exclusive of investments in and
advances to its consolidated subsidiaries, constitute 75
percent or more of the total assets shown by the most recent
year-end consolidated balance sheet filed and the Company's
total gross revenues, exclusive of interest and dividends
received, or its equity in the income of the consolidated
subsidiaries, for the most recent period for which an income
statement is filed, constitute 75 percent or more of the
total gross revenues shown by the consolidated income
statement filed.
3. Exhibits
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Exhibit
Number
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3 Articles of Incorporation and By-Laws
(i) Charter of the Company and all Amendments thereto
(ii) By-Laws of the Company, as amended, filed as Exhibit No.
3(ii) to the Company's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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4 Instruments Defining Rights of Security Holders, Including Indentures
(i) Indenture of Mortgage and Deed of Trust between The Hartford
Gas Company and The First National Bank of Hartford, Trustee
dated February 1, 1947, filed as Exhibit No. 2.2 to the
Company's Registration Statement on Form S-7 filed with the
Commission on December 8, 1970 (Commission File No. 2-38993)
(ii) In addition to the Indenture of Mortgage and Deed of Trust
referred to in 4(i) above, there have been sixteen
supplemental indentures thereto, all of which have been filed
with the Commission as follows:
(a) Supplemental indentures 1-9 filed as Exhibit No. 2.2 to
the Company's Registration Statement on Form S-7 filed
with the Commission on December 8, 1970 (Commission File
No. 2-38993)
(b) Tenth Supplemental Indenture filed as Exhibit No. 2.3 to
the Company's Registration Statement on Form S-7 filed
with the Commission on March 3, 1972 (Commission File
No. 2-43286)
(c) Eleventh Supplemental Indenture filed as Exhibit No. V
to the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 1974, filed with the
Commission in March, 1975 (Commission File No. 1-7727)
(d) Twelfth Supplemental Indenture filed as Exhibit No. 4(h)
to the Company's Registration Statement on Form S-7
filed with the Commission on December 23, 1981
(Commission File No. 2-75457)
(e) Thirteenth Supplemental Indenture filed as Exhibit No. 4
to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1982, filed with the Commission
in August, 1982 (Commission File No. 1-7727)
(f) Fourteenth Supplemental Indenture filed as Exhibit No.
4(iii) to the Company's Current Report on Form 8-K,
dated August 28, 1986, filed with the Commission in
September, 1986 (Commission File No. 1-7727)
(g) Fifteenth Supplemental Indenture filed as Exhibit No.
4(iii) to the Company's Current Report on Form 8-K,
dated December 8, 1987, filed with the Commission in
December, 1987 (Commission File No. 1-7727)
(h) Sixteenth Supplemental Indenture filed as Exhibit No.
4(ii)(h) to the Company's Quarterly Report on Form 10-Q
for the quarter ended September 30, 1989, filed with the
Commission in November, 1989 (Commission File No. 1-
7727)
9 Voting Trust Agreement
Not applicable
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 Material Contracts
(i) Underground storage service agreement (rate schedule SS-1)
between the Company and PYEC, filed as Exhibit No. 10(vii) to
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1981, filed with the Commission on March
30, 1982 (Commission File No. 1-7727)
(ii) Storage service transportation contract (rate schedule SST-
NE) between the Company and Tennessee for firm delivery of
gas stored by PYEC, filed as Exhibit No. 10(x) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1981, filed with the Commission on March
30, 1982 (Commission File No. 1-7727)
(iii) Agreement dated November 1, 1980 between the Company and
Robert H. Willis, filed as Exhibit No. 10(j) to the Company's
Registration Statement on Form S-7 filed with the Commission
on December 23, 1981 (Commission File No. 2-75457)
(iv) Firm storage service transportation contract (rate schedule
FSST-NE) between the Company and Tennessee for delivery of
gas stored by Penn York, filed as Exhibit No. 10(xviii) to
the Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1985, filed with the Commission on March
30, 1986 (Commission File No. 1-7727)
(v) Loan Agreement and Amendments thereto, between The Hartford
Steam Company and Connecticut National Bank, filed as Exhibit
No. 10(xxii) to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1986, filed with the
Commission on March 31, 1987 (Commission File No. 1-7727)
(vi) Canadian gas transportation contract (rate schedule CGT-NE)
between the Company and Tennessee, dated December 1, 1987,
filed as Exhibit No. 10(xxiii) to the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1987,
filed with the Commission on March 29, 1988 (Commission File
No. 1-7727)
(vii) Gas purchase contract between the Company and TransCanada
Pipelines Limited, dated September 14, 1987, filed as Exhibit
No. 10(xxiv) to the Company's Annual Report on Form 10-K for
the fiscal year ended December 31, 1987, filed with the
Commission on March 29, 1988 (Commission File No. 1-7727)
(viii) Gas sales agreement between the Company and Boundary Gas,
Inc., dated September 14, 1987, filed as Exhibit No. 10(xxv)
to the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 1987, filed with the Commission on
March 29, 1988 (Commission File No. 1-7727)
(ix) Steam Supply Agreement between The Hartford Steam Company and
Independent Energy Operations, Inc., dated December 3, 1987,
filed as Exhibit No. 10(xxv) to the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1989,
filed with the Commission on March 28, 1990 (Commission File
No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 (x) Partial Release of Mortgage agreement, dated March 1, 1989,
to the Open-End Mortgage and Security Agreement between The
Hartford Steam Company and The Connecticut National Bank,
dated March 1, 1983 (filed as Exhibit No. 10(xxii) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1986, filed with the Commission on March
31, 1987 (Commission File No. 1-7727)), filed as Exhibit No.
10(xxvi) to the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 1989, filed with the
Commission on March 28, 1990 (Commission File No. 1-7727)
(xi) Fourth Amendment, dated August 15, 1989, to the Open End
Mortgage and Security Agreement between The Hartford Steam
Company and The Connecticut National Bank, dated March 1,
1983 (filed as Exhibit No. 10(xxii) to the Company's Annual
Report on Form 10-K for the fiscal year ended December 31,
1986, filed with the Commission on March 31, 1987 (Commission
File No. 1-7727)), filed as Exhibit No. 10(xxvii) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1989, filed with the Commission on March
28, 1990 (Commission File No. 1-7727)
(xii) Open-End Mortgage and Security Agreement between Energy
Networks, Inc. and The Connecticut National Bank, dated March
1, 1989, filed as Exhibit No. 10(xxviii) to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1989, filed with the Commission on March 28, 1990
(Commission File No. 1-7727)
(xiii) Collateral Assignment of Lease and Rentals, dated March 1,
1989, to the Open-End Mortgage and Security Agreement between
Energy Networks, Inc. and The Connecticut National Bank,
dated March 1, 1989 (filed as Exhibit 10(xxviii) herein),
filed as Exhibit No. 10(xxix) to the Company's Annual Report
on Form 10-K for the fiscal year ended December 31, 1989,
filed with the Commission on March 28, 1990 (Commission File
No. 1-7727)
(xiv) Amended and Restated Loan Agreement between The Hartford
Steam Company and The Connecticut National Bank, dated March
31, 1983, filed as Exhibit No. 10(xxx) to the Company's
Annual Report on Form 10-K for the fiscal year ended December
31, 1989, filed with the Commission on March 28, 1990
(Commission File No. 1-7727)
(xv) Precedent Agreement to First Amendment, dated September 14,
1988, to the Gas Sales Agreement between the Company and
Boundary Gas, Inc., dated September 14, 1987 (filed as
Exhibit No. 10(xxv) to the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 1987, filed with
the Commission on March 29, 1988 (Commission File No. 1-
7727)), filed as Exhibit No. 10(xxxi) to the Company's Annual
Report on Form 10-K for the fiscal year ended December 31,
1989, filed with the Commission March 28, 1990 (Commission
File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 (xvi) First Amendment, dated January 1, 1990, to the Gas Sales
Agreement between the Company and Boundary Gas, Inc., dated
September 14, 1987 (filed as Exhibit No. 10(xxv) to the
Company's Annual Report on Form 10-K for the fiscal year
ended December 31, 1987, filed with the Commission on March
29, 1988 (Commission File No. 1-7727)), filed as Exhibit
10(xxxii) to the Company's Annual Report on Form 10-K for the
fiscal year ended December 31, 1989, filed with the
Commission on March 28, 1990 (Commission File No. 1-7727)
(xvii) Sixth Amendment, dated September 30, 1991, to the Loan
Agreement between The Hartford Steam Company and The
Connecticut National Bank, dated March 1, 1983 (filed as
Exhibit No. 10(xxii) to the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 1986, filed with
the Commission on March 31, 1987 (Commission File No. 1-
7727)), filed as Exhibit No. 10(xxxviii) to the Company's
Transition Report on Form 10-K for the period October 1, 1990
to September 30, 1991, filed with the Commission on December
23, 1991, (Commission File No. 1-7727)
(xviii) Medium Term Notes, Series A, Placement Agency Agreement among
Connecticut Natural Gas Corporation, PaineWebber Incorporated
and Smith Barney, Harris Upham & Co. Incorporated, dated
November 1, 1991, filed as Exhibit No. 10(xxxix) to the
