CONNECTICUT NATURAL GAS CORP
10-K/A, 1997-06-05
NATURAL GAS DISTRIBUTION
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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 
                             
   For the fiscal year ended September 30, 1996
                             ------------------
                                        OR,
   ( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934 
                              
   For the transition period from                 to 
                                  ---------------    ------------------
   Commission file number 1-7727
                          ------
                        Connecticut Natural Gas Corporation
   ---------------------------------------------------------------------------
              (Exact name of registrant as specified in its charter)
                                          
                Connecticut                                 06-0383860
   ---------------------------------------         ----------------------------
      (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
   ---------------------------------------         ----------------------------
   (Address of principal executive offices)                  (Zip code)
    
   Registrant's telephone number, including area code (860) 727-3459
                                                        ---------------
    
       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, 1996.
    
       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
                                          -----------------------------------
                                                   (Registrant)
    
    
   Date  June 5, 1997                     S/      Andrew H. Johnson
       ----------------                   ----------------------------------
                                                  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
   -------------------------------------------------------------------------
    
   (a)  1. Financial Statements:
           --------------------
    
           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 4, 1996,
           are included in Part II, Item 8 herein.
    
        2. Financial Statement Schedules:
           -----------------------------
    
           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, 1996, 1995 and 1994
    
           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
           --------
    
      Exhibit
      Number
   ------------
    
    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)
           --------
    
      Exhibit
      Number
   ------------
    
    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)
           --------
    
      Exhibit
      Number
   ------------
    
   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)  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)
    
           (iii)  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)
    
            (iv)  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)
    
             (v)  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)
    
            (vi)  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)
    
           (vii)  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)
    
          (viii)  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)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10      (ix) 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)
    
             (x)  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)
    
            (xi)  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)
    
           (xii)  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)
    
          (xiii)  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)
    
           (xiv)  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)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10       (xv)  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)
    
           (xvi)  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)
    
          (xvii)  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)
    
         (xviii)  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)
    
           (xix)  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)
    
            (xx)  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)
    
           (xxi)  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)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10     (xxii)  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)
    
         (xxiii)  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)
    
          (xxiv)  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)
    
           (xxv)  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)
    
          (xxvi)  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)
    
         (xxvii)  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)
    
        (xxviii)  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)
    
          (xxix)  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)
           --------
    
      Exhibit
      Number
   ------------
    
   10      (xxx)  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)
    
          (xxxi)  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)
    
         (xxxii)  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)
    
        (xxxiii)  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)
    
         (xxxiv)  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)
    
          (xxxv)  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)
    
         (xxxvi)  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)
    
        (xxxvii)  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)
           --------
    
      Exhibit
      Number
   ------------
    
   10  (xxxviii)  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)
    
         (xxxix)  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)
    
            (xl)  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)
    
           (xli)  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)
    
          (xlii)  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)
    
         (xliii)  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)
    
          (xliv)  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)
    
           (xlv)  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)
           --------
    
      Exhibit
      Number
   ------------
    
   10     (xlvi)  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)
    
         (xlvii)  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)
    
        (xlviii)  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)
    
          (xlix)  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)
    
             (l)  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)
    
            (li)  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)
    
           (lii)  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)
    
          (liii)  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)
    
           (liv)  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       (lv)  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)
    
           (lvi)  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)
    
          (lvii)  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)
    
         (lviii)  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)
    
           (lix)  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)
    
            (lx)  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)
    
           (lxi)  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)
    
          (lxii)  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)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10    (lxiii)  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)
    
          (lxiv)  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)
    
           (lxv)  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)
    
          (lxvi)  Gas Storage Agreement No. 1626 (Rate Schedule FS), dated
                  September 1, 1993, by and between the Company and Tennessee
                  Gas Pipeline Company, filed as Exhibit No. 10(lxix) to the
                  Company's Annual Report on Form 10-K for the fiscal year
                  ended September 30, 1995, filed with the Commission December
                  18, 1995 (Commission File No. 1-7727)
    
         (lxvii)  Gas Transportation Agreement No. 2498 (Rate Schedule FT-A),
                  dated September 1, 1993, by and between the Company and
                  Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxx)
                  to the Company's Annual Report on Form 10-K for the fiscal
                  year ended September 30, 1995, filed with the Commission
                  December 18, 1995 (Commission File No. 1-7727)
    
        (lxviii)  Gas Transportation Agreement No. 3900 (Rate Schedule FT-A),
                  dated October 1, 1993, by and between the Company and
                  Tennessee Gas Pipeline Company, filed as Exhibit No. 10(lxxi)
                  to the Company's Annual Report on Form 10-K for the fiscal
                  year ended September 30, 1995, filed with the Commission
                  December 18, 1995 (Commission File No. 1-7727)
    
          (lxix)  Gas Transportation Agreement No. 3901 (Rate Schedule FT-A),
                  dated October 1, 1993, by and between the Company and
                  Tennessee Gas Pipeline Company, filed as Exhibit No.
                  10(lxxii) to the Company's Annual Report on Form 10-K for the
                  fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
           (lxx)  Gas Transportation Agreement No. 2075 (Rate Schedule FT-A),
                  dated September 1, 1993, by and between the Company and
                  Tennessee Gas Pipeline Company, filed as Exhibit No.
                  10(lxxiii) to the Company's Annual Report on Form 10-K for
                  the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10     (lxxi)  Second Amendment to Connecticut Natural Gas Corporation
                  Employee Savings Plan, dated June 27, 1995, filed as Exhibit
                  No. 10(lxxvi) to the Company's Annual Report on Form 10-K for
                  the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
         (lxxii)  Second Amendment to Connecticut Natural Gas Corporation Union
                  Employee Savings Plan, dated January 24, 1995, filed as
                  Exhibit No. 10(lxxvii) to the Company's Annual Report on Form
                  10-K for the fiscal year ended September 30, 1995, filed with
                  the Commission December 18, 1995 (Commission File No. 1-7727)
    
        (lxxiii)  Third Amendment to Connecticut Natural Gas Corporation Union
                  Employee Savings Plan, dated June 27, 1995, filed as Exhibit
                  No. 10(lxxviii) to the Company's Annual Report on Form 10-K
                  for the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
         (lxxiv)  Amendment to Connecticut Natural Gas Corporation Officers'
                  Retirement Plan, dated June 27, 1995, filed as Exhibit No.
                  10(lxxix) to the Company's Annual Report on Form 10-K for the
                  fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
          (lxxv)  Third Amendment to Connecticut Natural Gas Corporation
                  Deferred Compensation Plan, dated June 27, 1995, filed as
                  Exhibit No. 10(lxxx) to the Company's Annual Report on Form
                  10-K for the fiscal year ended September 30, 1995, filed with
                  the Commission December 18, 1995 (Commission File No. 1-7727)
    
