CONSOLIDATED NATURAL GAS CO
U-1, 1994-04-29
NATURAL GAS TRANSMISISON & DISTRIBUTION
Previous: CONSOLIDATED NATURAL GAS CO, 35-CERT, 1994-04-29
Next: CONTINENTAL BANK CORP, 10-K/A, 1994-04-29




<PAGE> 1
                                                         File Number 70-
 
                     SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC  20549
 
                                  FORM U-1
 
                     APPLICATION-DECLARATION UNDER THE
                  PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
 
                                    By
 
                     CONSOLIDATED NATURAL GAS COMPANY
                                CNG Tower
                           625 Liberty Avenue
                   Pittsburgh, Pennsylvania  15222-3199
 
                        and its subsidiary companies:
 
CNG COAL COMPANY                             CONSOLIDATED NATURAL GAS
CNG GAS SERVICES CORPORATION                   SERVICE COMPANY, INC.
CNG PRODUCING COMPANY                        CONSOLIDATED SYSTEM LNG COMPANY
  and its subsidiary                         HOPE GAS, INC.
  company CNG PIPELINE                       THE EAST OHIO GAS COMPANY
  COMPANY                                    THE PEOPLES NATURAL GAS COMPANY
CNG RESEARCH COMPANY                         THE RIVER GAS COMPANY
CNG STORAGE SERVICE COMPANY                  VIRGINIA NATURAL GAS, INC.
CNG TRANSMISSION CORPORATION                 WEST OHIO GAS COMPANY
  
                      Consolidated Natural Gas Company,
                        a registered holding company,
                      is the parent of the other parties.
 
                    Names and addresses of agents for service:
 
STEPHEN E. WILLIAMS, Senior Vice        N. F. CHANDLER, General Attorney
  President and General Counsel         Consolidated Natural Gas Service
Consolidated Natural Gas Company          Company, Inc.
CNG Research Company                    CNG Tower
Consolidated System LNG Company         625 Liberty Avenue
CNG Tower                               Pittsburgh, PA  15222-3199
625 Liberty Avenue
Pittsburgh, PA 15222-3199               CORY, MEREDITH, WITTER, ROUSH & CHENEY
                                        Counsel for West Ohio Gas
H. E. BROWN, Vice President and         Company
  General Counsel                       P.O. Box 1217
CNG Transmission Corporation            Lima, OH 45802-1217
CNG Storage Service Company             
445 West Main Street                    W. P. BOSWELL, Vice President,
Clarksburg, WV  26301                   Secretary and General Counsel
                                        The Peoples Natural Gas Company
                                        CNG Tower
                                        625 Liberty Avenue
                                        Pittsburgh, PA  15222-3199

<PAGE> 2
                                                        File Number 70-
 
 
            Names and addresses of agents for service: (Continued)
 

D. M. JOHNS, JR., Secretary and          K. R. LONG, Vice President
  General Counsel                          and General Counsel
CNG Producing Company                    The East Ohio Gas Company
CNG Coal Company                         The River Gas Company
CNG Pipeline Company                     1717 East Ninth Street
CNG Tower                                Cleveland, OH 44114-0759
1450 Poydras Street                      
New Orleans, LA 70112-6000               D. A. FICKENSCHER, Secretary
                                           and General Counsel
J. A. CRITTENDEN, Secretary              Virginia Natural Gas, Inc.
CNG Gas Services Corporation             5100 East Virginia Beach
One Park Ridge Center                       Boulevard
P. O. Box  15746                         Norfolk, VA  23502-3488
Pittsburgh, PA  15244-0746               
                                         
MARC HALBRITTER, Secretary and
   General Counsel                       
Hope Gas, Inc.                           
P.O. Box 2868                            
Clarksburg, WV  26301-2868               



<PAGE> 3
                                                        File Number 70-
 
                     SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC  20549
 
                                  FORM U-1
 
                     APPLICATION-DECLARATION UNDER THE
                  PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
 
Item 1.  Description of Proposed Transaction
         ___________________________________
 
    (a)  Furnish a reasonably detailed and precise description of the proposed
transaction, including a statement of the reasons why it is desired to
consummate the transaction and the anticipated effect thereof.  If the
transaction is part of a general program, describe the program and its
relation to the proposed transaction.
 

         Consolidated Natural Gas Company (the "Company" or "Consolidated") is

a public utility holding company registered as such under the Public Utility

Holding Company Act of 1935 (the "Act").  It is engaged solely in the business

of owning and holding all of the outstanding securities of fifteen directly

owned subsidiary companies (individually "Subsidiary," collectively

"Subsidiaries") most of which are in the natural gas business, including a

service company, research company, marketing company and coal company.  The

Subsidiaries are principally engaged in natural gas exploration, production,

purchasing, gathering, transmission, storage, distribution, marketing and

by-product operations.  Consolidated and its Subsidiaries are referred to

herein as the "Consolidated System."

         This Application-Declaration contains the annual request of

Consolidated and its Subsidiaries for authorization of the financing program

of the Consolidated System for the period July 1, 1994, through June 30, 1995.

The request covers both the short-term external financing by Consolidated and

the intra-system short-term and long-term financing between parent and

Subsidiary companies, except as a Rule 52 exemption is claimed.  The financing

program contemplates the following activities.


<PAGE> 4
 
                 I.  Estimated Expenditures and Funding
                ________________________________________
 
 

     The projected cash flows and financing requirements for Consolidated for

1994 and 1995 are set forth in Exhibit G.  Projected capital expenditures of

the Subsidiaries for 1994 and 1995 of $426,824,000 and $433,030,000,

respectively, are set forth in detail in Exhibit H.