Company's Transition Report on Form 10-K for the period
October 1, 1990 to September 30, 1991, filed with the
Commission on December 23, 1991, (Commission File No. 1-7727)
(xix) Issuing and Paying Agency Agreement between The Connecticut
National Bank and Connecticut Natural Gas Corporation, for
the Medium Term Notes, Series A, dated November 1, 1991,
filed as Exhibit No. 10(xl) to the Company's Transition
Report on Form 10-K for the period October 1, 1990 to
September 30, 1991, filed with the Commission on December 23,
1991, (Commission File No. 1-7727)
(xx) Connecticut Natural Gas Corporation Executive Restricted
Stock Plan, filed as Exhibit A to the Company's definitive
proxy statement dated March 26, 1991, filed with the
Commission on March 26, 1991 (Commission File No. 1-7727)
(xxi) Gas Transportation Contract for Firm Reserved Service, dated
February 7, 1991, between the Company and the Iroquois Gas
Transmission System, L.P., filed as Exhibit No. 10(xxxvii) to
the Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1992, filed with the Commission on
December 23, 1992, (Commission File No. 1-7727)
(xxii) Gas Sales Agreement No. 1, dated February 7, 1991, between
the Company and Alberta Northeast Gas Limited, filed as
Exhibit No. 10(xxxviii) to the Company's Annual Report on
Form 10-K for the fiscal year ended September 30, 1992, filed
with the Commission on December 23, 1992, (Commission File
No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 (xxiii) Gas Sales Agreement No. 2, dated February 7, 1991, between
the Company and Alberta Northeast Gas Limited, filed as
Exhibit No. 10(xxxix) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1992, filed with
the Commission on December 23, 1992, (Commission File No. 1-
7727)
(xxiv) Gas Sales Agreement (ProGas), dated February 7, 1991, between
the Company and Alberta Northeast Gas Limited, filed as
Exhibit No. 10(xl) to the Company's Annual Report on Form 10-
K for the fiscal year ended September 30, 1992, filed with
the Commission on December 23, 1992, (Commission File No. 1-
7727)
(xxv) Gas Sales Agreement (ATCOR), dated February 7, 1991, between
the Company and Alberta Northeast Limited, filed as Exhibit
No. 10(xli) to the Company's Annual Report on Form 10-K for
the fiscal year ended September 30, 1992, filed with the
Commission on December 23, 1992, (Commission File No. 1-7727)
(xvi) Gas Sales Agreement (AEC), dated February 7, 1991, between
the Company and Alberta Northeast Gas Limited, filed as
Exhibit No. 10(xlii) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1992, filed with
the Commission on December 23, 1992, (Commission File No. 1-
7727)
(xvii) Gas Transportation Contract for Firm Reserved Service, dated
October 20, 1992, between the Company and the Iroquois Gas
Transmission System, L.P., filed as Exhibit No. 10(xlvii) to
the Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1992, filed with the Commission on
December 23, 1992, (Commission File No. 1-7727)
(xxviii) Revolving Credit Agreement, dated March 30, 1993, between the
Company and The First National Bank of Boston, filed as
Exhibit No. 10(xlviii) to the Company's Quarterly Report on
Form 10-Q for the quarter ended March 31, 1993, filed with
the Commission on May 3, 1993 (Commission File No. 1-7727)
(xxix) Secured Note Purchase Agreement, dated July 15, 1993, between
the CNG Realty Corp. and the Aid Association for Lutherans,
filed as Exhibit No. 10(xlix) to the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1993,
filed with the Commission on August 3, 1993 (Commission File
No. 1-7727)
(xxx) Capital Contribution Support Agreement, dated April 15, 1993,
among Connecticut Natural Gas Corporation, ENI Transmission
Company and Bank of Montreal, filed as Exhibit No. 10(l) to
the Company's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1993, filed with the Commission on August 3,
1993 (Commission File No. 1-7727)
(xxxi) Steam and Chilled Water Supply Agreement, dated May 28, 1986,
between Capitol District Energy Center Cogeneration
Associates and Energy Networks, Incorporated, filed as
Exhibit No. 10(xxxvii) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1993, filed with
the Commission December 28, 1993 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 (xxxii) Service Agreement #89102 (Rate Schedule AFT-1), dated June 1,
1993, between the Company and Algonquin Gas Transmission
Company, filed as Exhibit No. 10(xxxviii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xxxiii) Service Agreement #93005 (Rate Schedule AFT-1), dated June 1,
1993, between the Company and Algonquin Gas Transmission
Company, filed as Exhibit No. 10(xxxix) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xxxiv) Service Agreement #93205 (Rate Schedule AFT-1), dated June 1,
1993, between the Company and Algonquin Gas Transmission
Company, filed as Exhibit No. 10(xl) to the Company's Annual
Report on Form 10-K for the fiscal year ended September 30,
1993, filed with the Commission December 28, 1993 (Commission
File No. 1-7727)
(xxxv) Service Agreement #93404 (Rate Schedule AFT-1), dated June 1,
1993, between the Company and Algonquin Gas Transmission
Company, filed as Exhibit No. 10(xlii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xxxvi) Service Agreement #.6426, dated June 1, 1993, between the
Company and Transcontinental Gas Pipe Line Corporation, filed
as Exhibit No. 10(xlv) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1993, filed with
the Commission December 28, 1993 (Commission File No. 1-7727)
(xxxvii) Service Agreement #800380 (Rate Schedule CDS), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(xlvi) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xxxviii) Service Agreement #800341 (Rate Schedule FT-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(xlvii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xxxix) Service Agreement #800294 (Rate Schedule FT-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(xlviii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xl) Service Agreement #800295 (Rate Schedule FT-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(xlix) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
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10 (xli) Service Agreement #400148 (Rate Schedule SS-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(l) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xlii) Service Agreement #400149 (Rate Schedule SS-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(li) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xliii) Service Agreement #400150 (Rate Schedule SS-1), dated June 1,
1993, between the Company and Texas Eastern Transmission
Corporation, filed as Exhibit No. 10(lii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993, filed with the Commission December 28,
1993 (Commission File No. 1-7727)
(xliv) Service Agreement (Rate Schedule FTNN), dated October 1,
1993, between the Company and CNG Transmission Corporation,
filed as Exhibit No. 10(liii) to the Company's Annual Report
on Form 10-K for the fiscal year ended September 30, 1993,
filed with the Commission December 28, 1993 (Commission File
No. 1-7727)
(xlv) Service Agreement (Rate Schedule GSS), dated November 1,
1993, between the Company and CNG Transmission Corporation,
filed as Exhibit No. 10(liv) to the Company's Annual Report
on Form 10-K for the fiscal year ended September 30, 1993,
filed with the Commission December 28, 1993 (Commission File
No. 1-7727)
(xlvi) Amended and Restated CNG Officers' Retirement Plan, dated
June 28, 1994, filed as Exhibit No. 10(liii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1994, filed with the Commission December 27,
1994 (Commission File No. 1-7727)
(xlvii) The Connecticut Natural Gas Corporation Officers' Retirement
Plan Trust Agreement, dated January 9, 1989, filed as Exhibit
No. 10(liv) to the Company's Annual Report on Form 10-K for
the fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
(xlviii) First Amendment to the Connecticut Natural Gas Corporation
Officers' Retirement Plan and Deferred Compensation Plan
Trust Agreement, dated August 5, 1993, filed as Exhibit No.
10(lv) to the Company's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
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Exhibit
Number
------------
10 (xlix) The Connecticut Natural Gas Corporation Deferred Compensation
Plan, as amended, dated January 1, 1993, filed as Exhibit No.
10(lvi) to the Company's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
(l) First Amendment to the Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated December 2, 1993, filed as
Exhibit No. 10(lvii) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(li) Second Amendment to the Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated June 28, 1994, filed as
Exhibit No. 10(lviii) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(lii) Agreement and Declaration of Trust, Connecticut Natural Gas
Corporation Employee Benefit Trust, dated December 28, 1987,
filed as Exhibit No. 10(lix) to the Company's Annual Report
on Form 10-K for the fiscal year ended September 30, 1994,
filed with the Commission December 27, 1994 (Commission File
No. 1-7727)
(liii) First Amendment to Agreement and Declaration of Trust,
Connecticut Natural Gas Corporation Employee Benefit Trust,
Dated December 2, 1993, filed as Exhibit No. 10(lx) to the
Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(liv) Agreement and Declaration of Trust, Connecticut Natural Gas
Corporation Union Employee Benefit Trust, dated December 2,
1993, filed as Exhibit No. 10(lxi) to the Company's Annual
Report on Form 10-K for the fiscal year ended September 30,
1994, filed with the Commission December 27, 1994 (Commission
File No. 1-7727)
(lv) CNG Annual Incentive Plan, 1994, filed as Exhibit No.