         (lxxvi)  Third Amendment to The Connecticut Natural Gas Corporation
                  Officers' Retirement Plan and Deferred Compensation Plan
                  Trust Agreement, dated September 12, 1995, filed as Exhibit
                  No. 10(lxxxi) to the Company's Annual Report on Form 10-K for
                  the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
        (lxxvii)  Second Amendment to Restricted Stock Agreement (Under the
                  Connecticut Natural Gas Corporation Executive Restricted
                  Stock plan), dated June 27, 1995, filed as Exhibit No.
                  10(lxxxii) to the Company's Annual Report on Form 10-K for
                  the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    
        (lxxviii) Third Amendment to Restricted Stock Agreement (Under the
                  Connecticut Natural Gas Corporation Executive Restricted
                  Stock plan), dated June 27, 1995, filed as Exhibit No.
                  10(lxxxiii) to the Company's Annual Report on Form 10-K for
                  the fiscal year ended September 30, 1995, filed with the
                  Commission December 18, 1995 (Commission File No. 1-7727)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10    (lxxix)  Amended and Restated CNG Nonemployee Directors' Fee Plan,
                  dated September 29, 1995, filed as Exhibit No. 10(lxxxiv) to
                  the Company's Annual Report on Form 10-K for the fiscal year
                  ended September 30, 1995, filed with the Commission December
                  18, 1995 (Commission File No. 1-7727)
    
          (lxxx)  CNG Nonemployee Directors' Fee Plan Trust Agreement, by and
                  between the Company and Fleet Bank, N.A., dated September 28,
                  1995, filed as Exhibit No. 10(lxxxv) to the Company's Annual
                  Report on Form 10-K for the fiscal year ended September 30,
                  1995, filed with the Commission December 18, 1995 (Commission
                  File No. 1-7727)
    
         (lxxxi)  HSC Termination Agreement, dated August 1, 1995, among The
                  Hartford Steam Company, Connecticut Natural Gas Corporation,
                  Energy Networks, Inc., and Hartford Cogeneration Limited
                  Partnership, filed as Exhibit No. 10(lxxxvi) to the Company's
                  Annual Report on Form 10-K for the fiscal year ended
                  September 30, 1995, filed with the Commission December 18,
                  1995 (Commission File No. 1-7727)
    
        (lxxxii)  Irrevocable Standby Letter of Credit by and between Energy
                  Networks, Inc. and The Bank of Nova Scotia, dated March 20,
                  1996, filed as Exhibit No. 10(lxxxvii) to the Company's
                  Quarterly Report on Form 10-Q for the quarter ended March 31,
                  1996, filed with the Commission May 1, 1996 (Commission File
                  No. 1-7727)
    
       (lxxxiii)  Gas Transportation Agreement (FT-A Rate Schedule, Service
                  Package No. 86) dated September 1, 1993, between the Company
                  and Tennessee Gas Pipeline Company, filed as Exhibit No.
                  10(lxxxviii) to the Company's Quarterly Report on Form 10-Q
                  for the quarter ended June 30, 1996, filed with the
                  Commission July 29, 1996 (Commission File No. 1-7727)

        (lxxxiv)  Gas Transportation Agreement (FT-A Rate Schedule, Service
                  Package No. 1625) dated September 1, 1993, between the
                  Company and Tennessee Gas Pipeline Company, filed as Exhibit
                  No. 10(lxxxix) to the Company's Quarterly Report on Form 10-Q
                  for the quarter ended June 30, 1996, filed with the
                  Commission July 29, 1996 (Commission File No. 1-7727)
    
         (lxxxv)  Gas Transportation Agreement (FT-A Rate Schedule, Service
                  Package No. 2655) dated September 1, 1993, between the
                  Company and Tennessee Gas Pipeline Company, filed as Exhibit
                  No. 10(xc) to the Company's Quarterly Report on Form 10-Q for
                  the quarter ended June 30, 1996, filed with the Commission
                  July 29, 1996 (Commission File No. 1-7727)
    
        (lxxxvi)  Gas Storage Contract (Rate Schedule FS, Service Package No.
                  1626) dated December 1, 1994, between the Company and
                  Tennessee Gas Pipeline Company, filed as Exhibit No.
                  10(xciii) to the Company's Quarterly Report on Form 10-Q for
                  the quarter ended June 30, 1996, filed with the Commission
                  July 29, 1996 (Commission File No. 1-7727)
    <PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10  (lxxxvii)  Amendment No.1-A to Gas Storage Contract (Rate Schedule FS,
                  Service Package No. 1626) dated July 1, 1995 between the
                  Company and Tennessee Gas Pipeline Company, filed as Exhibit
                  No. 10(xciv) to the Company's Quarterly Report on Form 10-Q
                  for the quarter ended June 30, 1996, filed with the
                  Commission July 29, 1996 (Commission File No. 1-7727)
    
      (lxxxviii)  Service Agreement (#N01719, FST Service) dated March 28, 1996
                  between the Company and National Fuel Gas Supply Corporation,
                  filed as Exhibit No. 10(xcv) to the Company's Quarterly
                  Report on Form 10-Q for the quarter ended June 30, 1996,
                  filed with the Commission July 29, 1996 (Commission File No.
                  1-7727)
    
        (lxxxix)  Amendment No. 1 to Service Agreement (#N01719, FST Service)
                  dated April 1, 1996, between the Company and National Fuel
                  Gas Supply Corporation, filed as Exhibit No. 10(xcvi) to the
                  Company's Quarterly Report on Form 10-Q for the quarter ended
                  June 30, 1996, filed with the Commission July 29, 1996
                  (Commission File No. 1-7727)
    
            (xc)  Service Agreement (#O01718, FSS Service) dated March 28, 1996
                  between the Company and National Fuel Gas Supply Corporation,
                  filed as Exhibit No. 10(xcvii) to the Company's Quarterly
                  Report on Form 10-Q for the quarter ended June 30, 1996,
                  filed with the Commission July 29, 1996 (Commission File No.
                  1-7727)
    
           (xci)  Amendment No. 1 to Service Agreement (#O01718, FSS Service)
                  dated April 1, 1996, between the Company and National Fuel
                  Gas Supply Corporation, filed as Exhibit No. 10(xcviii) to
                  the Company's Quarterly Report on Form 10-Q for the quarter
                  ended June 30, 1996, filed with the Commission July 29, 1996
                  (Commission File No. 1-7727)
    
          (xcii)  First Amendment to Agreement and Declaration of Trust,
                  Connecticut Natural Gas Corporation Union Employee Benefit
                  Trust, dated January 24, 1995, between the Company and Fleet
                  Bank, N.A.

         (xciii)  CNG Nonemployee Directors' Fee Plan, dated October 1, 1996

          (xciv)  First Amendment to CNG Nonemployee Directors' Fee Plan Trust
                  Agreement, dated October 1, 1996, between the Company and
                  Putnam Fiduciary Trust Company

           (xcv)  Second Amendment to CNG Nonemployee Directors' Fee Plan Trust
                  Agreement, dated October 1, 1996, between the Company and
                  Putnam Fiduciary Trust Company

          (xcvi)  Third Amendment to Connecticut Natural Gas Corporation
                  Employee Savings Plan, dated October 31, 1995<PAGE>
   (a)  3. Exhibits (continued)
           --------
    
      Exhibit
      Number
   ------------
    
   10    (xcvii)  Fourth Amendment to Connecticut Natural Gas Corporation
                  Employee Savings Plan, dated December 19, 1995

        (xcviii)  Fifth Amendment to Connecticut Natural Gas Corporation
                  Employee Savings Plan, dated February 27, 1996

          (xcix)  Fourth Amendment to Connecticut Natural Gas Corporation Union
                  Employee Savings Plan, dated October 31, 1995

             (c)  Fifth Amendment to Connecticut Natural Gas Corporation Union
                  Employee Savings Plan, dated December 19, 1995

            (ci)  Sixth Amendment to Connecticut Natural Gas Corporation Union
                  Employee Savings Plan, dated February 27, 1996