     Temporary funding of these expenditures will be obtained from borrowings

of up to $300,000,000 under an existing credit agreement ("Credit Agreement")

among Consolidated and several banks authorized by Securities and Exchange

Commission ("Commission") orders dated March 28, 1991 and September 9, 1992,

HCAR Nos. 25283 and 25626, respectively, File No. 70-7827, and from the

short-term financing authorizations being requested herein.  Ultimately, the

funds required for the capital expenditures will be obtained from internal

cash generation and, to the extent necessary, from the sale of debentures or

common stock.  Currently, Consolidated is authorized to sell up to an

aggregate of $500,000,000 of debentures, consisting of $100,000,000 principal

amount authorized under Commission order dated April 21, 1993, HCAR No. 25800,

File No. 70-8167 (expiring June 30, 1995), and $400,000,000 principal amount

authorized under Commission order dated April 14, 1994, HCAR No. 26026, File

No. 70-8365 (expiring June 30, 1996).  Consolidated is also authorized by

various currently effective Commission orders to issue and sell its Common

Stock to employee benefit plans and a dividend reinvestment plan.
 
 
                         II. Authorizations Requested
                       _______________________________
 
 
  A. Consolidated
     ____________
 

         Authorization is requested pursuant to this Application-Declaration

for Consolidated's short-term financing as follows:


<PAGE> 5
 
 

     (1)  The sale of commercial paper by Consolidated, in domestic and/or

          European markets in a principal amount not exceeding $800,000,000

          outstanding at any one time;

     (2)  Back-up bank lines of credit in a principal amount not exceeding

          $600,000,000 to support sale of commercial paper.  Such lines would

          be utilized if the sale of commercial paper becomes impractical

          due to market conditions or otherwise.  The credit rating agencies

          require back-up of 100%.  The additional $200,000,000 of back-up

          will be provided by unused commitments under the Credit Agreement.
 
 
  B. Subsidiary Companies
     ____________________
 

         Authorization is requested for financing of the Subsidiaries by

Consolidated of an aggregate not in excess of $1,115,000,000 in the form of

open account advances, long-term loans and/or capital stock purchases.  In

addition, authorization is requested herein for short-term and/or long-term

financing of CNG Pipeline Company ("CNG Pipeline") by CNG Producing Company

("CNG Producing") in an amount not exceeding $1,000,000 for capital

requirements of CNG Pipeline as explained in detail in III. C. below.
 
 
 
               III. Detailed Description of Proposed Financing Transactions
               ___________________________________________________________
 
 

         A detailed description of the transactions proposed in this

Application-Declaration is as follows.
 
 

<PAGE> 6
 
 A. Consolidated External Financing
___________________________________
 
 
     1.  Consolidated to Issue up to
         $800,000,000 of Commercial Paper
         ________________________________
 
 

          To provide financing for general corporate purposes, including

financing gas storage inventories, other working capital requirements and

construction spending until long-term financing can be obtained, Consolidated

proposes to sell commercial paper in an aggregate principal amount not to

exceed $800,000,000 outstanding at any one time, from time to time, through

June 30, 1995.  Such commercial paper may be domestic commercial paper ("DCP")

and/or Euro-commercial paper ("ECP") as described below.

          Historically, the cost of commercial paper borrowings for

companies with credit comparable to Consolidated's has been less than

commercial bank prime rates in New York City.  Consolidated desires the

flexibility of using commercial paper borrowings because of the low interest

costs obtainable.  Commercial paper to be sold by Consolidated, in accordance

with the customary practice in the market, will not be payable prior to

maturity.  Consolidated proposes to sell DCP or ECP, whichever provides the

lower cost in a given transaction, but only so long as the discount rate or

the effective interest cost on the date of sale does not exceed the prime rate

of interest from a commercial bank.

 
 
         (a) Domestic Commercial Paper
         ______________________________
 

         DCP will have varying maturities of not more than 270 days after the

date of issue and will be sold directly to Merrill Lynch Money Market, Inc.
  
 

<PAGE> 7
 

("Merrill"), a dealer in commercial paper, at a discount not to exceed the

discount rate per annum prevailing at the date of issuance for commercial

paper of comparable quality and maturities sold to commercial paper dealers.

Consolidated may sell DCP to other commercial paper dealers ("Other Dealers")

under arrangements similar to those made with Merrill.

          No commission or fee will be payable in connection with the sale of

such DCP notes.  Merrill or Other Dealers as principals, will reoffer such

notes at a discount in such a manner as not to constitute a public offering.

Such notes will be reoffered to corporate and institutional investors,

including commercial banks, insurance companies, pension funds, investment

trusts, foundations, colleges and universities, finance companies and

nonfinancial corporations.
 
 
 
         (b) Euro - Commercial Paper
         ___________________________
 

          The ECP would be sold to Chase Investment Bank Limited and

additional dealers Consolidated may at its option add from time to time, or

any combination of these ECP dealers (collectively, the "Dealers").

Consolidated may terminate the appointment of any Dealer upon ten days written

notice to such Dealer.

          ECP will have varying maturities from 7 days to 183 days and will be

sold in bearer form in denominations of $500,000 or integral multiples

thereof, at an effective rate then prevailing for ECP of comparable quality

and maturities.

          No commission or fee will be payable to the Dealers in connection

with the sale of ECP.  It is expected that the Dealers will reoffer the
 

<PAGE> 8
 

ECP at a discount to corporate, institutional and individual investors located

outside of the United States.   Such reoffers are to be to non-United States

persons in a manner such as to not constitute an offering or sale subject to

the securities laws of the United States.

          The Chase Manhattan Bank, N.A. London Branch ("Chase London") will

be the issuing and principal paying agent in connection with the issuance and

payment of the ECP.  Chase London will be paid an administration fee of $1,000

per annum for each Dealer other than Chase Investment Bank Limited.
 
 
     2.  Short-Term Bank Borrowings by Consolidated to
         the Extent Impracticable to Issue Commercial Paper
     ______________________________________________________
 

          Back-up bank lines of credit for 100% of the outstanding commercial

paper are required by the credit rating agencies.  To satisfy this requirement

Consolidated proposes to establish back-up bank lines in an aggregate

principal amount not to exceed $600,000,000.  Consolidated proposes to borrow,

repay and reborrow under these lines from time to time through June 30, 1995,

without collateral, to the extent that it becomes impracticable to sell the

aforesaid commercial paper due to market conditions or otherwise.