10(lxii) to the Company's Annual Report on Form 10-K for the
fiscal year ended September 30, 1994, filed with the
Commission December 27, 1994 (Commission File No. 1-7727)
(lvi) Settlement Agreement and Release of All Claims by and between
Connecticut Natural Gas Corporation and Donato P. Lauria,
dated November 29, 1993, filed as Exhibit No. 10(lxiii) to
the Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(lvii) Letter of Credit and Reimbursement Agreement by and between
Energy Networks, Inc. and The Bank of Nova Scotia, dated
October 14, 1994, filed as Exhibit No. 10(lxiv) to the
Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (lviii) Second Amended and Restated Loan Agreement by and between The
Hartford Steam Company and Shawmut Bank Connecticut, N.A.,
dated October 28, 1994, filed as Exhibit No. 10(lxv) to the
Company's Annual Report on Form 10-K for the fiscal year
ended September 30, 1994, filed with the Commission December
27, 1994 (Commission File No. 1-7727)
(lix) Medium Term Notes, Series B, Placement Agency Agreement among
Connecticut Natural Gas Corporation, Smith Barney Inc., and
A.G. Edwards & Sons, Inc., dated June 14, 1994, filed as
Exhibit No. 10(lxvi) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(lx) Issuing and Paying Agency Agreement between Shawmut Bank
Connecticut, National Association, and Connecticut Natural
Gas Corporation, for Medium Term Notes, Series B, dated June
14, 1994, filed as Exhibit No. 10(lxvii) to the Company's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1994, filed with the Commission December 27,
1994 (Commission File No. 1-7727)
(lxi) Service Agreement (EFT Service), dated July 31, 1993, between
the Company and National Fuel Gas Supply Corporation, filed
as Exhibit No. 10(lxviii) to the Company's Annual Report on
Form 10-K for the fiscal year ended September 30, 1994, filed
with the Commission December 27, 1994 (Commission File No. 1-
7727)
(lxii) Gas Storage Contract, dated February 16, 1990, between the
Company and ENDEVCO Industrial Gas Sales Company, filed as
Exhibit No. 10(lxix) to the Company's Annual Report on Form
10-K for the fiscal year ended September 30, 1994, filed with
the Commission December 27, 1994 (Commission File No. 1-7727)
(lxiii) Commercial Revolving Credit Agreement by and between Fleet
Bank, National Association, and Energy Networks, Inc., dated
December 21, 1994, filed as Exhibit No. 10(lxx) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
December 31, 1994, filed with the Commission January 31, 1995
(Commission File No. 1-7727)
(lxiv) Service Agreement #86006 (Rate Schedule AFT-1), dated
September 1, 1994, between the Company and Algonquin Gas
Transmission Company, filed as Exhibit No. 10(lxxi) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(lxv) Service Agreement #93005 (Rate Schedule AFT-1), dated
September 1, 1994, between the Company and Algonquin Gas
Transmission Company, filed as Exhibit No. 10(lxxii) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(lxvi) Service Agreement #9B103 (Rate Schedule AFT-1), dated
September 1, 1994, between the Company and Algonquin Gas
Transmission Company, filed as Exhibit No. 10(lxxiii) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (lxvii) Service Agreement #9W005 (Rate Schedule AFT-1), dated
September 1, 1994, between the Company and Algonquin Gas
Transmission Company, filed as Exhibit No. 10(lxxiv) to the
Company's Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995, filed with the Commission August 2, 1995
(Commission File No. 1-7727)
(lxviii) KBC Energy Services Partnership Agreement, dated June 19,
1995, By and Among Bay State Energy Enterprises, Inc., ENI
Gas Services, Inc., and Koch Energy Alliance Company, filed
as Exhibit No. 10(lxxv) to the Company's Quarterly Report on
Form 10-Q for the quarter ended June 30, 1995, filed with the
Commission August 2, 1995 (Commission File No. 1-7727)
(lxix) Gas Storage Agreement No. 1626 (Rate Schedule FS), dated
September 1, 1993, by and between the Company and Tennessee
Gas Pipeline Company
(lxx) Gas Transportation Agreement No. 2498 (Rate Schedule FT-A),
dated September 1, 1993, by and between the Company and
Tennessee Gas Pipeline Company
(lxxi) Gas Transportation Agreement No. 3900 (Rate Schedule FT-A),
dated October 1, 1993, by and between the Company and
Tennessee Gas Pipeline Company
(lxxii) Gas Transportation Agreement No. 3901 (Rate Schedule FT-A),
dated October 1, 1993, by and between the Company and
Tennessee Gas Pipeline Company
(lxxiii) Gas Transportation Agreement No. 2075 (Rate Schedule FT-A),
dated September 1, 1993, by and between the Company and
Tennessee Gas Pipeline Company
(lxxiv) Gas Storage Agreement No. 6445 (Rate Schedule FS), dated
April 1, 1994, by and between the Company and Tennessee Gas
Pipeline Company
(lxxv) Gas Transportation Agreement No. 9283 (Rate Schedule FT-A),
dated January 24, 1995, by and between the Company and
Tennessee Gas Pipeline Company
(lxxvi) Second Amendment to Connecticut Natural Gas Corporation
Employee Savings Plan, dated June 27, 1995
(lxxvii) Second Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated January 24, 1995
(lxxviii) Third Amendment to Connecticut Natural Gas Corporation Union
Employee Savings Plan, dated June 27, 1995
(lxxix) Amendment to Connecticut Natural Gas Corporation Officers'
Retirement Plan, dated June 27, 1995
<PAGE>
(a) 3. Exhibits (continued)
--------
Exhibit
Number
------------
10 (lxxx) Third Amendment to Connecticut Natural Gas Corporation
Deferred Compensation Plan, dated June 27, 1995
(lxxxi) Third Amendment to The Connecticut Natural Gas Corporation
Officers' Retirement Plan and Deferred Compensation Plan
Trust Agreement, dated September 12, 1995
(lxxxii) Second Amendment to Restricted Stock Agreement (Under the
Connecticut Natural Gas Corporation Executive Restricted
Stock plan), dated June 27, 1995
(lxxxiii) Third Amendment to Restricted Stock Agreement (Under the
Connecticut Natural Gas Corporation Executive Restricted
Stock plan), dated June 27, 1995
(lxxxiv) Amended and Restated CNG Nonemployee Directors' Fee Plan,
dated September 29, 1995
(lxxxv) CNG Nonemployee Directors' Fee Plan Trust Agreement, by and
between the Company and Fleet Bank, N.A., dated September 28,
1995
(lxxxvi) HSC Termination Agreement, dated August 1, 1995, among The
Hartford Steam Company, Connecticut Natural Gas Corporation,
Energy Networks, Inc., and Hartford Cogeneration Limited
Partnership
11 Computation of Consolidated Primary and Fully Diluted Earnings Per
Share
12 Computation of Ratios
Not applicable
13 Annual Report to Stockholders for the Fiscal Year Ended September 30,
1995
Not applicable
16 Letter Regarding Change in Certifying Accountant
Not applicable
18 Letter Regarding Change in Accounting Principles
Not applicable
21 Subsidiaries of the Registrant
22 Published Report Regarding Matters Submitted to Vote of Security
Holders
None
23 Consent of Independent Public Accountants
24 Power of Attorney
27 Financial Data Schedule
<PAGE>
(a) 3. Exhibits (concluded)
--------
Exhibit
Number
------------
28 Information from Reports Furnished to State Insurance Regulatory
Authorities
Not applicable
99 Additional Exhibits
(i) Exhibit Index
(ii) Information required by Form 11-K with respect to the
Connecticut Natural Gas Corporation Employee Savings Plan for
the fiscal year ending December 31, 1995
(iii) Information required by Form 11-K with respect to the
Connecticut Natural Gas Corporation Union Employee Savings
Plan for the fiscal year ending December 31, 1995
Exhibits 3(ii), 4(i), 4(ii)(a), 4(ii)(b), 4(ii)(c), 4(ii)(d), 4(ii)(e),
4(ii)(f), 4(ii)(g), 4(ii)(h), 10(i), 10(ii), 10(iii), 10(iv), 10(v),
10(vi), 10(vii), 10(viii), 10(ix), 10(x), 10(xi), 10(xii), 10(xiii),
10(xiv), 10(xv), 10(xvi), 10(xvii), 10(xviii), 10(xix), 10(xx), 10(xxi),
10(xxii), 10(xxiii), 10(xxiv), 10(xxv), 10(xxvi), 10(xxvii), 10(xxviii),
10(xxix), 10(xxx), 10(xxxi), 10(xxxii), 10(xxxiii), 10(xxxiv), 10(xxxv),
10(xxxvi), 10(xxxvii), 10(xxxviii), 10(xxxix), 10(xl), 10(xli), 10(xlii),
10(xliii), 10(xliv), 10(xlv), 10(xlvi), 10(xlvii), 10(xlviii), 10(xlix),
10(l), 10(li), 10(lii), 10(liii), 10(liv), 10(lv), 10(lvi), 10(lvii),
10(lviii), 10(lix), 10(lx), 10(lxi), 10(lxii), 10(lxiii), 10(lxiv),
10(lxv), 10(lxvi), 10(lxvii) and 10(lxviii) listed above which have been
filed with the Securities and Exchange Commission pursuant to the
Securities Act of 1933 and the Securities Exchange Act of 1934, and which
were designated as noted above and have not been amended, are hereby
incorporated by reference. All other exhibits referred to above are filed
herewith.
(b) Reports on Form 8-K
-------------------
There were no current reports filed on Form 8-K during the last quarter
of fiscal 1995.
<PAGE>
Exhibit 99(i)
Page 1 of 2
CONNECTICUT NATURAL GAS CORPORATION
Annual Report on Form 10-K
Exhibit Index
Fiscal Year Ended September 30, 1995
Document
Item Description Description
------------ ----------- ------------
99(i) Exhibit Index Ex-99.1
3(i) Charter of the Company and All Amendments Ex-3.1
Thereto
10(lxix) Gas Storage Agreement No. 1626 between the Ex-10.69
Company and Tennessee Gas Pipeline Company
10(lxx) Gas Transportation Agreement No. 2498 Ex-10.70
between the Company and Tennessee Gas
Pipeline Company
10(lxxi) Gas Transportation Agreement No. 3900 Ex-10.71
between the Company and Tennessee Gas
Pipeline Company
10(lxxii) Gas Transportation Agreement No. 3901 Ex-10.72
between the Company and Tennessee Gas
Pipeline Company
10(lxxiii) Gas Transportation Agreement No. 2075 Ex-10.73
between the Company and Tennessee Gas
Pipeline Company
10(lxxiv) Gas Storage Agreement No. 6445 between the Ex-10.74
Company and Tennessee Gas Pipeline Company
10(lxxv) Gas Transportation Agreement No. 9283 Ex-10.75
between the Company and Tennessee Gas
Pipeline Company
10(lxxvi) Second Amendment to Connecticut Natural Ex-10.76
Gas Corporation Employee Savings Plan
10(lxxvii) Second Amendment to Connecticut Natural Ex-10.77
Gas Corporation Union Employee Savings
Plan
10(lxxviii) Third Amendment to Connecticut Natural Gas Ex-10.78
Corporation Union Employee Savings Plan
10(lxxix) Amendment to Connecticut Natural Gas Ex-10.79
Corporation Officers' Retirement Plan
10(lxxx) Third Amendment to Connecticut Natural Gas Ex-10.80
Corporation Deferred Compensation Plan<PAGE>
Exhibit 99(i)
Page 2 of 2
CONNECTICUT NATURAL GAS CORPORATION
Annual Report on Form 10-K
Exhibit Index (concluded)
Fiscal Year Ended September 30, 1995
Document
Item Description Description
------------ ----------- ------------
10(lxxxi) Third Amendment to The Connecticut Natural Ex-10.81
Gas Corporation Officers' Retirement Plan
and Deferred Compensation Plan Trust
Agreement
10(lxxxii) Second Amendment to Restricted Stock Ex-10.82
Agreement
10(lxxxiii) Third Amendment to Restricted Stock Ex-10.83
Agreement
10(lxxxiv) Amended and Restated CNG Nonemployee Ex-10.84
Directors' Fee Plan
10(lxxxv) CNG Nonemployee Directors' Fee Plan Trust Ex-10.85
Agreement
10(lxxxvi) HSC Termination Agreement among The Ex-10.86
Hartford Steam Company, Connecticut
Natural Gas Corporation, Energy Networks,
Inc. and Hartford, Cogeneration Limited
Partnership
11 Computation of Consolidated Primary and Ex-11
Fully Diluted Earnings Per Share
21 Subsidiaries of the Registrant Ex-21
23 Consent of Independent Public Accountants Ex-23
24 Power of Attorney Ex-24
27 Financial Data Schedule Ex-27
99(ii) Requirements of Form 11-K for the Ex-99.2
Connecticut Natural Gas Corporation
Employee Savings Plan
99(iii) Requirements of Form 11-K for the Ex-99.3
Connecticut Natural Gas Corporation Union
Employee Savings Plan
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
FINANCIAL STATEMENTS AND SCHEDULES
----------------------------------
AS OF DECEMBER 31, 1995, 1994 AND 1993
--------------------------------------
TOGETHER WITH
--------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
INDEX
-----
PAGE
----
Report of Independent Public Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1995 2
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1994 4
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1995 5
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1994 7
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1993 8
Notes to Financial Statements and Schedules 9
Schedules:
Schedule I - Item 27a - Schedule of Assets Held for Investment
Purposes as of December 31, 1995 14
Schedule II - Item 27d - Schedule of Reportable Transactions for
the Year Ended December 31, 1995 15
All schedules, except those as set forth above, are omitted as not
applicable or not required.