           (cii)  Settlement Agreement and Release of All Claims between
                  Connecticut Natural Gas Corporation and Harry Kraiza, Jr.,
                  dated September 25, 1996

          (ciii)  Service Agreement (#93305, Rate Schedule AFT-1), dated June
                  1, 1993, between the Company and Algonquin Gas Transmission
                  Company

           (civ)  Service Agreement (#400507, Rate Schedule FSS-1), dated       
                  November 15,1996, between the Company and Texas Eastern
                  Transmission Corporation

            (cv)  Service Agreement (#412008, Rate Schedule SS-1), dated        
                  November 15, 1996, between the Company and Texas Eastern
                  Transmission Corporation

           (cvi)  Service Agreement (#800423, Rate Schedule CDS), dated         
                  November 15, 1996, between the Company and Texas Eastern
                  Transmission Corporation

          (cvii)  Service Agreement (#800424, Rate Schedule CDS), dated         
                  November 15, 1996, between the Company and Texas Eastern
                  Transmission Corporation
    
   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,
        1996
           Not applicable
    
   16   Letter Regarding Change in Certifying Accountant
           Not applicable
    
   18   Letter Regarding Change in Accounting Principles
           Not applicable
    <PAGE>
   (a)  3. Exhibits (concluded)
           --------
    
      Exhibit
      Number
   ------------
    
   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
    
   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, 1996
    
           (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, 1996
    
    
   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), 10(lxviii), 10(lxix), 10(lxx), 10(lxxi),
   10(lxxii), 10(lxxiii), 10(lxxiv), 10(lxxv), 10(lxxvi), 10(lxxvii),
   10(lxxviii), 10(lxxix), 10(lxxx), 10(lxxxi), 10(lxxxii), 10(lxxxiii),
   10(lxxxiv), 10(lxxxv), 10(lxxxvi), 10(lxxxvii), 10(lxxxviii), 10(lxxxix),
   10(xc) and 10(xci) 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.
    
    <PAGE>
   (b)  Reports on Form 8-K
        -------------------
    
        There were no current reports filed on Form 8-K during the last quarter
        of fiscal 1996.
    
    <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, 1996

                                                                  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(xcii)     First Amendment to Agreement and                 Ex-10.92
                  Declaration of Trust, Connecticut Natural
                  Gas Corporation Union Employee Benefit
                  Trust

     10(xciii)    CNG Nonemployee Directors' Fee Plan              Ex-10.93

     10(xciv)     First Amendment to CNG Nonemployee               Ex-10.94
                  Directors' Fee Plan Trust Agreement
     10(xcv)      Second Amendment to CNG Nonemployee              Ex-10.95
                  Directors' Fee Plan Trust Agreement

     10(xcvi)     Third Amendment to Connecticut Natural Gas       Ex-10.96
                  Corporation Employee Savings Plan

     10(xcvii)    Fourth Amendment to Connecticut Natural          Ex-10.97
                  Gas Corporation Employee Savings Plan

     10(xcviii)   Fifth Amendment to Connecticut Natural Gas       Ex-10.98
                  Corporation Employee Savings Plan

     10(xcix)     Fourth Amendment to Connecticut Natural          Ex-10.99
                  Gas Corporation Union Employee Savings
                  Plan

     10(c)        Fifth Amendment to Connecticut Natural Gas       Ex-10.100
                  Corporation Union Employee Savings Plan

     10(ci)       Sixth Amendment to Connecticut Natural Gas       Ex-10.101
                  Corporation Union Employee Savings Plan

     10(cii)      Settlement Agreement and Release of All          Ex-10.102
                  Claims between Connecticut Natural Gas
                  Corporation and Harry Kraiza, Jr.

     10(ciii)     Service Agreement #93305 between the             Ex-10.103
                  Company and Algonquin Gas Transmission
                  Company<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, 1996


                                                                  Document
         Item                     Description                    Description
     ------------                 -----------                   ------------

     10(civ)      Service Agreement #400507 between the            Ex-10.104
                  Company and Texas Eastern Transmission
                  Corporation

     10(cv)       Service Agreement #412008 between the            Ex-10.105
                  Company and Texas Eastern Transmission
                  Corporation

     10(cvi)      Service Agreement #800423 between the            Ex-10.106
                  Company and Texas Eastern Transmission
                  Corporation

     10(cvii)     Service Agreement #800424 between the            Ex-10.107
                  Company and Texas Eastern Transmission
                  Corporation
     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, 1996, 1995 AND 1994
                       --------------------------------------
                                          
                                   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, 1996                         2 


      Statement of Net Assets Available for Benefits
        with Fund Information as of December 31, 1995                         4


      Statement of Changes in Net Assets Available for Benefits           
        with Fund Information for the Year Ended December 31, 1996            6 

      Statement of Changes in Net Assets Available for Benefits
        with Fund Information for the Year Ended December 31, 1995            8


      Statement of Changes in Net Assets Available for Benefits
        with Fund Information for the Year Ended December 31, 1994           10 


    Notes to Financial Statements and Schedules                              11 



    Schedules:                                                               
      Schedule I - Item 27a - Schedule of Assets Held for Investment         
        Purposes as of December 31, 1996                                     16


      Schedule II - Item 27d - Schedule of Reportable Transactions for    
       the Year Ended December 31, 1996                                      17
                                                                               

      All schedules, except those as set forth above, are omitted as not  
      applicable or not required.


    
    <PAGE>


    
    
    
    
    <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, 1996 and 1995, 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, 1996.  These financial statements and schedules referred to below are
   the responsibility of the Plan's management.  Our responsibility is to
   express an opinion on these financial statements and schedules 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, 1996 and 1995, 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, 1996, 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. 
   These supplemental schedules have been subjected to the auditing procedures
   applied in the audits of the basic financial statements 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
   April 30, 1997<PAGE>
<TABLE>
<CAPTION>
     
                                                                 -2-
                                                                   
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                        EMPLOYEE SAVINGS PLAN
                                                        ---------------------
                                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
                                --------------------------------------------------------------------
                                                       AS OF DECEMBER 31, 1996
                                                      ------------------------
                                                                   


                                                  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     International
                         Stable Value Fund   of Boston      Income        Fund      Growth Fund
                         ----------------  ------------   ----------   ----------   -----------
    Assets
    ------
    Investments, at
      current value           $ 1,010,028   $ 3,553,346  $ 5,778,562  $ 1,653,502    $  422,679 
                              -----------   -----------  -----------  -----------   ----------- 
    Cash and temporary                    
      investments                    -             -            -            -             -    
                              -----------   -----------  -----------  -----------   ----------- 
    Accounts receivable
      from broker                    -             -            -            -             -    
                                                                                                
                              -----------   -----------  -----------  -----------   ----------- 
                                                                                                

        Total Assets            1,010,028     3,553,346    5,778,562    1,653,502       422,679 
                              -----------   -----------  -----------  -----------   ----------- 

    Liabilities
    -----------
    Accounts payable to
      broker                         -             -            -            -             -    
                                                                                                
                              -----------   -----------  -----------  -----------   -----------
     Net Assets
         Available for
         Benefits             $ 1,010,028   $ 3,553,346  $ 5,778,562  $ 1,653,502    $  422,679 
                              ===========   ===========  ===========  ===========   =========== 
</TABLE>
    