         The rate of interest associated with loans under these lines will not

exceed the prime commercial rate of interest of the lending bank in effect on

the date of each borrowing.  A commitment fee of no more than one-eighth of

one percent (0.125%) of the principal amount of each bank's commitment may be

paid.  There will be no closing or related charges with respect to obtaining

such banks loans.  Loans under these lines shall have a maturity date not more

than one year from the date of each borrowing, and with the right of

pre-payment in whole or in part of each borrowing at any time upon not more

than three prior business days written notice and without

premium.

<PAGE> 9
 

     There will be no agreements or arrangements requiring compensating

balances with respect to any of Consolidated's bank loans and lines of credit.

Under Company policy, bank deposits are maintained for normal operating

purposes.

     The remaining $200,000,000 needed to satisfy the 100% back-up requirement

will be provided by unused commitments under the Credit Agreement.

 
B. Consolidated Financing of Subsidiary Companies
___________________________________________________
 

          Consolidated proposes to provide financing to each of the

Subsidiaries listed below, from time to time through June 30, 1995, not to

exceed in each respective case the following amounts at any one time:
 
          CNG Transmission Corporation                   $  250,000,000
          The East Ohio Gas Company                         250,000,000
          The Peoples Natural Gas Company                   125,000,000
          Virginia Natural Gas, Inc.                         60,000,000
          Hope Gas, Inc.                                     25,000,000
          CNG Gas Services Corporation                      100,000,000
          CNG Storage Service Company                         1,000,000
          West Ohio Gas Company                              25,000,000
          CNG Service Company                                15,000,000
          CNG Producing Company                             250,000,000
          The River Gas Company                              10,000,000
          CNG Coal Company                                    3,000,000
          CNG Research Company                                1,000,000
                                                         ______________
               Total                                     $1,115,000,000
 

          This financing will be in the form of open account advances,

long-term loans and/or capital stock purchases, as requested by the Treasurer

of each Subsidiary.  Open account advances will provide funds for general

corporate purposes, including gas storage inventories, other working capital

requirements and temporarily for capital expenditures until long-term

financing is obtained and/or cash is generated internally.  Consolidated's

long-term loans to, and purchase of capital stock from, Subsidiaries will

<PAGE> 10
 

provide financing for capital expenditures.  Consolidated cannot ascertain

with certitude at this time how much Subsidiary financing will be in the form

of long-term loans.  Based on current forecasts, however, it is estimated that

aggregate long-term debt financing could total approximately $101,000,000 for

the 1994-1995 financing year.  Consolidated intends to continue to follow its

policy of maintaining a long-term debt to total capitalization ratio in CNG

Transmission Corporation and CNG Producing, its major non-utility

Subsidiaries, that approximates the long-term debt to total capitalization

ratio of Consolidated.  As of December 31, 1993, the long-term debt to total

capitalization of Consolidated, CNG Transmission Corporation and CNG Producing

was 34.7%, 35.8%, and 29.3%, respectively.

          Open account advances may be made, repaid and remade on a revolving

basis, and all such open account advances will be repaid on or before a date

not more than one year from the date of the first advance to such Subsidiary

with interest at the same effective rate of interest as Consolidated's

weighted average effective rate of commercial paper and/or revolving credit

borrowings.  If no such borrowings are outstanding then the interest rate

shall be predicated on the Federal Funds' effective rate of interest as quoted

daily by the Federal Reserve Bank of New York.  Such advances will be made

through the CNG System money pool authorized under a Commission order dated

June 12, 1986, HCAR No. 24128, File No. 70-7258.

          Long-term loans by Consolidated to Subsidiaries will be evidenced by

book entries made pursuant to letter agreements between the parties.

Long-term loans shall mature over a period of time to be determined by the

officers of Consolidated, not in excess of 30 years, with the interest rate

predicated on and substantially equal to Consolidated's cost of funds for

comparable borrowings by the parent.  In the event Consolidated has not had

recent

<PAGE> 11


comparable borrowings, the rates will be tied to the Salomon Brothers

indicative rate for comparable debt issuances published in Salomon Brothers,

Inc. Bond Market Roundup, or to a comparable rate index, on the date nearest

to the time of takedown.

          Stock will be purchased from the Subsidiaries at the par value

thereof, except that shares of no-par stock of Virginia Natural Gas, Inc. will

be purchased at book value.   Any stock transactions between Consolidated and

its utility Subsidiaries, The East Ohio Gas Company, Hope Gas, Inc., The

Peoples Natural Gas Company, Virginia Natural Gas, Inc., West Ohio Gas

Company, and The River Gas Company, would occur under an exemption pursuant to

Rule 52 under the Act and are not part of the authorization requested herein.
 
 
C.  CNG Producing Financing of CNG Pipeline
___________________________________________
 

         CNG Producing Company proposes from time to time through June 30,

1995, to provide to CNG Pipeline Company up to an aggregate of $1,000,000 of

financing through short-term loans in the form of open account advances and/or

long-term loans evidenced by non-negotiable notes (documented by book entry

only) and/or the purchase of up to 10,000 shares of common stock, $100 par

value, of CNG Pipeline.  The proceeds of such financing would be used by CNG

Pipeline Company to cover its financial requirements related to its interest

in the High Island Pipeline System.  The open account advances and long-term

loans will bear interest at rates equal to the cost of money to CNG Producing

Company through its borrowings from Consolidated.

<PAGE> 12
 
D.  Changes in Capital Stock of Subsidiaries
____________________________________________
 

        The portion of an individual Subsidiary's aggregate financing

requested herein to be effected through the sale of common stock to

Consolidated cannot be ascertained with certitude at this time, and may in

some cases exceed the currently authorized capital stock of such Subsidiary.