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Plan Administrator of Connecticut Natural
Gas Corporation Employee Savings Plan:
We have audited the accompanying statements of net assets available for
benefits with fund information of Connecticut Natural Gas Corporation
Employee Savings Plan (the Plan) as of December 31, 1995 and 1994, and the
related statements of changes in net assets available for benefits with
fund information for each of the three years in the period ended December
31, 1995. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits with fund
information of the Plan as of December 31, 1995 and 1994, and the changes
in its net assets available for benefits with fund information for each of
the three years in the period ended December 31, 1995, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions are
presented for purposes of additional analysis and are not a required part
of the basic financial statements but are supplementary information
required by the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974.
The supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements for the year ended
December 31, 1995 and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
By Arthur Andersen LLP
----------------------
Arthur Andersen LLP
Hartford, Connecticut
June 24, 1996<PAGE>
-2-
<TABLE>
<CAPTION>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
Participant Directed
---------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
The Putnam
Putnam Fiduciary The George Fund for Putnam Putnam
Trust Company Putnam Fund Growth and Vista Overseas
Stable Value Fund of Boston Income Fund Growth Fund
---------------- ------------ ---------- ---------- -----------
Assets
------
Investments, at
current value $ 1,179,925 $ 3,170,234 $ 4,759,631 $ 754,331 $ 227,244
----------- ----------- ----------- ----------- -----------
Cash and temporary
investments - - - - -
----------- ----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - - - -
Employees 3,379 13,332 27,755 11,074 2,432
----------- ----------- ----------- ----------- -----------
3,379 13,332 27,755 11,074 2,432
----------- ----------- ----------- ----------- -----------
Total Assets 1,183,304 3,183,566 4,787,386 765,405 229,676
----------- ----------- ----------- ----------- -----------
Liabilities
-----------
Accounts payable to
broker - - - - -
----------- ----------- ----------- ----------- ----------- <PAGE>
Net Assets
Available for
Plan Benefits $ 1,183,304 $ 3,183,566 $ 4,787,386 $ 765,405 $ 229,676
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-3-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
Non-
Participant
Participant Directed Directed
-------------------- -----------
<S> <C> <C> <C> <C>
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
---------- ---------- ---------- --------
Assets
------
Investments, at
current value $ 161,811 $ 2,151,168 $ 7,302,281 $19,706,625
----------- ----------- ----------- -----------
Cash and temporary
investments - 35,959 115,485 151,444
----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - 36,558 36,558
Employees 847 4,430 - 63,249
----------- ----------- ----------- -----------
847 4,430 36,558 99,807
----------- ----------- ----------- -----------
Total Assets 162,658 2,191,557 7,454,324 19,957,876
----------- ----------- ----------- -----------
Liabilities
-----------
Accounts payable to
broker - (35,318) (113,764) (149,082)
----------- ----------- ----------- -----------
Net Assets
Available for
Plan Benefits $ 162,658 $ 2,156,239 $ 7,340,560 $19,808,794
=========== =========== =========== ===========
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
-4-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1994
------------------------
Non-
Participant
Participant Directed Directed
----------------------------------------------------------------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
The Putnam
Putnam Fiduciary Putnam U.S. The George Fund for Common Common
Trust Company Government Putnam Fund Growth and Stock Stock
Stable Value Fund Income Trust of Boston Income Fund Fund Total
----------------- ------------- ------------ ---------- ---------- ---------- --------
Assets
------
Investments, at
current value $1,145,585 $ 1,072,279 $ 2,475,895 $ 3,277,169 $ 2,728,961 $ 7,292,947 $17,992,836
Cash and temporary
investments - - - - 41,429 111,765 153,194
---------- ----------- ----------- ----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - - - - 41,306 41,306
Employees 3,805 6,091 17,798 35,505 7,996 - 71,195
Other - - - - 1,716 4,734 6,450
---------- ----------- ----------- ------------ ----------- ---------- -----------
3,805 6,091 17,798 35,505 9,712 46,040 118,951
---------- ----------- ----------- ------------ ----------- ---------- -----------
Total Assets 1,149,390 1,078,370 2,493,693 3,312,674 2,780,102 7,450,752 18,264,981
---------- ----------- ----------- ------------ ------------ ---------- -----------
Liabilities
-----------
Accounts payable to
broker - - - - (41,030) (110,597) (151,627)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Net Assets
Available for
Plan Benefits $1,149,390 $ 1,078,370 $ 2,493,693 $ 3,312,674 $ 2,739,072 $ 7,340,155 $18,113,354
========== =========== =========== =========== =========== =========== ===========
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
-5-
CONNECTICUT NATURAL GAS CORPORATION
----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
-------------------------------------
Participant Directed
-----------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Trust Company Putnam U.S. The George Fund for Putnam
Stable Value Government Putnam Fund Growth and Vista
Fund Income Trust of Boston Income Fund
------------- -------------------------- ----------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 66,142 $ 79,432 $ 237,487 $ 314,524 $ 38,861
---------- ----------- ----------- ----------- -----------
Realized gains
(losses), net - 563,453 88,744 160,068 672
---------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments - (485,256) 427,496 777,724 (12,240)
---------- ----------- ----------- ----------- -----------
Contributions:
Employees 56,824 69,103 232,176 450,914 11,074
Employer - - - - -
---------- ----------- ----------- ----------- -----------
Total contributions 56,824 69,103 232,176 450,914 11,074
---------- ----------- ----------- ----------- -----------
Transfers, net 345,106 (1,154,001) (53,943) 51,678 727,678
---------- ----------- ----------- ----------- -----------
Other, net - - - - -
---------- ----------- ----------- ----------- ------------
Total additions (deductions) 468,072 (927,269) 931,960 1,754,908 766,045
---------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (434,158) (151,101) (242,087) (280,196) (640)
---------- ----------- ----------- ----------- -----------
Net increase (decrease) 33,914 (1,078,370) 689,873 1,474,712 765,405
---------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year 1,149,390 1,078,370 2,493,693 3,312,674 -
---------- ----------- ----------- ----------- -----------
End of year $1,183,304 $ - $ 3,183,566 $ 4,787,386 $ 765,405
========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
<PAGE>
-6-
CONNECTICUT NATURAL GAS CORPORATION<PAGE>
----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
-------------------------------------
Non-
Participant
Participant Directed Directed
------------------------------------- -----------
<S> <C> <C> <C> <C> <C>
Putnam Putnam Common Common
Overseas Income Stock Stock
Growth Fund Fund Fund Fund Total
----------- ----------- ---------- ---------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 2,076 $ 470 $ 147,466 $ 452,733 $ 1,339,191
----------- ----------- ----------- ----------- -----------
Realized gains
(losses), net 89 278 (31,712) (84,982) 696,610
----------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments 839 1,111 (97,147) (246,344) 366,183
----------- ----------- ----------- ----------- -----------
Contributions:
Employees 2,432 847 91,652 - 915,022
Employer - - - 482,636 482,636
----------- ----------- ----------- ----------- -----------
Total contributions 2,432 847 91,652 482,636 1,397,658
----------- ----------- ----------- ----------- -----------
Transfers, net 224,270 160,191 (279,647) 10,500 31,832
----------- ----------- ----------- ----------- -----------
Other, net - - 217 582 799
----------- ----------- ------------ ----------- -----------
Total additions (deductions) 229,706 162,897 (169,171) 615,125 3,832,273
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (30) (239) (413,662) (614,720) (2,136,833)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) 229,676 162,658 (582,833) 405 1,695,440
----------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year - - 2,739,072 7,340,155 18,113,354
----------- ----------- ----------- ----------- -----------
End of year $ 229,676 $ 162,658 $ 2,156,239 $ 7,340,560 $19,808,794
=========== =========== =========== =========== ===========
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
-7-
CONNECTICUT NATURAL GAS CORPORATION
----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1994
-------------------------------------
Non-
Participant
Participant Directed Directed
----------------------------------------------------------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Trust Company Putnam U.S. The George Fund for Common Common
Stable Value Government Putnam Fund Growth and Stock Stock
Fund Income Trust of Boston Income Fund Fund Total
------------- -------------------------- ----------- ---------- ---------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 51,801 $ 88,894 $ 162,233 $ 199,825 $ 158,004 $ 427,006 $ 1,087,763
---------- ----------- ----------- ----------- ----------- ----------- -----------
Realized gains
(losses), net - (23,461) (6,864) (66) (20,752) (60,713) (111,856)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments - (98,811) (164,204) (209,645) (634,736) (1,859,543) (2,966,939)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Contributions:
Employees 53,792 91,679 245,201 430,814 123,277 - 944,763
Employer - - - - - 511,479 511,479
---------- ----------- ----------- ----------- ----------- ----------- -----------
Total contributions 53,792 91,679 245,201 430,814 123,277 511,479 1,456,242
---------- ----------- ----------- ----------- ----------- ----------- -----------
Transfers, net 231,403 (408,181) (86,276) 78,854 162,566 (20,510) (42,144)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Other, net - - - - (256) (747) (1,003)
---------- ----------- ----------- ----------- ------------ ----------- -----------
Total additions (deductions) 336,996 (349,880) 150,090 499,782 (211,897) (1,003,028) (577,937)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (15,553) (14,558) (40,954) (18,516) (21,411) (352,839) (463,831)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Net increase (decrease) 321,443 (364,438) 109,136 481,266 (233,308) (1,355,867) (1,041,768)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year 827,947 1,442,808 2,384,557 2,831,408 2,972,380 8,696,022 19,155,122
---------- ----------- ----------- ----------- ----------- ----------- -----------
End of year $1,149,390 $ 1,078,370 $ 2,493,693 $ 3,312,674 $ 2,739,072 $ 7,340,155 $18,113,354
========== =========== =========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-8-
CONNECTICUT NATURAL GAS CORPORATION
----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1993
-------------------------------------
Non-
Participant
Participant Directed Directed
----------------------------------------------------------------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Fixed Trust Company Putnam U.S. The George Fund for Common Common
Income Stable Value Government Putnam Fund Growth and Stock Stock
Fund Fund Income Trust of Boston Income Fund Fund Total
------------------------ ------------------------ ----------- ----------- ----------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ - $ 102,066 $ 71,892 $ 171,272 $ 179,236 $ 145,056 $ 404,265 $ 1,073,787
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Realized gains
(losses), net - - (1,434) (1,161) 1,587 108,447 337,916 445,355
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments - - (31,912) (25,583) 37,148 160,130 456,800 596,583
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Contributions:
Employees - 192,987 74,513 189,661 316,561 136,268 - 909,990
Employer - - - - - - 490,017 490,017
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Total contributions - 192,987 74,513 189,661 316,561 136,268 490,017 1,400,007
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Transfers, net (6,897,892) 602,769 1,435,183 2,186,042 2,431,592 295,129 34,971 87,794
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Other, net 77,736 (1,169) (618) (6,721) (2,440) 14,953 40,590 122,331
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Total additions (deductions) (6,820,156) 896,653 1,547,624 2,513,510 2,963,684 859,983 1,764,559 3,725,857
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants - (68,706) (104,816) (128,953) (132,276) (254,463) (443,619) (1,132,833)
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Net increase (decrease) (6,820,156) 827,947 1,442,808 2,384,557 2,831,408 605,520 1,320,940 2,593,024
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year 6,820,156 - - - - 2,366,860 7,375,082 16,562,098
----------- ---------- ----------- ----------- ----------- ----------- ----------- -----------
End of year $ - $ 827,947 $ 1,442,808 $ 2,384,557 $ 2,831,408 $ 2,972,380 $ 8,696,022 $19,155,122
=========== ========== =========== =========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
</TABLE>
<PAGE>
-9-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
-------------------------------------------
1. Description of the Plan:
------------------------
The following description of the Connecticut Natural Gas Corporation Employee
Savings Plan (the Plan) is provided for general information purposes only. More
complete information regarding the Plan's provisions may be found in the Plan
document
a. General -
-------
The Plan is a defined contribution thrift plan open to non-union employees
of Connecticut Natural Gas Corporation and subsidiaries (the Company). The
Plan was established by the Company under the provisions of Section 401(a)
of the Internal Revenue Code (IRC), and it includes a qualified deferred
arrangement as described in Section 401(k) of the IRC for the benefit of
eligible employees of the Company. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA). The Plan
Administrator is the Company. The Compensation Committee of the Company's
Board of Directors appointed an Administrative Committee to serve as manager
of the Plan.