     The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
     
                                                                 -3-
                                                                   
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                        EMPLOYEE SAVINGS PLAN
                                                        ---------------------
                                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
                                --------------------------------------------------------------------
                                                       AS OF DECEMBER 31, 1996
                                                      ------------------------
                                                                   
                                                                    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                     $ 115,529   $ 4,762,743  $ 5,027,978  $22,324,367 
                                      -----------   -----------  -----------  ----------- 
    Cash and temporary
      investments                            -            8,564       (5,077)       3,487 
                                      -----------   -----------  -----------  ----------- 
    Accounts receivable
      from broker                            -            5,764       19,628       25,392 
                                      -----------    ----------- -----------  ----------- 

                                                                                          

        Total Assets                      115,529     4,777,071    5,042,529   22,353,246 
                                      -----------   -----------  -----------  ----------- 

    Liabilities
    -----------
    Accounts payable to 
    broker                                 -            (14,572)     (15,380)     (29,952)
                                      -----------   -----------  -----------  ----------- 
        Net Assets
         Available for
         Benefits                       $ 115,529   $ 4,762,499  $ 5,027,149  $22,323,294 
                                      ===========   ===========  ===========  =========== 
</TABLE>
    

     The accompanying notes are an integral part of this financial statement.




<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, 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     International
                         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                         -             -            -            -             -    
                              -----------   -----------  -----------  -----------   ----------- 
      Net Assets
         Available for
         Benefits             $ 1,183,304   $ 3,183,566  $ 4,787,386    $ 765,405     $ 229,676 
                              ===========   ===========  ===========  ===========   =========== 
</TABLE>
    

     The accompanying notes are an integral part of this financial statement.



<PAGE>
<TABLE>
<CAPTION>
     
                                        -5-
                                          
                        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:<PAGE>
      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
         Benefits           $ 162,658  $ 2,156,239  $ 7,340,560  $19,808,794 
                          ===========  ===========  ===========  =========== 
</TABLE>
    

     The accompanying notes are an integral part of this financial statement.

    


<PAGE>
<TABLE>
<CAPTION>
                                                                 -6-

                                                 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, 1996
                                                -------------------------------------

                                                       Participant Directed
                                      -----------------------------------------------------
   <S>                                <C>            <C>           <C>           <C> 
                                          Putnam
                                         Fiduciary                 The Putnam
                                       Trust Company  The George    Fund for      Putnam
                                       Stable Value   Putnam Fund  Growth and      Vista
                                           Fund        of Boston     Income        Fund
                                       ------------- ------------- -----------   ----------
   Additions to net assets
    attributed to:                                                             
    Dividends and interest income         $   62,418   $  322,456   $  494,326   $   97,303 
                                          ----------  -----------  -----------  ----------- 
    Realized gains                                   
     (losses), net                              -          15,609       51,138       31,889 
                                          ----------  -----------  -----------  ----------- 
            Unrealized appreciation
     (depreciation) of investments              -         172,914      486,678       93,150 
                                          ----------  -----------  -----------  ----------- 
     Contributions:
       Employees                              54,790      194,884      402,688      198,989 
       Employer                                3,879       12,008       21,946       26,051 
                                          ----------  -----------  -----------  ----------- 
         Total contributions                  58,669      206,892      424,634      225,040 
                                          ----------  -----------  -----------  ----------- 

     Transfers, net                            4,406      (15,109)     (12,853)     522,063 
                                          ----------  -----------  -----------  ----------- 
     Other, net                                 -           -             -          -      
                                          ----------  -----------  -----------  ----------- 
   Total additions (deductions)              125,493      702,762    1,443,923      969,445 
                                          ----------  -----------  -----------  ----------- 
   Deductions from net assets
     attributed to:  
     Benefits paid to participants          (298,769)    (332,982)    (452,747)     (81,348)
                                          ----------  -----------  -----------  ----------- 
   Net increase (decrease)                  (173,276)     369,780      991,176      888,097 
                                          ----------  -----------  -----------  ----------- 
   Net Assets Available 
    for Benefits:
       Beginning of year                   1,183,304    3,183,566    4,787,386      765,405 
                                          ----------  -----------  -----------  ----------- 
       End of year                        $1,010,028   $3,553,346   $5,778,562   $1,653,502 
                                          ==========  ===========  ===========  =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<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, 1996<PAGE>
                                                -------------------------------------
                                                                       
                                                                                 Non-
                                                                              Participant
                                                Participant Directed           Directed
                                       -------------------------------------  -----------
   <S>                                <C>           <C>           <C>         <C>           <C>

                                          Putnam       Putnam       Common      Common
                                      International    Income       Stock        Stock
                                       Growth Fund      Fund         Fund         Fund        Total
                                       -----------  -----------   ----------  ----------    ----------
   Additions to net assets
    attributed to:                                              
    Dividends and interest income      $     5,660  $     9,705  $   212,290   $  384,533   $ 1,588,691 
                                       -----------  -----------  -----------   ----------   ----------- 

    Realized gains
     (losses), net                           3,292       (3,856)     (13,004)     (44,265)       40,803 
                                       -----------  -----------  -----------  -----------   ----------- 
            Unrealized appreciation
     (depreciation) of investments          42,243       (2,131)     346,939      507,602     1,647,395 
                                       -----------  -----------  -----------  -----------   ----------- 
     Contributions:
       Employees                            46,065       14,846       57,958         -          970,220 
       Employer                              7,795        1,703      317,692       86,597       477,671 
                                       -----------  -----------  -----------  -----------   ----------- 
         Total contributions                53,860       16,549      375,650       86,597     1,447,891 
                                       -----------  -----------  -----------  -----------   ----------- 
     Transfers, net                        116,277      (61,437)   2,005,626   (2,549,645)        9,328 
                                       -----------  -----------  -----------  -----------   ----------- 
     Other, net                               -            -            (447)      (1,503)       (1,950)
                                       -----------  -----------  ------------ -----------   ----------- 
   Total additions (deductions)            221,332      (41,170)   2,927,054   (1,616,681)    4,732,158 
                                       -----------  -----------  -----------  -----------   ----------- 
   Deductions from net assets
    attributed to:  
     Benefits paid to participants         (28,329)      (5,959)    (320,794)    (696,730)   (2,217,658)
                                       -----------  -----------  -----------  -----------   ----------- 
   Net increase (decrease)                 193,003      (47,129)   2,606,260   (2,313,411)    2,514,500 
                                       -----------  -----------  -----------  -----------   ----------- 
   Net Assets Available 
    for Benefits:
       Beginning of year                   229,676      162,658    2,156,239    7,340,560    19,808,794 
                                       -----------  -----------  -----------  -----------   ----------- 
       End of year                     $   422,679  $   115,529  $ 4,762,499  $ 5,027,149   $22,323,294 
                                       ===========  ===========  ===========  ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<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, 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                              -         87,221         88,744     160,068          672 
                                          ----------  -----------   ----------- -----------  ----------- 
            Unrealized appreciation
     (depreciation) of investments              -         (9,024)       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 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 
                                          ==========  ===========   =========== ===========  =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                 -9-

                                                 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
                                                -------------------------------------
                                                                       
                                                                                 Non-
                                                                              Participant
                                               Participant Directed            Directed
                                       -------------------------------------  -----------
   <S>                                <C>           <C>          <C>         <C>            <C>