As needed to accommodate such proposed transactions and to provide for future

issues, request is made for authority to increase any such Subsidiary's

authorized common stock by up to a number of shares not exceeding that

calculated by dividing the aggregate financing requested for such Subsidiary,

as indicated in the table under III.B., by the par value (approximate book

value in the case of Virginia Natural Gas, Inc.) of such Subsidiary's common

stock, rounded up to the nearest hundred.

          The following chart sets forth for each Subsidiary, for which

financing is requested herein, the par value per share and the maximum

increase in authorized shares permitted under the formula in the immediately

preceding paragraph.

                                                            Maximum Increase
                                             Par Value    in Authorized Shares
                 Subsidiary                  Per Share       under Formula
      _______________________________        _________    ____________________
 
      CNG Transmission Corporation            $10,000             25,000
      The East Ohio Gas Company                    50          5,000,000
      The People Natural Gas Company              100          1,250,000
      Virginia Natural Gas, Inc.                (1)                1,427
      Hope Gas, Inc.                              100            250,000
      CNG Gas Services Company                      1        100,000,000
      CNG Storage Service Company              10,000                100
      West Ohio Gas Company                         5          5,000,000
      CNG Service Company                         100            150,000
      CNG Producing Company                    10,000             25,000
      The River Gas Company                       100            100,000
      CNG Coal Company                         10,000                300
      CNG Research Company                     10,000                100
___________
(1) No par stock.  Maximum increase calculated on basis of issuance for book
    value of $42,043.24 per share at March 31, 1994.

<PAGE> 13
 
 E.  Utility Company Financings
_______________________________
 

         The following table indicates the jurisdiction of various state

utility commissions over the financings proposed for the Consolidated utility

Subsidiaries:

                                     State
"        Utility                  Commission              Transaction
        _______                   __________              ___________


The East Ohio Gas Company,    Public Utilities       Long-term borrowings
West Ohio Gas Company,        Commission of Ohio     and capital stock
and The River Gas Company                            sales by the utilities

The Peoples Natural Gas       Pennsylvania Public    Long-term borrowings
Company                       Utility Commission     and capital stock
                                                     sales by the utility

Virginia Natural Gas, Inc.    Virginia State         Short-term and long-
                              Corporation            term borrowing and
                              Commission             capital stock
                                                     transactions between
                                                     the utility and
                                                     Consolidated

Hope Gas, Inc.                Public Service         Short-term and long-
                              Commission of West     term borrowings and
                              Virginia               capital stock sales
                                                     by the utility


          Since Consolidated is an "affiliated interest" in relation to

Virginia Natural Gas, Inc. ("VNG") within the meaning of Chapter 4, Title 56

of the Code of Virginia ("Affiliate Act"), it is required to join in VNG's

application to the Virginia State Corporation Commission ("VSCC") for approval

under the Affiliate's Act of all financings between VNG and Consolidated.  The

Affiliate's Act, therefore, may be deemed to be a State law as may apply in

respect to the acquisition by Consolidated of interests in long-term debt of

VNG within the meaning of Section 10(f) of the Act.  By order dated June 4,

1992 of the VSCC, VNG was authorized to engage in open account advance

financing through the CNG System money pool, up to a maximum outstanding of


<PAGE> 14
 

$50,000,000 for the period July 1, 1992 through March 31, 1995.  VNG intends

to apply to the VSCC for an extension of this authorization.  The application

and order in such state proceeding were filed as Exhibits D-1 and D-2,

respectively, in the 1992-93 CNG System intrasystem financing proceeding at

File No. 70-8000.  Consequently, request is hereby made for retention of

jurisdiction over Consolidated's acquisition of interests in, and VNG's

issuance of, (i) open account advances in excess of $50,000,000 or to be made

during the period April 1, 1995 through June 30, 1995 and (ii) long-term debt.

          All other financings of utility Subsidiaries by Consolidated will be

pursuant to either (i) the conditions of Rule 24(c)(2) under the Act, (ii) a

type not needing prior state commission approval, or (iii) Rule 52.  Copies of

all applications to, and orders from, state commissions in proceedings to

which Rule 24(c)(2) applies will be filed as exhibits to the appropriate Rule

24 certificate of notification filed pursuant to this proceeding.
 
 
F.  East Ohio Gas to Assume River Gas Authorizations
____________________________________________________
 

          Consolidated, The East Ohio Gas Company ("East Ohio") and The River

Gas Company ("River Gas") have filed an application with the Commission, File

No. 70-8387, for approval of a merger of River Gas into East Ohio.  In the

event such merger is consummated, it is requested that East Ohio be authorized

to assume, after such merger, the position of River Gas with respect to all

unutilized authorizations granted concerning River Gas in this proceeding.


<PAGE> 15

                IV.  Filing of Certificates of Notification
                __________________________________________
 

         Consolidated proposes to file a Certificate of Notification within

forty-five (45) days after the end of each calendar quarter, covering those

transactions for which authority will have been granted by the Commission.

Such certificates will show the dates and amounts involved in each type of

transaction and the total amounts thereof at the end of such quarter.

          In addition, the certificate will include, with respect to the issue

and sale of commercial paper, categorized by DCP and ECP, the maximum amount

outstanding at any one time and the total amount outstanding at the end of

such quarter.

          Forms U-6B-2 providing information on Rule 52 transactions occurring

as part of the Consolidated intrasystem financing program will also be filed

with such quarterly certificates.


     (b)  Describe briefly, and where practicable state the approximate amount
of, any material interest in the proposed transaction, direct or indirect, of
any associate company or affiliate of the applicant or declarant or any
affiliate of any such associate company.
 
 
          None, except as set forth in Item 1.(a) above.
 
 
     (c)  If the proposed transaction involves the acquisition of securities
not listed by a registered holding company or a subsidiary thereof, describe
briefly the business and property, present or proposed, of the issuer of such
securities.
 
 
          Inapplicable.
 
 
     (d)  If the proposed transaction involves the acquisition or disposition
of assets, describe briefly such assets setting forth original cost, vendor's
book cost (including the basis of determination) and applicable valuation and
qualifying reserves.
 
          Inapplicable.
 