b. Eligibility
-----------
Employees are eligible to participate when the following criteria are met:
(1) Are at least age 21.
(2) Are employed by the Company for one year or more.
(3) Have completed 1,000 hours or more of service in a 12-month
period beginning with date of hire.
(4) Are on the management payroll or are subject to the Salary
Administration Program.
The number of employees participating in the Plan as of December 31, 1995
and 1994 were 287 and 296, respectively.
c. Contributions -
-------------
Eligible employees may elect to participate in the Plan and authorize
payroll deductions of not less than 1% and not greater than 26% of basic
earnings as savings contributions to their accounts during each year,
subject to the limits under Section 415 of the IRC.
The Company will match a percentage of an employee's compensation depending<PAGE>
on age or years of continuous service. The amount of the Company
contribution will be determined according to the schedule below. However,
if an employee's elected savings allotment is less than the percentage
contained in the schedule, the Company will match no more than the
percentage contributed by the employee.<PAGE>
-10-
As of December 31, 1995, if an employee's:
<TABLE>
<S> <C> <C>
Years of Continuous
Service are Or Age is The Company Will Contribute
-------------------- -- ------ ---------------------------
30 50 6% of compensation
20 45 4-1/2% of compensation
10 35 3% of compensation
Less than l0 Under 35 2% of compensation
</TABLE>
d. Investment Options -
------------------
Plan participants direct their contributions among various
investment options investment options in 5% increments, and they may
elect to change their investment options once during each calendar
quarter. A description of each investment option is provided below:
(1) PUTNAM FIDUCIARY TRUST COMPANY STABLE VALUE FUND - This fund
preserves principal and seeks to achieve relatively high current
income through a diversified portfolio of high-quality
investment contracts.
(2) PUTNAM U.S. GOVERNMENT INCOME TRUST - This mutual fund seeks
current income through a portfolio of securities backed by the
full faith and credit of the United States Government.
(3) THE GEORGE PUTNAM FUND OF BOSTON - This mutual fund seeks a
balance of capital growth and current income through a
diversified portfolio of common stocks and bonds.
(4) THE PUTNAM FUND FOR GROWTH AND INCOME - This mutual fund seeks
capital growth and current income through a portfolio of income-
producing common stocks.
(5) PUTNAM VISTA FUND - This mutual fund seeks to invest in a
variety of stocks of mostly medium-sized companies, widely
traded larger companies and, small, less well-known companies
that have the potential for above-average growth.
(6) PUTNAM OVERSEAS GROWTH FUND - This mutual fund seeks
appreciation of investments through a diversified collection of
stocks in companies located outside North America.
(7) PUTNAM INCOME FUND - This mutual fund invests in a variety of
bonds with an emphasis on corporate bonds and selected below-
investment-grade bonds.
(8) COMMON STOCK FUND - This fund seeks to provide current income
and capital appreciation through investment in the common stock
of the Company purchased at not more than fair market value.
The Putnam Income Fund, Putnam Overseas Growth Fund, and Putnam
Vista Fund were added as investment options on December 6, 1995, and
at the same time the Putnam U.S. Government Income Trust was
eliminated as an option. Plan participants were required to move
any money invested in the latter fund to one of the other investment
options by December 22, 1995.<PAGE>
All Company matching contributions are invested in the Common Stock
Fund.
In addition to transfers between the various funds noted above as a
result of investment elections made by Plan participants, transfers
are also made to or from the Union Employee Savings Plan for those
employees who transfer to (from) one of the Company's collective
bargaining units.<PAGE>
-11-
e. Vesting -
-------
Participants are fully vested in their contributions and the
earnings thereon. Participants are vested in the Company matching
contributions and the earnings thereon as follows:
<TABLE>
<S> <C>
Years of Continuous Service are Percentage Vested
------------------------------- -----------------
Less than 1 0%
1 but less than 2 20
2 but less than 3 40
3 but less than 4 60
4 but less than 5 80
5 or more 100
</TABLE>
Participants also become fully vested in their Company matching
contribution account if any one of the following occurs:
(1) Death
(2) Disability
(3) Attainment of age 65 (normal retirement date)
(4) Total or partial termination of the Plan
(5) Discontinuance of Company contributions to the Plan
Upon termination of employment before full vesting, the non-vested
Company match portion of a participant's common stock account shall
be forfeited after five years if the participant is not rehired and
applied as a credit against the employer's future contributions.
f. Benefits -
--------
Upon termination of employment due to retirement, disability, or
death, a participant (or his/her beneficiary) may elect to receive a
lump-sum distribution equal to the value of the participant's vested
interest in his/her account as soon as practicable following the
termination date or defer the distribution to some future date.
Participants may request the withdrawal of certain account balances
prior to termination of employment. Application for withdrawal of
after-tax contributions and employee IRA contributions may be made
once a year. There are no Plan penalties for such withdrawals.
Participant benefits under the Plan are excluded from insurance
coverage of the Pension Benefit Guaranty Corporation.
g. Participant Accounts -
--------------------
Individual accounts are maintained for each of the Plan's
participants to reflect the participant's share of the Plan's income
and the participant's and the Company's contributions. Allocations
of Plan income are based on the share balances in the participants'
accounts.
h. Use of Estimates in the Preparation of Financial Statements -
-----------------------------------------------------------
The preparation of financial statements in conformity with generally
accepted accounting principles and the Department of Labor Rules and
Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities at the date of the financial statements and the
reported amounts of income and expense during the reporting period.
<PAGE>
-12-
Actual results could differ from those estimates.
i. Reclassification -
----------------
Certain prior year amounts have been reclassified to conform with the
current year presentation.
2. Transfer of Plan Assets to New Trustee:
--------------------------------------
In January 1993, the Trustee of the Plan was changed from Fleet Bank,
Connecticut (Fleet) to Putnam Fiduciary Trust Company (PFTC). All
assets held in trust by Fleet, consisting of common stock of the Company
and three Hartford Life Insurance Company immediate participation
guarantee contracts, together with associated cash and temporary
investments, were transferred to PFTC and placed in the Common Stock
Fund and the PFTC Stable Value Fund, respectively. The balances of the
immediate participation guarantee contracts and associated cash on
January 1, 1993 are reflected in the "Fixed Income Fund" column on the
accompanying statement of changes in net assets for the year ended
December 31, 1993. In April 1993, transfers of assets from the
participant directed portion of the Common Stock Fund and the PFTC
Stable Value Fund to the existing investment funds described in Note 1
were completed based upon investment elections made by the Plan's
participants.
3. Summary of Significant Accounting Policies:
------------------------------------------
a. Basis of Accounting -
-------------------
The accompanying financial statements are prepared on the accrual
basis of accounting.
b. Income Recognition -
------------------
Dividend income is recorded on the ex-dividend date. Interest
income is recorded as earned on the accrual basis.
c. Investment Valuation -
--------------------
The Plan's investments are reflected at current value. The shares
of the Common Stock Fund and the Putnam mutual funds owned by the
Plan, with the exception of the PFTC Stable Value Fund, are valued
at market as determined by the quoted market price as of the last
business day of the year. The latter fund is valued at cost plus
accumulated earnings. Purchases and sales of securities are
reflected on a trade date basis. Beginning in 1994, realized and
unrealized appreciation/depreciation presented in the statement of
changes in net assets available for benefits with fund information
are computed based on the current value of the Plan assets. Current
value represents the market value of the assets as of the beginning
of the year.
d. Administrative Expenses -
-----------------------
Administrative expenses of the Plan may be paid by either the
Company or the Plan. During 1995, 1994, and 1993 the Company paid
all administrative expenses relating to the Plan.
4. Federal Income Tax Status:
-------------------------
In 1994 the Plan was amended and restated to meet the requirements of
the Tax Reform Act of 1986, and the Plan received a favorable
determination letter from the Internal Revenue Service dated September
<PAGE>
-13-
19, 1995. The Plan Administrator and management believe that during
1995, the Plan was designed and operated in compliance with the
applicable requirements of the IRC. Therefore, they believe that the
Plan was qualified and the related trust was tax-exempt through the year
ended December 31, 1995.
