<PAGE> 1 File Number 70-7170
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 7
to
FORM U-1
DECLARATION UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
By
CONSOLIDATED NATURAL GAS COMPANY
CNG Tower
Pittsburgh, Pennsylvania 15222-3199
Names and addresses of agents for service:
S. E. WILLIAMS, Senior Vice President
and General Counsel
Consolidated Natural Gas Company
CNG Tower
Pittsburgh, Pennsylvania 15222-3199
N. F. Chandler, General Attorney
Consolidated Natural Gas Service
Company, Inc.
CNG Tower
Pittsburgh, Pennsylvania 15222-3199
<PAGE> 2 File Number 70-7170
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 7
to
FORM U-1
DECLARATION UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Consolidated Natural Gas Company ("Consolidated") hereby further amends
its Form U-1 Declaration under this File Number as follows.
Item 1. Description of Proposed Transactions
____________________________________
The following is added as new material at the end of the response under
Item 1:
"The proceeds from the issuance of shares pursuant to the DRP will
not be used for investment in an exempt wholesale generator ("EWG") as
defined in Section 32 (a)(i) of the Act. However, Rule 54 promulgated
under the Act states that in determining whether to approve the issue or
sale of a security by a registered holding company for purposes other
than the acquisition of an EWG or a foreign utility company, the
Commission shall not consider the effect of the capitalization or
earnings of any subsidiary which is an EWG or a foreign utility company
upon the registered holding company system if Rules 53(a), (b) and (c)
are satisfied. Currently Consolidated owns indirectly a 1% general
partnership and a 34% limited partnership interest in Lakewood
Cogeneration, L.P., an EWG. Consolidated does not own any interests in a
foreign utility company. Consolidated believes that Rule 53(a), (b) and
(c) are satisfied in its case as follows.
<PAGE> 3
Fifty percent of Consolidated's retained earnings as of
September 30, 1994 was $702,436,000; Consolidated's aggregate investment
(as defined in Rule 53(a)(1)(i)) in its EWG is estimated to be
approximately $18,000,000, thereby satisfying Rule 53(a)(1).
Consolidated and its subsidiaries maintain books and records to identify
the investments in and earnings from the EWG in which they directly or
indirectly hold an interest, thereby satisfying Rule 53(a)(2). Employees
of Consolidated's domestic public-utility companies do not render
service, directly or indirectly, to the EWG in the Consolidated System,
thereby satisfying Rule 53(a)(3). No application for EWG financing has
been filed with the Commission since adoption of Rule 53; Rule 53(a)(4)
is correspondingly inapplicable at this time.
None of the conditions described in Rule 53(b) exist with respect to
Consolidated, thereby satisfying Rule 53(b) and making Rule 53(c)
inapplicable."
SIGNATURES
__________
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this statement to be signed on
its behalf by the undersigned thereunto duly authorized.
CONSOLIDATED NATURAL GAS COMPANY
By N. F. Chandler
Assistant Secretary
Date: November 21, 1994