<PAGE> 16
 
Item 2.  Fees, Commissions and Expenses
         ______________________________
 
    (a)  State (1) the fees, commissions and expenses paid or incurred, or to
be paid or incurred, directly or indirectly, in connection with the proposed
transaction by the applicant or declarant or any associate company thereof,
and (2) if the proposed transaction involves the sale of securities at
competitive bidding, the fees and expenses to be paid to counsel selected by
applicant or declarant to act for the successful bidder.
 

          It is estimated that the expenses to be incurred in connection with

the proposed transactions will not exceed $15,000, consisting of $12,000

payable to Consolidated Natural Gas Service Company, Inc. ("CNG Service

Company"), a subsidiary service company, for services on a cost basis

(including regularly employed counsel), $2,000 fee for filing this

application-declaration, and miscellaneous out-of-pocket expenses estimated at

$1,000.  All of such fees and expenses will be allocated in accordance with

the Commission approved CNG Service Company allocation procedure (File No.

37-62, HCAR No. 14573), as amended.


     (b)  If any person to whom fees or commissions have been or are to be
paid in connection with the proposed transaction is an associate company or an
affiliate of the applicant or declarant, or is an affiliate of an associate
company, set forth the facts with respect thereto.
 

          Charges of CNG Service Company in connection with the preparation of

this application-declaration on Form U-1 and other related documents and

papers required to consummate the proposed transactions are as stated above.
 
 
Item 3.  Applicable Statutory Provisions
         _______________________________
 
     (a)  State the sections of the Act and the rules thereunder believed to
be applicable to the proposed transaction.  If any section or rule would be
applicable in the absence of a specific exemption, state the basis of
exemption.

<PAGE> 17
 
Transactions by Consolidated Only
_________________________________
 
     A.   Short-Term Bank Borrowings
          __________________________
 

          Sections 6(a) and 7 are deemed applicable to the proposed short-term

bank borrowings to be incurred by Consolidated to the extent it becomes

impractical to issue commercial paper.  It is believed that such bank

borrowings are for necessary and urgent corporate purposes of Consolidated and

that the requirements of the provisions of paragraph (1) of subsection (c) of

Section 7 would impose an unreasonable financial burden upon Consolidated and

are not necessary or appropriate in the public interest or for the protection

of investors or consumers.

          Rule 50.  Rule 50 is not considered applicable to the bank

borrowing by Consolidated because of the exception provided by paragraph

(a)(2) thereof.

          Rule 70.  G. A. Davidson, Jr., an officer and director of

Consolidated and CNG Service Company, and R. P. Simmons and P. E. Lego,

directors of Consolidated, are each directors of PNC Bank Corp. (holding

company owning PNC Bank), Pittsburgh, Pennsylvania.  R. R. Gifford, an officer

and director of The East Ohio Gas Company, is a director of National City

Bank, Cleveland, Ohio.  J. W. Connolly, a director of Consolidated, is a

director of Mellon Bank Corporation and Mellon Bank, N.A., Pittsburgh,

Pennsylvania.  S. A. Minter, a director of Consolidated, is a director of

KeyCorp (holding company owning Society National Bank), Cleveland, Ohio.

These persons are acting in such capacities by virtue of paragraphs (a), (c),

(e) and/or (f) of Rule 70.

     All said banks are expected to participate in the aforesaid back-up bank

lines.  In the opinion of counsel for Consolidated, borrowing from any of the


<PAGE> 18

banks is not prohibited by the provisions of Rule 70 of the Commission

promulgated under the Act.
 

     B.   Sale of Commercial Paper
          ________________________
 

          Section 6(a) and 7 of the Act are deemed to apply to the sale of

Commercial paper by Consolidated.

          Rule 50.  Consolidated submits that the requirements of Rule 50 in

connection with the sale of commercial paper are not appropriate in the public

interest or for the protection of investors or consumers for the following

reasons:

          (1)  The commercial paper will have maturities of nine months or

               less;

          (2)  Current rates for commercial paper for prime borrowers, such as

               Consolidated, are published daily in financing publications;

               and

          (3)  It is not practical to invite competitive bids for commercial

               paper.

          Consolidated therefore requests the Commission to exempt the

pro-posed sale of commercial paper by Consolidated from the requirements of

Rule 50.
 
 
Transactions Between Consolidated
and Its Subsidiaries
_________________________________
 

          It is believed that Sections 6(a), 7, 9(a), 10, and 12(b) of the Act

and Rules 43 and 45 are applicable to each of the transactions between

Consolidated and its Subsidiaries, and between CNG Producing and CNG Pipeline.


<PAGE> 19
 

         Sections 6(a)2 and 7(e) of the act are deemed applicable to any

changes in the authorized common stock of the Subsidiaries.

          Issuance of securities by Subsidiaries to Consolidated, except for

Rule 52 exempt transactions, would be exempt from Rule 50 by Paragraph (a)(3)

thereof.


     (b)  If an applicant is not a registered holding company or a subsidiary
thereof, state the name of each public utility company of which it is an
affiliate, or of which it will become an affiliate as a result of the proposed
transaction, and the reasons why it is or will become such an affiliate.
 
          Inapplicable.
 
 
Item 4.   Regulatory Approval
          ___________________
 
     (a)  State the nature and extent of the jurisdiction of any State
commission or any Federal commission (other than the Securities and Exchange
Commission) over the proposed transaction.
 

          The Public Service Commission of West Virginia has jurisdiction over

the short-term and long-term borrowings and capital stock sales by Hope Gas,

Inc.

          The Public Utilities Commission of Ohio has jurisdiction over the

long-term borrowings and the capital stock sales by The East Ohio Gas Company,

West Ohio Company, and The River Gas Company.

          The Virginia State Corporation Commission has jurisdiction over the

short-term and long-term borrowings, and the sales of common stock, by

Virginia Natural Gas, Inc.

          The Pennsylvania Public Utility Commission has jurisdiction over the

long-term borrowings and capital stock sales by The Peoples Natural Gas

Company.