5. Investments:
-----------
Putnam Fiduciary Trust Company, trustee of the Plan, holds the Plan's
investments and executes transactions therein.
The fair market values of individual assets that represent 5% or more of
the Plan's net assets as of December 31, 1995 and 1994 are as follows:
1995:
Connecticut Natural Gas Corporation
common stock $ 9,453,449
The Putnam Fund for Growth and Income 4,759,631
The George Putnam Fund of Boston 3,170,234
Putnam Fiduciary Trust Company Stable
Value Fund 1,179,925
1994:
Connecticut Natural Gas Corporation
common stock $10,021,908
The Putnam Fund for Growth and Income 3,277,169
The George Putnam Fund of Boston 2,475,895
Putnam Fiduciary Trust Company
Stable Value Fund 1,145,585
Putnam U.S. Government Income Trust 1,072,279
6. Concentration of Credit Risk:
----------------------------
The Plan's assets are invested in the mutual funds managed by Putnam
Investments, Inc. described in Note 1 and the Company's common stock.
In the event of any uncertainties in the financial marketplace the
Plan may be exposed to financial risks.<PAGE>
<TABLE>
<CAPTION>
-14-
Schedule I
EIN 06-0383860
PN 007
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
----------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
<S> <C> <C> <C>
Description of Investment
Including Maturity Date, Rate
Identity of Issue, Borrower, Lessor, or of Interest, Collateral, Par Current
Similar Party or Maturity Value Cost Value
--------------------------------------- ----------------------------- --------- ----------
*Putnam Fiduciary Trust Company Stable Value Fund comprised of
Fund investment contracts $ 1,179,925 $ 1,179,925
----------- -----------
*The George Putnam Fund of Boston Mutual fund comprised of
common stocks and bonds 2,877,568 3,170,234
----------- -----------
*The Putnam Fund for Growth and Income Mutual fund comprised of
common stocks 4,071,703 4,759,631
----------- -----------
*Putnam Vista Fund Mutual fund comprised of
common stocks 765,240 754,331
----------- -----------
*Putnam Overseas Growth Fund Mutual fund comprised of
common stocks 226,375 227,244
----------- -----------
*Putnam Income Fund Mutual fund comprised of
bonds 160,427 161,811
----------- -----------
Participant directed-
*Connecticut Natural Gas Corporation Common stock 1,870,431 2,151,168
*Boston Safe Company Daily Liquidity Fund 35,959 35,959
----------- -----------
1,906,390 2,187,127
----------- -----------
Non-participant directed -
*Connecticut Natural Gas Corporation Common stock 6,350,326 7,302,281
*Boston Safe Company Daily Liquidity Fund 115,485 115,485
----------- -----------
6,465,811 7,417,766
----------- -----------
Total Common Stock Fund 8,372,201 9,604,893
----------- -----------
Total Investments $17,653,439 $19,858,069
=========== ===========
<CAPTION>
*Represents a party-in-interest for the year ended December 31, 1995.
The accompanying notes are an integral part of this schedule.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
-15-
Schedule II
EIN 06-0383860
PN 007
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
EMPLOYEE SAVINGS PLAN
---------------------
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
----------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
------------------------------------
Purchases Sales
----------------------- ------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Identity of Description Number of Purchase Number of Selling Cost of Net Gain
Party Involved of Asset Transactions Price Transactions Price Asset or (Loss)
-------------- -------- ------------ --------- ------------ --------- --------- --------
Putnam Fiduciary Trust Fund comprised of
Company Stable Value investment contracts
Fund 74 $ 648,914 35 $619,852 $619,852 $ -
Putnam U.S. Government Mutual fund comprised
Income Trust of U.S. Government
securities 37 183,205 104 1,333,749 1,372,008 (38,259)
The George Putnam Mutual fund comprised
Fund of Boston of common stocks and
bonds 56 689,588 59 512,098 452,882 59,216
The Putnam Fund for Mutual fund comprised
Growth and Income of common stocks 78 1,288,728 67 744,904 621,059 123,845
Connecticut Natural
Gas Corporation Common stock 25 1,225,492 77 1,350,098 1,243,135 106,963
<CAPTION>
Note: For the purpose of this schedule, a reportable transaction is
defined as a transaction or a series of transactions of the
same issue or with the same person which involves an amount in
excess of 5% of the current value of plan assets at the
beginning of the plan year.
The accompanying notes are an integral part of this schedule.
</TABLE>
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
FINANCIAL STATEMENTS AND SCHEDULES
----------------------------------
AS OF DECEMBER 31, 1995, 1994 AND 1993
--------------------------------------
TOGETHER WITH
--------------
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
<PAGE>
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
INDEX
-----
PAGE
----
Report of Independent Public Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1995 2
Statement of Net Assets Available for Benefits
with Fund Information as of December 31, 1994 4
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1995 5
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1994 7
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the Year Ended December 31, 1993 8
Notes to Financial Statements and Schedules 9
Schedules:
Schedule I - Item 27a - Schedule of Assets Held for Investment
Purposes as of December 31, 1995 14
Schedule II - Item 27d - Schedule of Reportable Transactions for
the Year Ended December 31, 1995 15
All schedules, except those as set forth above, are omitted as not
applicable or not required.
<PAGE>
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Plan Administrator of Connecticut Natural
Gas Corporation Union Employee Savings Plan:
We have audited the accompanying statements of net assets available for
benefits with fund information of Connecticut Natural Gas Corporation Union
Employee Savings Plan (the Plan) as of December 31, 1995 and 1994, and the
related statements of changes in net assets available for benefits with
fund information for each of the three years in the period ended December
31, 1995. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits with fund
information of the Plan as of December 31, 1995 and 1994, and the changes
in its net assets available for benefits with fund information for each of
the three years in the period ended December 31, 1995, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions are
presented for purposes of additional analysis and are not a required part
of the basic financial statements but are supplementary information
required by the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974.
The supplemental schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements for the year ended
December 31, 1995 and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
By Arthur Andersen LLP
------------------------
Arthur Andersen LLP
Hartford, Connecticut
June 24, 1996<PAGE>
<TABLE>
<CAPTION>
-2-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
Participant Directed
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
The Putnam
Putnam Fiduciary The George Fund for Putnam Putnam
Trust Company Putnam Fund Growth and Vista Overseas
Stable Value Fund of Boston Income Fund Growth Fund
---------------- ------------ ---------- ---------- ----------
Assets
------
Investments, at
current value $ 548,051 $ 1,240,015 $ 2,499,974 $ 474,354 $ 62,348
----------- ----------- ----------- ----------- -----------
Cash and temporary
investments - - - - -
----------- ----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - - - -
Employees 3,464 11,323 24,127 6,559 1,273
Other-Putnam Vista
Fund - - 55,536 - -
----------- ----------- ----------- ----------- -----------
3,464 11,323 79,663 6,559 1,273
----------- ----------- ----------- ----------- -----------
Total Assets 551,515 1,251,338 2,579,637 480,913 63,621
----------- ----------- ----------- ----------- -----------
Liabilities
-----------
Accounts payable to
broker - - - - -
Other-The Putnam Fund
for Growth & Income - - - (55,536) -
----------- ----------- ----------- ----------- -----------
- - - (55,536) -
----------- ----------- ----------- ----------- -----------
Net Assets
Available for $ 551,515 $ 1,251,338 $ 2,579,637 $ 425,377 $ 63,621
Plan Benefits =========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.<PAGE>
-3-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
Non-
Participant
Participant Directed Directed
-------------------- -----------
<S> <C> <C> <C> <C>
Putnam Common Common
Income Stock Stock
Fund Fund Fund Total
---------- ---------- ---------- --------
Assets
------
Investments, at
current value $ 37,044 $ 2,499,436 $ 5,081,803 $12,443,025
----------- ----------- ----------- -----------
Cash and temporary
investments - 43,310 79,728 123,038
----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - 37,824 37,824
Employees 328 19,551 - 66,625
Other-Putnam Vista
Fund - - - 55,536
----------- ----------- ----------- -----------
328 19,551 37,824 159,985
----------- ----------- ----------- -----------
Total Assets 37,372 2,562,297 5,199,355 12,726,048
----------- ----------- ----------- -----------
Liabilities
-----------
Accounts payable to
broker - (42,474) (78,328) (120,802)
Other-The Putnam Fund
for Growth & Income - - - (55,536)
----------- ----------- ----------- -----------
- (42,474) (78,328) (176,338)
----------- ----------- ----------- -----------
Net Assets
Available for $ 37,372 $ 2,519,823 $ 5,121,027 $12,549,710
Plan Benefits =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-4-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
--------------------------------------------------------------------
AS OF DECEMBER 31, 1994
------------------------
Non-
Participant
Participant Directed Directed
----------------------------------------------------------------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
The Putnam
Putnam Fiduciary Putnam U.S. The George Fund for Common Common
Trust Company Government Putnam Fund Growth and Stock Stock
Stable Value Fund Income Trust of Boston Income Fund Fund Total
----------------- ------------- ------------ ---------- ---------- ---------- --------
Assets
------
Investments, at
current value $ 366,367 $ 590,698 $ 866,287 $ 1,450,673 $ 2,835,020 $ 4,769,932 $10,878,977
--------- ----------- ----------- ----------- ----------- ----------- -----------
Cash and temporary
investments - - - - 42,417 73,744 116,161
--------- ----------- ----------- ----------- ----------- ----------- -----------
Accounts receivable:
Connecticut
Natural Gas Corp. - - - - - 45,139 45,139
Employees 2,179 6,411 13,223 26,114 32,880 - 80,807
Other - - - - 2,405 4,313 6,718
--------- ----------- ----------- ----------- ----------- ---------- -----------
2,179 6,411 13,223 26,114 35,285 49,452 132,664
--------- ----------- ----------- ----------- ----------- ---------- -----------
Total Assets 368,546 597,109 879,510 1,476,787 2,912,722 4,893,128 11,127,802
--------- ----------- ----------- ----------- ------------ ---------- -----------
Liabilities
-----------
Accounts payable to
broker - - - - (41,874) (72,754) (114,628)
--------- ----------- ----------- ----------- ----------- ----------- -----------
Net Assets
Available for
Plan Benefits $ 368,546 $ 597,109 $ 879,510 $ 1,476,787 $ 2,870,848 $ 4,820,374 $11,013,174
========= =========== =========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-5-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
-------------------------------------
Participant Directed
-----------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Putnam
Fiduciary Putnam
Trust Company Putnam U.S. The George Fund for Putnam
Stable Value Government Putnam Fund Growth and Vista
Fund Income Trust of Boston Income Fund