                                          Putnam       Putnam      Common       Common
                                      International    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)       220,378 
                                       -----------  -----------  ----------- -----------    ----------- 
            Unrealized appreciation
     (depreciation) of investments             839        1,111      (97,147)   (246,344)       842,415 
                                       -----------  -----------  ----------- -----------    ----------- 
     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 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 
                                       ===========  ===========  =========== ===========    =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                -10-

                                                 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 losses, net                       -         (23,461)       (6,864)         (66)    (20,752)     (60,713)     (111,856)
                                        ----------  -----------   -----------  ----------- -----------  -----------   ----------- 
            Unrealized 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 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 
                                        ==========  ===========   ===========  =========== ===========  ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
                                                      -11-
    
                                       CONNECTICUT NATURAL GAS CORPORATION
                                       -----------------------------------
                                                         
                                              EMPLOYEE SAVINGS PLAN
                                              ---------------------
                                                         
                                   NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
                                   -------------------------------------------

                                     AS OF DECEMBER 31, 1996, 1995, AND 1994
                                     ---------------------------------------
    
   1. Description of the Plan:
      ------------------------
    <PAGE>
      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. Putnam Fiduciary Trust Company
           (PFTC), trustee of the Plan, holds the Plan's investments and
           executes transactions therein.
    
      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,
           1996 and 1995 were 276 and 287, 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>

                                                 -12-

           As of December 31, 1996, if an employee's:

      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

      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 a high current income
               through a diversified portfolio of high-quality investment
               contracts. The average yield of the fund was 5.74% for the year
               ended December 31, 1996. 

           (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 INTERNATIONAL 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 International 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.  Beginning on March 1, 1996 and continuing on a quarterly
           basis through October 1, 1999, the Plan Administrator has directed
           that portions of the non-participant directed Common Stock Fund be
           transferred to the participant directed Common Stock Fund based upon
           a predetermined schedule.  These transfers are scheduled to take
           place on January 1, April 1, July 1, and October 1 of each year,
           with the exception of 1996 for which the March 1 transfer was in
           lieu of the April 1 transfer.  Following the transfers, Plan
           participants will have the discretion of investing the transferred
           shares of common stock in the same manner as the other amounts under



                                       -13-

           their direction in the various participant directed funds.  Also,
           effective March 1, 1996, all Company matching contributions are
           being invested in the participant directed 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.

       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.
    
       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.



                                       -14-

       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.  
          Actual results could differ from those estimates.




   2.  Summary of Significant Accounting Policies:
       ------------------------------------------
    
       a. Basis of Accounting -
          -------------------
    
          The accompanying financial statements have been 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.

       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 contract<PAGE>
          value (cost plus accumulated earnings) which approximates current
          value.  Purchases and sales of securities are reflected on a trade
          date basis.  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 change in
          the current value of the Plan assets from year to year.  

       d. Administrative Expenses -
          -----------------------

          Administrative expenses of the Plan may be paid by either the Company
          or the Plan.  During 1996, 1995, and 1994 the Company paid all
          administrative expenses relating to the Plan.

   3.  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 
       19, 1994.  The Plan has been amended since receiving the determination
       letter.  However, the Plan Administrator and management believe that 
       the Plan is designed and is currently being 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, 1996.  






                                       -15-

   4.  Investments:
       -----------
    
       The fair market values of individual assets that represent 5% or more of
       the Plan's net assets as of December 31, 1996 and 1995 are as follows:

       1996:
         Connecticut Natural Gas Corporation
           common stock                                  $ 9,790,721
         The Putnam Fund for Growth and Income             5,778,562    
         The George Putnam Fund of Boston                  3,553,346   
         Putnam Vista Fund                                 1,653,502
    

     
       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    
          

   5.    Concentration of Credit Risk:
         ----------------------------
    
         The Plan's assets are invested in mutual funds managed by Putnam<PAGE>
         Investments, Inc., as 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.

   6.    Subsequent Event:
         ----------------

         Effective as of the close of business on March 31, 1997, CTG
         Resources, Inc. (CTG) became the holding company and parent of
         Connecticut Natural Gas Corporation (CNG).  Pursuant to this change in
         corporate organization and an Agreement and Plan of Exchange, dated as
         of December 20, 1996, by and between CTG and CNG, all outstanding
         shares of common stock of CNG, including those shares held by the
         Plan, were exchanged for shares of common stock of CTG.

   7.    Reconciliation to Form 5500:
         ---------------------------

         As of December 31, 1996, the Plan had a $43,307 pending distribution
         to a participant who elected to withdraw from the Plan and $5,297 of
         contributions from participants which were in excess of the amounts
         allowed by Section 415 of the IRC.  These amounts are recorded as
         liabilities in the Plan's Form 5500; however, they are not recorded as
         liabilities in the accompanying statement of net assets available for
         benefits in accordance with generally accepted accounting principles.

         The following table reconciles net assets available for benefits per
         the financial statements to the Form 5500 as filed by the Company for
         the year ended December 31, 1996.

                                       Benefits                    Net Assets
                                      Payable to        Other      Available
                                     Participants    Liabilities  For Benefits
                                     ------------    -----------  ------------

       Per financial statements        $  -             $ -       $22,323,294
       Accrued benefit payments         43,307            -           (43,307)
       Excess contributions
         refundable to Plan
         participants                     -              5,297         (5,297) 
                                       -------          ------    ----------- 

       Per Form 5500                   $43,307          $5,297    $22,274,690
                                       =======          ======    =========== 
<PAGE>
<TABLE>
<CAPTION>
                                                 -16-
                                                                                         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, 1996
                                        ------------------------
   <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           $ 1,010,028    $ 1,010,028  
                                                                                 -----------    -----------  
   *The George Putnam Fund of Boston              Mutual fund comprised of      
                                                   common stocks and bonds         3,123,397      3,553,346  
                                                                                 -----------    -----------  
   *The Putnam Fund for Growth and Income         Mutual fund comprised of                   
                                                    common stocks                  4,674,651      5,778,562  
                                                                                 -----------    -----------  
   *Putnam Vista Fund                             Mutual fund comprised of
                                                    common stocks                  1,539,916      1,653,502  
                                                                                 -----------    -----------  
   *Putnam International Growth Fund              Mutual fund comprised of
                                                    common stocks                    377,049        422,679  
                                                                                 -----------    -----------  
   *Putnam Income Fund                            Mutual fund comprised of
                                                    bonds                            117,086        115,529  
                                                                                 -----------    -----------  
                                                  Participant directed -
   *Connecticut Natural Gas Corporation             Common stock                   3,960,445      4,762,743  
   *Boston Safe Company                             Daily Liquidity Fund               8,564          8,564  
                                                                                 -----------    -----------  
                                                                                   3,969,009      4,771,307  
                                                                                 -----------    -----------  
                                                  Non-participant directed -
   *Connecticut Natural Gas Corporation             Common stock                   4,161,029      5,027,978  
   *Boston Safe Company                             Daily Liquidity Fund              (5,077)        (5,077) 
                                                                                 -----------    -----------  
                                                                                   4,155,952      5,022,901  
                                                                                 -----------    -----------  
                                                    Total Common Stock Fund        8,124,961      9,794,208  
                                                                                 -----------    -----------  
                                                    Total Investments            $18,967,088    $22,327,854  
                                                                                 ===========    ===========  
</TABLE>
   *Represents a party-in-interest for the year ended December 31, 1996.