<PAGE> 20
 

          No other State commission and no Federal commission other than the

Securities and Exchange Commission has jurisdiction over any of the proposed

transactions.
 
 
     (b)  Describe the action taken or proposed to be taken before any
commission named in answer to paragraph (a) of this item in connection with
the proposed transaction.
 

          Required applications as needed will be filed with the commissions

mentioned above.  Debt financings subject to state commission jurisdictions

will be carried out pursuant to Rule 24(c)(2), and equity financings will be

exempt pursuant to Rule 52.
 
 
Item 5.   Procedure
          _________
 
     (a)  State the date when Commission action is requested.  If the date is
less than 40 days from the date of the original filing, set forth the reasons
for acceleration.
 
 

           It is requested that Commission action with respect to the

transaction set forth in this application-declaration become effective on or

before June 30, 1994.
 
 
     (b)  State (i) whether there should be a recommended decision by a
hearing officer, (ii) whether there should be a recommended decision by any
other responsible officer of the Commission, (iii) whether the Office of
Public Utility Regulation of the Division of Investment Management may assist
in the preparation of the Commission's decision, and (iv) whether there should
be a 30-day waiting period between the issuance of the Commission's order and
the date on which it is to become effective.
 

          It is submitted that a recommended decision by a hearing or other

responsible officer of the Commission is not needed with respect to the

proposed transactions.  The Office of Public Utility Regulation of the

Division of Investment Management may assist in the preparation of the


<PAGE> 21
 

Commission's decision.  There should be no waiting period between the issuance

of the Commission's order and the date on which it is to become effective.
 
 
Item 6.   Exhibits and Financial Statements
          _________________________________
 
          The following exhibits and financial statements are filed as a part
 
of this statement:

     (a)  Exhibits
 
          A - Constituent Instruments Relating to the Security
 
              (1)  Transactions by Consolidated Only
 
                   Forms of Notes
 
                     A-1  Form of DCP and ECP notes.
                          (Incorporated by reference to Files No. 70-6153
                          and 70-7393, respectively.)
 
              (2)  Transactions Between Consolidated and Its Subsidiaries
 
                   Capital Stock of Subsidiaries
 
                     A-2  The capital stock to be issued by Subsidiaries
                          to Consolidated, as indicated in III.B. of the
                          response to Item 1(a)hereof,  will be the
                          authorized form of capital stock  certificate
                          for each such Subsidiary and such exhibits are
                          therefore omitted.
 
              (3)  Transactions Between CNG Producing and CNG Pipeline
 
                     A-3  The capital stock to be issued by CNG Pipeline
                          to CNG Producing, as indicated in III.C. of the
                          response to Item 1(a) hereof, will be the
                          authorized form of capital stock certificate CNG
                          Pipeline, and such exhibit is therefore omitted.

          D - Proceedings before State Commissions

              D-1  Application of Virginia Natural Gas, Inc. to
                   the Virginia State Corporation Commission.
                   (Incorporated by reference to Exhibit D-1 to Form U-1,
                   File No. 70-8000)

              D-2  Order of the Virginia State Corporation Commission
                   to Virginia Natural Gas, Inc.
                   (Incorporated by reference to Exhibit D-2 to Form U-1,
                   File No. 70-8000)

<PAGE> 22

          F - Opinion of Counsel.

              F-1  Opinion of Counsel for Consolidated
                   (To be filed by amendment)

              F-2  Combined Opinion of Counsel for CNG Coal
                   Company, CNG Gas Services Corporation,
                   CNG Producing Company, CNG Research Company,
                   CNG Storage Service Company, CNG Transmission
                   Corporation, Consolidated Natural Gas Service
                   Company, Inc., Consolidated System LNG Company,
                   Hope, Gas, Inc., The East Ohio Gas Company,
                   The Peoples Natural Gas, The River Gas Company,
                   Virginia Natural Gas, Inc., West Ohio Gas Company,
                   and CNG Pipeline Company
                   (To be filed by amendment)
 
          G - Estimated Monthly Cash Flow for the Years 1994 and 1995 for
              Consolidated Natural Gas Company and Subsidiaries -
              Consolidated.
 
          H - Estimate of Capital Expenditures of Subsidiaries for the
              Years 1994 and 1995.
 
          O - Proposed notice pursuant to Rule 22(f).
 
     (b)  Financial Statements
 
              (Index included in financial statements annexed hereto.)
 
 
Item 7.   Information as to Environmental Effects
          _______________________________________
 
     (a)  Describe briefly the environmental affects of the proposed
transaction in terms of the standards set forth in Section 102(2)(c) of the
National Environmental Policy Act (42 U.S.C. 4332(2)(C)).  If the response to
this item is a negative statement as to the applicability of Section 102(2)(C)
in connection with the proposed transaction, also briefly state the reasons
for that response.
 

          As more fully described in Item 1(a), the proposed transactions

subject to the jurisdiction of this Commission relate to financing proposals

and involve no major federal action significantly affecting the human

environment.
 

<PAGE> 23
 


     (b)  State whether any other federal agency has prepared or is preparing
an environmental impact statement ("EIS") with respect to the proposed
transaction.  If any  other federal agency has prepared or is preparing an
EIS, state which agency or agencies and indicate the status of that EIS
preparation.
 
          None.
 
 
 
                                    SIGNATURES
                                    __________
 
          Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned companies have duly caused this statement to be
signed on their behalf by the undersigned thereunto duly authorized.
 