------------- -------------------------- ----------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 22,417 $ 42,748 $ 86,389 $ 163,219 $ 24,795
---------- ----------- ----------- ----------- -----------
Realized gains
(losses), net - 50,960 24,986 131,025 2,433
---------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments - (9,256) 158,224 316,482 (13,422)
---------- ----------- ----------- ----------- -----------
Contributions:
Employees 23,264 59,707 144,780 304,597 6,559
Employer - - - - -
---------- ----------- ----------- ----------- -----------
Total contributions 23,264 59,707 144,780 304,597 6,559
---------- ----------- ----------- ----------- -----------
Transfers, net 158,551 (683,787) 30,697 248,682 408,387
---------- ----------- ----------- ----------- -----------
Other, net (17) - - - -
---------- ----------- ----------- ----------- -----------
Total additions (deductions) 204,215 (539,628) 445,076 1,164,005 428,752
---------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (21,246) (57,481) (73,248) (61,155) (3,375)
---------- ----------- ----------- ----------- -----------
Net increase (decrease) 182,969 (597,109) 371,828 1,102,850 425,377
---------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year 368,546 597,109 879,510 1,476,787 -
---------- ----------- ----------- ----------- -----------
End of year $551,515 $ - $ 1,251,338 $ 2,579,637 $ 425,377
========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-6-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
-------------------------------------
Non-
Participant
Participant Directed Directed
------------------------------- -----------
<S> <C> <C> <C> <C> <C>
Putnam Putnam Common Common
Overseas Income Stock Stock
Growth Fund Fund Fund Fund Total
----------- ----------- ---------- ---------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 515 $ 156 $ 171,358 $ 306,752 $ 818,349
----------- ----------- ---------- ----------- -----------
Realized gains
(losses), net 1,000 266 8,900 14,943 234,513
----------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments (394) (2) (151,388) (223,829) 76,415
----------- ----------- ----------- ----------- -----------
Contributions:
Employees 1,274 328 303,165 - 843,674
Employer - - - 474,053 474,053
----------- ----------- ----------- ----------- -----------
Total contributions 1,274 328 303,165 474,053 1,317,727
----------- ----------- ----------- ----------- -----------
Transfers, net 62,211 36,886 (280,160) (13,318) (31,851)
----------- ----------- ----------- ----------- -----------
Other, net - - 246 412 641
----------- ----------- ------------ ----------- -----------
Total additions (deductions) 64,606 37,634 52,121 559,013 2,415,794
----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (985) (262) (403,146) (258,360) (879,258)
----------- ----------- ----------- ----------- -----------
Net increase (decrease) 63,621 37,372 (351,025) 300,653 1,536,536
----------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year - - 2,870,848 4,820,374 11,013,174
----------- ----------- ----------- ----------- -----------
End of year $ 63,621 $ 37,372 $ 2,519,823 $ 5,121,027 $12,549,710
=========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-7-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1994
-------------------------------------
Non-
Participant
Participant Directed Directed
----------------------------------------------------------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Trust Company Putnam U.S. The George Fund for Common Common
Stable Value Government Putnam Fund Growth and Stock Stock
Fund Income Trust of Boston Income Fund Fund Total
------------- -------------------------- ----------- ---------- ---------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ 19,904 $ 40,245 $ 58,454 $ 93,053 $ 156,918 $ 275,285 $ 643,859
---------- ----------- ----------- ----------- ----------- ----------- -----------
Realized gains
(losses), net - (3,469) (5,990) (7,757) (22,229) (40,438) (79,883)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Unrealized appreciation
(depreciation) of investments - (50,335) (55,309) (91,158) (643,594) (1,174,926) (2,015,322)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Contributions:
Employees 23,171 64,489 137,584 264,162 330,277 - 819,683
Employer - - - - - 457,407 457,407
---------- ----------- ----------- ----------- ----------- ----------- -----------
Total contributions 23,171 64,489 137,584 264,162 330,277 457,407 1,277,090
---------- ----------- ----------- ----------- ----------- ----------- -----------
Transfers, net (61,188) 30,764 (50,089) (53,927) 152,684 23,900 42,144
---------- ----------- ----------- ----------- ----------- ----------- -----------
Other, net - - - - (355) (644) (999)
---------- ----------- ----------- ----------- ------------ ----------- -----------
Total additions (deductions) (18,113) 81,694 84,650 204,373 (26,299) (459,416) (133,111)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants (33,305) (30,764) (57,312) (64,719) (97,452) (167,848) (451,400)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Net increase (decrease) (51,418) 50,930 27,338 139,654 (123,751) (627,264) (584,511)
---------- ----------- ----------- ----------- ----------- ----------- -----------
Net Assets Available
for Plan Benefits:
Beginning of year 419,964 546,179 852,172 1,337,133 2,994,599 5,447,638 11,597,685
---------- ----------- ----------- ----------- ----------- ----------- -----------
End of year $368,546 $ 597,109 $ 879,510 $ 1,476,787 $ 2,870,848 $ 4,820,374 $11,013,174
========== =========== =========== =========== =========== =========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-8-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
-------------------------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1993
-------------------------------------
Non-
Participant
Participant Directed Directed
------------------------------------------------------------------------ -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Putnam
Fiduciary The Putnam
Fixed Trust Company Putnam U.S. The George Fund for Common Common
Income Stable Value Government Putnam Fund Growth and Stock Stock
Fund Fund Income Trust of Boston Income Fund Fund Total
----------- ------------ ------------ ----------- ---------- ----------- ----------- ----------
Additions to net assets
attributed to:
Dividends and interest income $ - $ 61,460 $ 26,326 $ 59,676 $ 84,046 $ 116,028 $ 249,884 $ 597,420
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Realized gains
(losses), net - - (64) 1,084 1,496 35,162 134,003 171,681
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Unrealized appreciation
(depreciation) of investments - - (12,233) (9,578) 17,435 155,563 354,945 506,132
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Contributions:
Employees - 141,990 47,453 100,529 182,566 273,008 - 745,546
Employer - - - - - - 422,600 422,600
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Total contributions - 141,990 47,453 100,529 182,566 273,008 422,600 1,168,146
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Transfers, net (4,061,984) 450,763 500,294 701,962 1,065,209 1,290,933 (34,971) (87,794)
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Other, net 28,836 - - - - (19,477) (41,712) (32,353)
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Total additions (deductions) (4,033,148) 654,213 561,776 853,673 1,350,752 1,851,217 1,084,749 2,323,232
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Deductions from net assets
attributed to:
Benefits paid to participants - (234,249) (15,597) (1,501) (13,619) (65,036) (208,488) (538,490)
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Net increase (decrease) (4,033,148) 419,964 546,179 852,172 1,337,133 1,786,181 876,261 1,784,742
----------- --------- -------- -------- ---------- ---------- ---------- -----------
Net Assets Available 4,033,148 - - - - 1,208,418 4,571,377 9,812,943
for Plan Benefits: ----------- --------- -------- -------- ---------- ---------- ---------- -----------
Beginning of year
End of year $ - $ 419,964 $546,179 $852,172 $1,337,133 $2,994,599 $5,447,638 $11,597,685
=========== ========= ======== ======== ========== ========== ========== ===========
<CAPTION>
The accompanying notes are an integral part of this financial statement.
/TABLE
<PAGE>
-9-
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
-------------------------------------------
1. Description of the Plan:
------------------------
The following description of the Connecticut Natural Gas Corporation
Union Employee Savings Plan (the Plan) is provided for general
information purposes only. More complete information regarding the
Plan's provisions may be found in the Plan document.
a. General -
-------
The Plan is a defined contribution thrift plan open to union
employees of Connecticut Natural Gas Corporation and subsidiaries
(the Company). The Plan was established by the Company under the
provisions of Section 401(a) of the Internal Revenue Code (IRC), and
it includes a qualified deferred arrangement as described in Section
401(k) of the IRC for the benefit of eligible employees of the
Company. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The Plan
Administrator is the Company. The Compensation Committee of the
Company's Board of Directors appointed an Administrative Committee
to serve as manager of the Plan.
b. Eligibility -
-----------
Employees are eligible to participate when the following criteria
are met:
(1) Are at least age 21.
(2) Are employed by the Company for one year or more.
(3) Have completed 1,000 hours or more of service in a 12-month
period beginning with date of hire.
(4) Are normally employed for 20 or more hours per week and are
covered by a collective bargaining agreement between the Company
and any union which provides for participation under the Plan.
The number of employees participating in the Plan as of December 31,
1995 and 1994 were 366 and 373, respectively.
c. Contributions -
-------------
Eligible employees may elect to participate in the Plan and
authorize payroll deductions of not less than 1% and not greater
than 26% of basic earnings as savings contributions to their
accounts during each year, subject to the limits under Section 415
of the IRC.
The Company will match a percentage of an employee's compensation
depending on age or years of continuous service. The amount of the
Company contribution will be determined according to the schedule
below. However, if an employee's elected savings allotment is less
than the percentage contained in the schedule, the Company will
match no more than the percentage contributed by the employee.<PAGE>
-10-
As of December 31, 1995, if an employee's:
<TABLE>
<S> <C> <C>
Years of Continuous
Service are Or Age is The Company Will Contribute
-------------------- -- ------ ---------------------------
30 50 6% of compensation
20 45 4-1/2% of compensation
10 35 3% of compensation
Less than l0 Under 35 2% of compensation
</TABLE>
d. Investment Options -
------------------
Plan participants direct their contributions among various
investment options in 5% increments, and they may elect to change
their investment options once during each calendar quarter. A
description of each investment option is provided below:
(1) PUTNAM FIDUCIARY TRUST COMPANY STABLE VALUE FUND - This fund
preserves principal and seeks to achieve relatively high current
income through a diversified portfolio of high-quality
investment contracts.
(2) PUTNAM U.S. GOVERNMENT INCOME TRUST - This mutual fund seeks
current income through a portfolio of securities backed by the
full faith and credit of the United States Government.
(3) THE GEORGE PUTNAM FUND OF BOSTON - This mutual fund seeks a
balance of capital growth and current income through a
diversified portfolio of common stocks and bonds.