           The accompanying notes are an integral part of this schedule.
<PAGE>
<TABLE>
<CAPTION>
                                                                -17-
                                                                                                                      Schedule II
                                                                                                                   EIN 06-0383860
                                                                                                                           PN 007
                                                                                                                      Page 1 of 2
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                        EMPLOYEE SAVINGS PLAN<PAGE>
                                                        ---------------------
                                           ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
                                           ----------------------------------------------
                                                FOR THE YEAR ENDED DECEMBER 31, 1996
                                                ------------------------------------
                                                                                                                        

          <S>                     <C>                    <C>         <C>          <C>            <C>        <C>
                                                                                                               Expense
                Identity of             Description        Number of    Purchase     Selling       Lease    Incurred With
               Party Involved            of Asset        Transactions     Price       Price       Rental     Transaction
               --------------            --------        ------------   ---------   ---------     -------    -----------
          Putnam Vista Fund       Mutual fund comprised      136      $  917,447  $     -        $   -         $   -   
                                    of common stocks          22            -        139,216         -             -   

          The George Putnam       Mutual fund comprised       73         626,226        -            -             -   
            Fund of Boston          of common stocks and      39            -        434,369         -             -   
                                    bonds

          The Putnam Fund for     Mutual fund comprised       97       1,140,670        -            -             -   
            Growth and Income       of common stocks          54            -        677,210         -             -   

          Connecticut Natural     Common stock                27       3,625,890        -            -             -   
            Gas Corporation                                  101            -      4,129,240         -             -   


</TABLE>
    
           The accompanying notes are an integral part of this schedule.
<PAGE>
<TABLE>
<CAPTION>
                                                                -18-
                                                                                                                      Schedule II
                                                                                                                   EIN 06-0383860
                                                                                                                           PN 007
                                                                                                                      Page 2 of 2

                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                        EMPLOYEE SAVINGS PLAN
                                                        ---------------------
                                           ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
                                           ----------------------------------------------
                                                FOR THE YEAR ENDED DECEMBER 31, 1996
                                                ------------------------------------
                                                                                                                        

          <S>                     <C>                      <C>            <C>             <C>
                                                                          Current Value
                                                                           of Asset on
                Identity of             Description           Cost of      Transaction     Net Gain
               Party Involved            of Asset              Asset          Date        or (Loss)
               --------------            --------            ---------     -----------     --------
          Putnam Vista Fund       Mutual fund comprised     $  917,447    $  917,447       $   -   
                                    of common stocks           118,179       139,216         21,037

          The George Putnam       Mutual fund comprised        626,226       626,226           -   
            Fund of Boston          of common stocks and       379,490       434,369         54,879
                                    bonds

          The Putnam Fund for     Mutual fund comprised      1,140,670     1,140,670           -   
            Growth and Income       of common stocks           543,936       677,210        133,274

          Connecticut Natural     Common stock               3,625,890     3,625,890           -   
            Gas Corporation                                  3,574,820     4,129,240        554,420

</TABLE>

    
           The accompanying notes are an integral part of this schedule.
                                          <PAGE>




     
    
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
                        CONNECTICUT NATURAL GAS CORPORATION
                        -----------------------------------
                                          
                            UNION EMPLOYEE SAVINGS PLAN
                            ---------------------------
                                          
                         FINANCIAL STATEMENTS AND SCHEDULES
                         ----------------------------------
                                          
                       AS OF DECEMBER 31, 1996, 1995 AND 1994
                       --------------------------------------
                                          
                                   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, 1996                        2
      

      Statement of Net Assets Available for Benefits 
        with Fund Information as of December 31, 1995                        4


      Statement of Changes in Net Assets Available for Benefits          
       with Fund Information for the Year Ended December 31, 1996            6

      Statement of Changes in Net Assets Available for Benefits          
       with Fund Information for the Year Ended December 31, 1995            8


      Statement of Changes in Net Assets Available for Benefits          
       with Fund Information for the Year Ended December 31, 1994           10

                                                                              
    Notes to Financial Statements and Schedules                             11  


                                                                            
    Schedules:                                                              
      Schedule I - Item 27a - Schedule of Assets Held for Investment        16  
        Purposes as of December 31, 1996

      Schedule II - Item 27d - Schedule of Reportable Transactions for   
        the Year Ended December 31, 1996                                    17  


      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, 1996 and 1995, 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, 1996.  These financial statements and schedules referred to below are
   the responsibility of the Plan's management.  Our responsibility is to
   express an opinion on these financial statements and schedules 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, 1996 and 1995, 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, 1996, 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.  
   These supplemental schedules have been subjected to the auditing procedures
   applied in the audits of the basic financial statements 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
   April 30, 1997
<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, 1996
                                                      ------------------------
                                                                   

                                                  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     International
                         Stable Value Fund   of Boston      Income        Fund      Growth Fund
                         ----------------  ------------   ----------   ----------   ----------
    Assets
    ------
    Investments, at
      current value             $ 477,425   $ 1,400,169  $ 3,171,867  $ 1,141,189   $   113,784 
                              -----------   -----------  -----------  -----------   ----------- 
    Cash and temporary                    
      investments                    -             -            -            -             -    
                              -----------   -----------  -----------  -----------   ----------- 
    Accounts receivable
      from broker                    -             -            -            -             -    
                              -----------   -----------  -----------  -----------   ----------- 
                                                                                                

        

        Total Assets              477,425     1,400,169    3,171,867    1,141,189       113,784 
                              -----------   -----------  -----------  -----------   ----------- 

    Liabilities
    -----------
    Accounts payable to                   
     broker                          -             -            -            -             -    
                              -----------   -----------  -----------  -----------   ----------- 
                                                                                                


        Net Assets
         Available for          $ 477,425   $ 1,400,169  $ 3,171,867  $ 1,141,189   $   113,784 
         Benefits             ===========   ===========  ===========  ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>




                                                                 -3-
                                                                   
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
                                --------------------------------------------------------------------
                                                       AS OF DECEMBER 31, 1996
                                                      ------------------------

                                                       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          $ 62,964  $ 4,913,262  $ 3,892,036  $15,172,696 
                          -----------  -----------  -----------  ----------- 
    Cash and temporary
      investments                -              42        3,063        3,105 
                          -----------  -----------  -----------  ----------- 
    Accounts receivable
      from broker                -             637        1,293        1,930 
                          -----------  -----------  -----------  ----------- 


        Total Assets           62,964    4,913,941    3,896,392   15,177,731 
                          -----------  -----------  -----------  ----------- 

    Liabilities
    -----------
    Accounts payable to               
      broker                    -          (14,125)     (31,630)     (45,755)
                          -----------  -----------  -----------  ----------- 
        Net Assets
         Available for       $ 62,964  $ 4,899,816  $ 3,864,762  $15,131,976 
         Benefits         ===========  ===========  ===========  =========== 
</TABLE>




     The accompanying notes are an integral part of this financial statement.
<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, 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     International
                         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 
         Benefits             ===========   ===========  ===========  ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                 -5-
                                                                   
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                                STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
                                --------------------------------------------------------------------
                                                       AS OF DECEMBER 31, 1995
                                                      ------------------------<PAGE>


                                                       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 
         Benefits         ===========  ===========  ===========  =========== 
</TABLE>

     The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                 -6-
                                                 CONNECTICUT NATURAL GAS CORPORATION<PAGE>