                                    CONSOLIDATED NATURAL GAS COMPANY
 
 
 
                                    By  L. D. Johnson, Executive Vice
                                          President and Chief Financial
                                          Officer
 
                                    CNG COAL COMPANY
                                    CNG GAS SERVICES CORPORATION
                                    CNG PRODUCING COMPANY
                                    CNG PIPELINE COMPANY
                                    CNG RESEARCH COMPANY
                                    CNG STORAGE SERVICE COMPANY
                                    CNG TRANSMISSION CORPORATION
                                    CONSOLIDATED NATURAL GAS SERVICE
                                      COMPANY, INC.
                                    CONSOLIDATED SYSTEM LNG COMPANY
                                    HOPE GAS, INC.
                                    THE EAST OHIO GAS COMPANY
                                    THE PEOPLES NATURAL GAS COMPANY
                                    THE RIVER GAS COMPANY
                                    VIRGINIA NATURAL GAS, INC.
                                    WEST OHIO GAS COMPANY
 
 
 
                                    By  N. F. Chandler, Their Attorney
 
Dated:  April 29, 1994
 
 

<PAGE> 24
 
 
 
 
 
 
 
 
 
 
 
 
                      ITEM 6(b) - FINANCIAL STATEMENTS
 
                                   INDEX
 
 
                                                                      - Page -
 
Explanation of proposed transactions                                    1-3
 
Consolidating Financial Statements for the Year
Ended December 31, 1993                                                 4-51
 
The effects of the transactions described under
Authorizations Requested in this
Application-Declaration are set forth in the
following pro forma financial statements:
 
  Consolidated Natural Gas Company and
  Subsidiaries - Consolidated:
    Balance Sheet                                                      52-53
    Schedule of Long-Term Debt                                           54
    Income Statement                                                     55
 
  Consolidated Natural Gas Company:
    Balance Sheet                                                      56-57
    Schedule of Long-Term Debt                                           58
    Income Statement                                                     59

  Statement of Pro Forma Adjusting Entries                             60-61
 
 
 
 
 
 
 
 
 
 
 
 
 
 
                                      
 

<PAGE> 25
                                                           ITEM 6(b), PAGE 1
                                                           EXPLANATION OF PRO-
                                                           POSED TRANSACTIONS
 
                      EXPLANATION OF PROPOSED TRANSACTIONS
               AFFECTING THE CONSOLIDATED FINANCIAL STATEMENTS
 
As  set   forth  in   Item  1   herein,  Consolidated   Natural  Gas   Company
("Consolidated" or "Parent Company") proposes (1) to issue and sell, from time
to time  through June  30, 1995,  domestic and/or  Euro-commercial paper in an
aggregate principal  amount not  to exceed $800,000,000 outstanding at any one
time  for   general  corporate   purposes,  including  financing  gas  storage
inventories, other working capital requirements and the temporary financing of
capital expenditures  until long-term  financing is  obtained.  As further set
forth in  Item 1,  the sale of commercial paper would be supported 100 percent
by back-up  lines of  credit in  an aggregate  principal amount  not to exceed
$600,000,000 and  up to  $200,000,000 of  unused commitments under an existing
Credit Agreement.   The  lines of credit would also be utilized if the sale of
commercial paper becomes impracticable due to market conditions or otherwise.
 
The pro  forma entries  pertaining to  Consolidated also  give effect  to  the
repayment of $455,000,000 of commercial paper notes outstanding at
December 31,  1993, issued  and sold  during 1993  to finance  working capital
requirements of subsidiaries.

 
 
 
 
 
 
 
 
 
 

<PAGE> 26
                                                           ITEM 6(b), PAGE 2
                                                           EXPLANATION OF PRO-
                                                           POSED TRANSACTIONS
                                                           (CONTINUED)
 
                          EXPLANATION OF PROPOSED
                 TRANSACTIONS BETWEEN AFFILIATED COMPANIES
 
As set forth in Item 1 herein, certain subsidiaries propose:
 
  (2)  to obtain financing from the Parent Company from time to time through
       June 30, 1995, in the form of open account advances, long-term loans
       and/or capital stock up to the amounts set forth below.  Open account
       advances will provide financing for general corporate purposes,
       including gas storage inventories, other working capital requirements,
       and temporary financing of construction expenditures until long-term
       financing is obtained and/or cash is generated internally.  Long-term
       loans and capital stock will provide financing for capital
       expenditures.  Stock transactions between the Parent Company and its
       utility subsidiaries would occur under an exemption pursuant to Rule 52
       under the Act.  For purposes of the pro forma financial statements
       herein, it has been assumed that financing of the subsidiary companies
       will be in the form of open account advances.
 
         Consolidated Natural Gas Service Company, Inc.      $   15,000,000
         CNG Transmission Corporation                           250,000,000
         The East Ohio Gas Company                              250,000,000
         The Peoples Natural Gas Company                        125,000,000
         Virginia Natural Gas, Inc.                              60,000,000
         Hope Gas, Inc.                                          25,000,000
         West Ohio Gas Company                                   25,000,000
         The River Gas Company                                   10,000,000
         CNG Producing Company                                  250,000,000
         CNG Gas Services Corporation                           100,000,000
         CNG Storage Service Company                              1,000,000
         CNG Research Company                                     1,000,000
         CNG Coal Company                                         3,000,000
                                                             ______________
              Total                                          $1,115,000,000
                                                             ==============
 
 
 
 
 

<PAGE> 27
                                                           ITEM 6(b), PAGE 3
                                                           EXPLANATION OF PRO-
                                                           POSED TRANSACTIONS
                                                           (CONCLUDED)
 
In addition to the above proposal by subsidiaries, the pro forma entries give
effect to:

     (a)  The repayment to the Parent Company of $362,424,000 principal amount
          of open account advances at December 31, 1993, made to subsidiaries
          to provide financing for general corporate purposes, including gas
          storage inventories and other working capital requirements.

     (b)  The issuance to the Parent Company of long-term notes as authorized
          by the Commission at File No. 70-8195.
 
The pro forma entries do not give effect to financing transactions of CNG
Energy Company as authorized by the Commission at File Nos. 70-7845 and
70-8285 since such transactions are neither part of this
Application-Declaration nor part of the authorizations granted at File No.
70-8195.

Reference is made to Item 1 herein regarding the proposed financing by CNG
Producing Company of its wholly-owned subsidiary, CNG Pipeline Company.
 