(4) THE PUTNAM FUND FOR GROWTH AND INCOME - This mutual fund seeks
capital growth and current income through a portfolio of income-
producing common stocks.
(5) PUTNAM VISTA FUND - This mutual fund seeks to invest in a
variety of stocks of mostly medium-sized companies, widely
traded larger companies and, small, less well-known companies
that have the potential for above-average growth.
(6) PUTNAM OVERSEAS GROWTH FUND - This mutual fund seeks appreciation
of investments through a diversified collection of stocks in
companies located outside North America.
(7) PUTNAM INCOME FUND - This mutual fund invests in a variety of
bonds with an emphasis on corporate bonds and selected below-
investment-grade bonds.
(8) COMMON STOCK FUND - This fund seeks to provide current income
and capital appreciation through investment in the common stock
of the Company purchased at not more than fair market value.
The Putnam Income Fund, Putnam Overseas Growth Fund, and Putnam
Vista Fund were added as investment options on December 6, 1995, and
at the same time the Putnam U.S. Government Income Trust was
eliminated as an option. Plan participants were required to move
any money invested in the latter fund to one of the other investment
options by December 22, 1995.
All Company matching contributions are invested in the Common Stock
Fund.
In addition to transfers between the various funds noted above as a
result of investment elections made by Plan participants, transfers
are also made to or from the Employee Savings Plan for those
employees who transfer to (from) the Company's non-union payroll.<PAGE>
-11-
e. Vesting -
-------
Participants are fully vested in their contributions and the
earnings thereon. Participants are vested in the Company matching
contributions and the earnings thereon as follows:
<TABLE>
<S> <C>
Years of Continuous Service are Percentage Vested
------------------------------- -----------------
Less than 1 0%
1 but less than 2 20
2 but less than 3 40
3 but less than 4 60
4 but less than 5 80
5 or more 100
</TABLE>
Participants also become fully vested in their Company matching
contribution account if any one of the following occurs:
(1) Death
(2) Disability
(3) Attainment of age 65 (normal retirement date)
(4) Total or partial termination of the Plan
(5) Discontinuance of Company contributions to the Plan
Upon termination of employment before full vesting, the non-vested
Company match portion of a participant's common stock account shall
be forfeited after five years if the participant is not rehired and
applied as a credit against the employer's future contributions.
f. Benefits -
--------
Upon termination of employment due to retirement, disability, or
death, a participant (or his/her beneficiary) may elect to receive a
lump-sum distribution equal to the value of the participant's vested
interest in his/her account as soon as practicable following the
termination date or defer the distribution to some future date.
Participants may request the withdrawal of certain account balances
prior to termination of employment. Application for withdrawal of
after-tax contributions and employee IRA contributions may be made
once a year. There are no Plan penalties for such withdrawals.
Participant benefits under the Plan are excluded from insurance
coverage of the Pension Benefit Guaranty Corporation.
g. Participant Accounts -
--------------------
Individual accounts are maintained for each of the Plan's
participants to reflect the participant's share of the Plan's income
and the participant's and the Company's contributions. Allocations
of Plan income are based on the share balances in the participants'<PAGE>
accounts.
h. Use of Estimates in the Preparation of Financial Statements -
-----------------------------------------------------------
The preparation of financial statements in conformity with generally
accepted accounting principles and the Department of Labor Rules and
Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities at the date of the financial statements and the
reported amounts of income and expense during the reporting period.
<PAGE>
-12-
Actual results could differ from those estimates.
i. Reclassification -
----------------
Certain prior year amounts have been reclassified to conform with
the current year presentation.
2. Transfer of Plan Assets to New Trustee:
--------------------------------------
In January 1993, the Trustee of the Plan was changed from Fleet Bank,
Connecticut (Fleet) to Putnam Fiduciary Trust Company (PFTC). All
assets held in trust by Fleet, consisting of common stock of the Company
and a Hartford Life Insurance Company immediate participation guarantee
contract, together with associated cash and temporary investments, were
transferred to PFTC and placed in the Common Stock Fund and the PFTC
Stable Value Fund, respectively. The balance of the immediate
participation guarantee contract and associated cash on January 1, 1993
is reflected in the "Fixed Income Fund" column on the accompanying
statement of changes in net assets for the year ended December 31, 1993.
In April 1993, transfers of assets from the participant directed portion
of the Common Stock Fund and the PFTC Stable Value Fund to the existing
investment funds described in Note 1 were completed based upon
investment elections made by the Plan's participants.
3. Summary of Significant Accounting Policies:
------------------------------------------
a. Basis of Accounting -
-------------------
The accompanying financial statements are prepared on the accrual
basis of accounting.
b. Income Recognition -
------------------
Dividend income is recorded on the ex-dividend date. Interest
income is recorded as earned on the accrual basis.
c. Investment Valuation -
--------------------
The Plan's investments are reflected at current value. The shares
of the Common Stock Fund and the Putnam mutual funds owned by the
Plan, with the exception of the PFTC Stable Value Fund, are valued<PAGE>
at market as determined by the quoted market price as of the last
business day of the year. The latter fund is valued at cost plus
accumulated earnings. Purchases and sales of securities are
reflected on a trade date basis. Beginning in 1994, realized and
unrealized appreciation/depreciation presented in the statement of
changes in net assets available for benefits with fund information
are computed based on the current value of the Plan assets. Current
value represents the market value of the assets as of the beginning
of the year.
d. Administrative Expenses -
-----------------------
Administrative expenses of the Plan may be paid by either the
Company or the Plan. During 1995, 1994 and 1993 the Company paid
all administrative expenses relating to the Plan.
4. Federal Income Tax Status:
-------------------------
In 1994 the Plan was amended and restated to meet the requirements of
the Tax Reform Act of 1986, and the Plan received a favorable
determination letter from the Internal Revenue Service dated October 24,
1994. The Plan Administrator and management believe that during 1995,
<PAGE>
-13-
the Plan was designed and operated in compliance with the applicable
requirements of the IRC. Therefore, they believe that the Plan was
qualified and the related trust was tax-exempt through the year ended
December 31, 1995.
5. Investments:
-----------
Putnam Fiduciary Trust Company, trustee of the Plan, holds the Plan's
investments and executes transactions therein.
The fair market values of individual assets that represent 5% or more of
the Plan's net assets as of December 31, 1995 and 1994 are as follows:
<TABLE>
<S> <C>
1995:
Connecticut Natural Gas Corporation
common stock $7,581,239
The Putnam Fund for Growth and Income 2,499,974
The George Putnam Fund of Boston 1,240,015
1994:
Connecticut Natural Gas Corporation
common stock $7,604,952
The Putnam Fund for Growth and Income 1,450,673
The George Putnam Fund of Boston 866,287
Putnam U.S. Government Income Trust 590,698
</TABLE>
6. Concentration of Credit Risk:
----------------------------
The Plan's assets are invested in the mutual funds managed by Putnam
Investments, Inc. described in Note 1 and the Company's common stock.
In the event of any uncertainties in the financial marketplace the
Plan may be exposed to financial risks.<PAGE>
<TABLE>
<CAPTION>
-14-
Schedule I
EIN 06-0383860
PN 007
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
----------------------------------------------------------
AS OF DECEMBER 31, 1995
------------------------
<S> <C> <C> <C>
Description of Investment
Including Maturity Date, Rate
Identity of Issue, Borrower, Lessor, or of Interest, Collateral, Par Current
Similar Party or Maturity Value Cost Value
--------------------------------------- ----------------------------- --------- ----------
*Putnam Fiduciary Trust Company Stable Value Fund comprised of
Fund investment contracts $ 548,051 $ 548,051
----------- -----------
*The George Putnam Fund of Boston Mutual fund comprised of
common stocks and bonds 1,133,271 1,240,015
----------- -----------
*The Putnam Fund for Growth and Income Mutual fund comprised of
common stocks 2,162,794 2,499,974
----------- -----------
*Putnam Vista Fund Mutual fund comprised of
common stocks 484,662 474,354
----------- -----------
*Putnam Overseas Growth Fund Mutual fund comprised of
common stocks 61,772 62,348
----------- -----------
*Putnam Income Fund Mutual fund comprised of
bonds 36,782 37,044
----------- -----------
Participant directed -
*Connecticut Natural Gas Corporation Common stock 2,405,609 2,499,436
*Boston Safe Company Daily Liquidity Fund 43,310 43,310
----------- -----------
2,448,919 2,542,746
----------- -----------
Non-participant directed -
*Connecticut Natural Gas Corporation Common stock 4,880,309 5,081,803
*Boston Safe Company Daily Liquidity Fund 79,728 79,728
----------- -----------
4,960,037 5,161,531
----------- -----------
Total Common Stock Fund 7,408,956 7,704,277
----------- -----------
Total Investments $11,836,288 $12,566,063
=========== ===========
<CAPTION>
*Represents a party-in-interest for the year ended December 31, 1995.
The accompanying notes are an integral part of this schedule.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
-15-
Schedule II
EIN 06-0383860
PN 007
CONNECTICUT NATURAL GAS CORPORATION
-----------------------------------
UNION EMPLOYEE SAVINGS PLAN
---------------------------
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
----------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1995
------------------------------------
Purchases Sales
----------------------- ------------------------------------------
<S> <S> <C> <C> <C> <C> <C> <C>
Identity of Description Number of Purchase Number of Selling Cost of Net Gain
Party Involved of Asset Transactions Price Transactions Price Asset or (Loss)
-------------- -------- ------------ --------- ------------ --------- --------- --------
Putnam U.S. Government Mutual fund comprised
Income Trust of U.S. Government
securities 36 119,065 83 751,874 765,863 (13,989)
The George Putnam Mutual fund comprised
Fund of Boston of common stocks and
bonds 46 389,168 36 198,802 173,124 25,678
The Putnam Fund for Mutual fund comprised
Growth and Income of common stocks 69 985,196 34 434,324 325,477 108,847
Connecticut Natural
Gas Corporation Common stock 26 1,290,867 69 992,099 1,026,009 (33,910)
<CAPTION>
Note: For the purpose of this schedule, a reportable transaction is
defined as a transaction or a series of transactions of the
same issue or with the same person which involves an amount in
excess of 5% of the current value of plan assets at the
beginning of the plan year.
The accompanying notes are an integral part of this schedule.
</TABLE>
<PAGE>