                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                           STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
                           -------------------------------------------------------------------------------
                                                FOR THE YEAR ENDED DECEMBER 31, 1996
                                                -------------------------------------

                                                      Participant Directed  
                                      -----------------------------------------------------
   <S>                                <C>            <C>          <C>            <C>  
                                          Putnam
                                         Fiduciary                   Putnam
                                       Trust Company  The George    Fund for      Putnam
                                       Stable Value   Putnam Fund  Growth and      Vista
                                           Fund        of Boston     Income        Fund
                                       ------------- ------------- -----------   ----------
   Additions to net assets
    attributed to:                                                             
    Dividends and interest income         $   29,716  $   126,396  $   261,597  $    73,049 
                                          ----------  -----------  -----------  ----------- 
    Realized gains                                   
     (losses), net                              -          10,593       15,932       18,393 
                                          ----------  -----------  -----------  ----------- 
            Unrealized appreciation
     (depreciation) of investments              -          64,242      266,834       73,191 
                                          ----------  -----------  -----------  ----------- 
     Contributions:
       Employees                              39,687      141,929      318,816      131,575 
       Employer                                1,017        5,058       14,181       10,363 
                                          ----------  -----------  -----------  -----------
         Total contributions                  40,704      146,987      332,997      141,938 
                                          ----------  -----------  -----------  ----------- 

     Transfers, net                          (18,573)     (23,751)    (102,230)     417,255 
                                          ----------  -----------  -----------  ----------- 
     Other, net                                -            -             -          -      
                                          ----------  -----------  -----------  ----------- 
   Total additions (deductions)               51,847      324,467      775,130      723,826 
                                          ----------  -----------  -----------  ----------- 
   Deductions from net assets
     attributed to:  
     Benefits paid to participants          (125,937)    (175,636)    (182,900)      (8,014)
                                          ----------  -----------  -----------  ----------- 
   Net increase (decrease)                   (74,090)     148,831      592,230      715,812 
                                          ----------  -----------  -----------  ----------- 


   Net Assets Available 
    for Benefits:
       Beginning of year                     551,515    1,251,338    2,579,637      425,377 
                                          ----------  -----------  -----------  ----------- 
       End of year                        $  477,425  $ 1,400,169  $ 3,171,867  $ 1,141,189 
                                          ==========  ===========  ===========  =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<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, 1996
                                                -------------------------------------


                                                                                 Non-
                                                                              Participant
                                                Participant Directed           Directed
                                          -------------------------------     -----------
   <S>                                <C>           <C>          <C>          <C>          <C> 
                                          Putnam       Putnam       Common      Common
                                      International    Income       Stock        Stock
                                       Growth Fund      Fund         Fund         Fund        Total
                                       -----------  -----------   ----------  ----------    ----------
   Additions to net assets
    attributed to:                                              
    Dividends and interest income        $   1,533    $   3,320  $   223,414   $  279,804  $   998,829 
                                       -----------  -----------  -----------   ----------  ----------- 
    Realized gains
     (losses), net                              38         (479)      (9,904)     (20,127)      14,446 
                                       -----------  -----------  -----------  -----------  ----------- 
            Unrealized appreciation
     (depreciation) of investments          10,680         (540)     372,926      368,477    1,155,810 
                                       -----------  -----------  -----------  -----------  ----------- 
     Contributions:
       Employees                            13,495        5,724      217,894         -         869,120 
       Employer                              1,309          194      364,046       85,391      481,559 
                                       -----------  -----------  -----------  -----------  ----------- 
         Total contributions                14,804        5,918      581,940       85,391    1,350,679 
                                       -----------  -----------  -----------  -----------  ----------- 
     Transfers, net                         23,480       17,506    1,378,873   (1,701,888)      (9,328)
                                       -----------  -----------  -----------  -----------  ----------- 
     Other, net                               -            -         (13,783)     (28,024)     (41,807)
                                       -----------  -----------  -----------  -----------  ----------- 
   Total additions (deductions)             50,535       25,725    2,533,466   (1,016,367)   3,468,629 
                                       -----------  -----------  -----------  -----------  ----------- 
   Deductions from net assets 
   attributed to:  
     Benefits paid to participants            (372)        (133)    (153,473)    (239,898)    (886,363)
                                       -----------  -----------  -----------  -----------  ----------- 


   Net increase (decrease)                  50,163       25,592    2,379,993   (1,256,265)   2,582,266 
                                       -----------  -----------  -----------  -----------  ----------- 
   Net Assets Available 
    for Benefits:
       Beginning of year                    63,621       37,372    2,519,823    5,121,027   12,549,710 
                                       -----------  -----------  -----------  -----------  ----------- 
       End of year                       $ 113,784    $  62,964  $ 4,899,816  $ 3,864,762  $15,131,976 
                                       ===========  ===========  ===========  ===========  =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<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, 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 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 
                                          ==========  ===========   =========== ===========  =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                 -9-

                                                 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
                                      International    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 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 
                                       ===========  ===========  =========== ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>
<TABLE>
<CAPTION>
                                                                -10-

                                                 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 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 
                                       ==========  ===========   ===========  =========== ===========  ===========   =========== 
</TABLE>
   The accompanying notes are an integral part of this financial statement.
<PAGE>

                                                       -11-

                                       CONNECTICUT NATURAL GAS CORPORATION
                                       -----------------------------------

                                           UNION EMPLOYEE SAVINGS PLAN
                                           ---------------------------
                                                         
                                   NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
                                   -------------------------------------------

                                     AS OF DECEMBER 31, 1996, 1995 AND 1994
                                     --------------------------------------

   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. Putnam Fiduciary Trust Company
           (PFTC), trustee of the Plan, holds the Plan's investments and
           executes transactions therein.
    
       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,
           1996 and 1995 were 350 and 366, 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>


                                                 -12-

           As of December 31, 1996, if an employee's: 

      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

       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 a high current income
               through a diversified portfolio of high-quality investment
               contracts.  The average yield for this fund was 5.74% for the
               year ended December 31, 1996.

           (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 INTERNATIONAL 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 International 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.  Beginning on March 1, 1996 and continuing on a quarterly
           basis through October 1, 1999, the Plan Administrator has directed
           that portions of the non-participant directed Common Stock Fund be
           transferred to the participant directed Common Stock Fund based upon
           a predetermined schedule.  These transfers are scheduled to take
           place on January 1, April 1, July 1, and October 1 of each year,
           with the exception of 1996 for which the March 1 transfer was in
           lieu of the April 1 transfer.  Following the transfers, Plan
           participants will have the discretion of investing the transferred
           shares of common stock in the same manner as the other amounts under


                                       -13- 

           their direction in the various participant directed funds.  Also,
           effective March 1, 1996, all Company matching contributions are
           being invested in the participant directed 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.

       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:


       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             

           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.
    
       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.





                                       -14-

       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. 
           Actual results could differ from those estimates.


        
   2.  Summary of Significant Accounting Policies:
       ------------------------------------------
    
       a.  Basis of Accounting -
           -------------------
    
           The accompanying financial statements have been 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.

       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 contract
           value (cost plus accumulated earnings) which approximates current
           value.  Purchases and sales of securities are reflected on a trade
           date basis.  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 change in
           the current value of the Plan assets from year to year.  
     
       d.  Administrative Expenses -
           -----------------------

           Administrative expenses of the Plan may be paid by either the
           Company or the Plan.  During 1996, 1995 and 1994 the Company paid
           all administrative expenses relating to the Plan.
    
   3.  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 has been amended since receiving the determination
       letter.  However, the Plan Administrator and management believe that the
       Plan is designed and is currently being 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, 1996.
    







                                       -15-


   4.  Investments:
       -----------
    

       The fair market values of individual assets that represent 5% or more of
       the Plan's net assets as of December 31, 1996 and 1995 are as follows:

       1996:
         Connecticut Natural Gas Corporation
           common stock                            $8,805,298
         The Putnam Fund for Growth and Income      3,171,867
         The George Putnam Fund of Boston           1,400,169
         Putnam Vista Fund                          1,141,189

       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


   5.  Concentration of Credit Risk:<PAGE>
       ----------------------------
    
       The Plan's assets are invested in mutual funds managed by Putnam
       Investments, Inc., as 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.

   6.  Subsequent Event:
       ----------------

       Effective as of the close of business on March 31, 1997, CTG Resources,
       Inc. (CTG) became the holding company and parent of Connecticut Natural
       Gas Corporation (CNG).  Pursuant to this change in corporate
       organization and an Agreement and Plan of Exchange, dated as of December
       20, 1996, by and between CTG and CNG, all outstanding shares of common
       stock of CNG, including those shares held by the Plan, were exchanged
       for shares of common stock of CTG.

   7.  Reconciliation to Form 5500:
       ---------------------------

       As of December 31, 1996, the Plan had $1,324 of contributions from
       participants which were in excess of the amounts allowed by Section 415
       of the IRC.  This amount is recorded as a liability in the Plan's Form
       5500.  However, this amount is not recorded as a liability in the
       accompanying statement of net assets available for benefits in
       accordance with generally accepted accounting principles.

       The following table reconciles net assets available for benefits per the
       financial statements to the Form 5500 as filed by the Company for the
       year ended December 31, 1996.

                                                        Net Assets
                                     Other               Available
                                   Liabilities         For Benefits
                                   -----------         ------------

       Per financial statements     $  -                $15,131,976
       Excess contributions
         refundable to Plan
         participants                 1,324                  (1,324)
                                     ------             -----------
       Per Form 5500                 $1,324             $15,130,652
                                     ======             ===========   
    <PAGE>
<TABLE>
<CAPTION>
                                                                -16-
                                                                                                                       Schedule I
                                                                                                                   EIN 06-0383860
                                                                                                                           PN 006
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                                     ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
                                     ----------------------------------------------------------
                                                       AS OF DECEMBER 31, 1996
                                                      ------------------------
   <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           $  477,425     $  477,425  
                                                                                 -----------    -----------  
   *The George Putnam Fund of Boston              Mutual fund comprised of      
                                                   common stocks and bonds         1,248,698      1,400,169  
                                                                                 -----------    -----------  
   *The Putnam Fund for Growth and Income         Mutual fund comprised of                   
                                                    common stocks                  2,613,720      3,171,867  
                                                                                 -----------    -----------  
   *Putnam Vista Fund                             Mutual fund comprised of
                                                    common stocks                  1,067,046      1,141,189  
                                                                                 -----------    -----------  
   *Putnam International Growth Fund              Mutual fund comprised of
                                                    common stocks                    102,577        113,784  
                                                                                 -----------    -----------  
   *Putnam Income Fund                            Mutual fund comprised of
                                                    bonds                             63,308         62,964  
                                                                                 -----------    -----------  
                                                  Participant directed -
   *Connecticut Natural Gas Corporation             Common stock                   4,396,006      4,913,262  
   *Boston Safe Company                             Daily Liquidity Fund                  42             42  
                                                                                 -----------    -----------  
                                                                                   4,396,048      4,913,304  
                                                                                 -----------    -----------  
                                                  Non-participant directed -
   *Connecticut Natural Gas Corporation             Common stock                   3,455,786      3,892,036  
   *Boston Safe Company                             Daily Liquidity Fund               3,063          3,063  
                                                                                 -----------    -----------  
                                                                                   3,458,849      3,895,099  
                                                                                 -----------    -----------  
                                                    Total Common Stock Fund        7,854,897      8,808,403  
                                                                                 -----------    -----------  
                                                    Total Investments            $13,427,671    $15,175,801  
                                                                                 ===========    ===========  
</TABLE>
   *Represents a party-in-interest for the year ended December 31, 1996.

  The accompanying notes are an integral part of this schedule.
<PAGE>
<TABLE>
<CAPTION>
                                                                -17-
                                                                                                                      Schedule II
                                                                                                                   EIN 06-0383860
                                                                                                                           PN 006
                                                                                                                      Page 1 of 2
                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                                           ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
                                           ----------------------------------------------
                                                FOR THE YEAR ENDED DECEMBER 31, 1996<PAGE>
                                                ------------------------------------
                                                                                                                        

          <S>                     <C>                    <C>          <C>         <C>            <C>        <C> 
    
                                                                                                               Expense
                Identity of             Description        Number of    Purchase     Selling       Lease    Incurred With
               Party Involved            of Asset        Transactions     Price       Price       Rental     Transaction
               --------------            --------        ------------   ---------   ---------     -------    -----------
          Putnam Vista Fund       Mutual fund comprised       91      $  683,819  $     -        $   -         $   -   
                                    of common stocks           9            -        169,104         -             -   

          The George Putnam       Mutual fund comprised       57         357,225        -            -             -   
            Fund of Boston          of common stocks and      19            -        271,941         -             -   
                                    bonds

          The Putnam Fund for     Mutual fund comprised       81         791,914        -            -             -   
            Growth and Income       of common stocks          31            -        354,962         -             -   

          Connecticut Natural     Common stock                23       2,867,777        -            -             -   
            Gas Corporation                                   79            -      2,414,702         -             -   

</TABLE>

    
           The accompanying notes are an integral part of this schedule.
<PAGE>
<TABLE>
<CAPTION>
                                                                -18-
                                                                                                                      Schedule II
                                                                                                                   EIN 06-0383860
                                                                                                                           PN 006
                                                                                                                      Page 2 of 2

                                                 CONNECTICUT NATURAL GAS CORPORATION
                                                 -----------------------------------
                                                     UNION EMPLOYEE SAVINGS PLAN
                                                     ---------------------------
                                           ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
                                           ----------------------------------------------
                                                FOR THE YEAR ENDED DECEMBER 31, 1996
                                                ------------------------------------
                                                                                                                        

    
          <S>                     <C>                     <C>             <C>             <C>
                                                                          Current Value
                                                                           of Asset on
                Identity of             Description           Cost of      Transaction     Net Gain
               Party Involved            of Asset              Asset          Date        or (Loss)
               --------------            --------            ---------     -----------     --------
          Putnam Vista Fund       Mutual fund comprised   $    683,819    $  683,819       $   -   
                                    of common stocks           106,723       169,104         62,381

          The George Putnam       Mutual fund comprised        357,225       357,225           -   
            Fund of Boston          of common stocks and       240,788       271,941         31,153
                                    bonds

          The Putnam Fund for     Mutual fund comprised        791,914       791,914           -   
            Growth and Income       of common stocks           287,369       354,962         67,593

          Connecticut Natural     Common stock               2,867,777     2,867,777           -   
            Gas Corporation                                  2,204,363     2,414,702        210,339

</TABLE>


           The accompanying notes are an integral part of this schedule.
                                          <PAGE>


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