 

 
 <PAGE> 28
                                                                   -PAGE 4
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET
 At December 31, 1993
 (Thousands of Dollars)
 
 <TABLE>
 <CAPTION>
                                                                                                 REGISTERED
                                                    CONSOLIDATED                                            HOLDING
                                                    Consolidated                                           COMPANY
                                                     Natural Gas            Eliminations                Consolidated
                                                     Company and                 and        Combined     Natural Gas
                      Assets                               Subsidiaries            Adjustments*      Total        Company
 
 <S>                                                            <C>                   <C>             <C>            <C>
 PROPERTY, PLANT AND EQUIPMENT (Note 4)
  Gas utility and other plant . . . . . . . . . . . . . . .    $ 4,362,996            $    (2,101)   $ 4,365,097    $       -
  Accumulated depreciation and amortization . . . . . . . .     (1,607,606)                   330     (1,607,936)           -
         Net gas utility and other plant . . . . . . . . .      2,755,390                 (1,771)     2,757,161            -
  Exploration and production properties . . . . . . . . . .      2,983,032                     -       2,983,032            -
  Accumulated depreciation and amortization . . . . . . . .     (1,822,154)                32,515     (1,854,669)           -
         Net exploration and production properties . . . .      1,160,878                 32,515      1,128,363            -
         Net property, plant and equipment . . . . . . . .      3,916,268                 30,744      3,885,524            -
 
 
 INVESTMENTS
  Stocks of subsidiary companies, at equity - consolidated.             -              (2,229,215)     2,229,215     2,229,215
  Notes of subsidiary companies - consolidated  . . . . . .             -              (1,070,919)     1,070,919     1,070,919
         Total investments . . . . . . . . . . . . . . . .             -              (3,300,134)     3,300,134     3,300,134
 
 
 CURRENT ASSETS
  Cash and temporary cash investments . . . . . . . . . . .         27,122                     -          27,122         1,293
  Accounts receivable
    Customers . . . . . . . . . . . . . . . . . . . . . . .        461,108                     -         461,108            -
    Other . . . . . . . . . . . . . . . . . . . . . . . . .        176,005                     -         176,005           103
    Allowance for doubtful accounts . . . . . . . . . . . .         (7,640)                    -          (7,640)           -
  Receivables from affiliated companies - consolidated  . .             -              (1,224,188)     1,224,188       442,204
  Inventories, at cost
    Gas stored - current portion (LIFO method) (Note 8) . .        140,848                 (2,060)       142,908            -
    Construction and operating materials and supplies
      (average cost method) . . . . . . . . . . . . . . . .         38,784                     -          38,784            -
  Unrecovered gas costs (net) (Note 3). . . . . . . . . . .         (9,000)               (27,602)        18,602            -
  Deferred income taxes - current portion (Note 7)  . . . .         23,685                   (909)        24,594            -
  Prepayments and other current assets  . . . . . . . . . .        192,212                 (3,752)       195,964        46,947
         Total current assets  . . . . . . . . . . . . . .      1,043,124             (1,258,511)     2,301,635       490,547
 
 
 OTHER ASSETS (Note 9)
  Unamortized abandoned facilities  . . . . . . . . . . . .         52,676                     -          52,676            -
  Other investments . . . . . . . . . . . . . . . . . . . .         39,600                     -          39,600            -
  Deferred charges and other noncurrent assets (Notes 3,
    6, 7 and 15)  . . . . . . . . . . . . . . . . . . . . .        357,918                (77,474)       435,392         2,222
         Total other assets  . . . . . . . . . . . . . . .        450,194                (77,474)       527,668         2,222
 
 
           Total assets  . . . . . . . . . . . . . . . . . .    $ 5,409,586            $(4,605,375)   $10,014,961    $3,792,903
 <FN>
 * The elimination journal entries pertaining to this consolidating financial statement are prepared in detail form, showing the
  amounts pertaining to the Registrant and each subsidiary company, and are preserved with the Registrant's copy of this Form
  U5S.
 
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 29
                                                                     -PAGE 5
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 
 <TABLE>
 <CAPTION>
 
                                                                           SUBSIDIARIES
                                                       Consolidated
                                                        Natural Gas           CNG          The East      The Peoples
                                                         Service        Transmission      Ohio Gas      Natural Gas
                      Assets                                  Company, Inc.      Corporation       Company        Company
 
 <S>                                                                 <C>              <C>             <C>             <C>
 PROPERTY, PLANT AND EQUIPMENT (Note 4)
  Gas utility and other plant . . . . . . . . . . . . . . .         $ 23,071         $1,895,692      $1,158,178      $ 610,501
  Accumulated depreciation and amortization . . . . . . . .          (13,473)          (702,673)       (489,339)      (211,896)
         Net gas utility and other plant . . . . . . . . .            9,598          1,193,019         668,839        398,605
  Exploration and production properties . . . . . . . . . .               -             237,418              -              -
  Accumulated depreciation and amortization . . . . . . . .               -            (206,592)             -              -
         Net exploration and production properties . . . .               -              30,826              -              -
         Net property, plant and equipment . . . . . . . .            9,598          1,223,845         668,839        398,605
 
 
 INVESTMENTS
  Stocks of subsidiary companies, at equity - consolidated.               -                  -               -              -
  Notes of subsidiary companies - consolidated  . . . . . .               -                  -               -              -
         Total investments . . . . . . . . . . . . . . . .               -                  -               -              -
 
 
 CURRENT ASSETS
  Cash and temporary cash investments . . . . . . . . . . .              675              2,396           8,320          4,894
  Accounts receivable
    Customers . . . . . . . . . . . . . . . . . . . . . . .               -              60,128         189,001         77,857
    Other . . . . . . . . . . . . . . . . . . . . . . . . .              723              3,558          80,071            971
    Allowance for doubtful accounts . . . . . . . . . . . .               -                  -           (2,020)        (3,535)
  Receivables from affiliated companies - consolidated  . .          517,648             92,330             461             -
  Inventories, at cost
    Gas stored - current portion (LIFO method) (Note 8) . .               -               2,930          72,426         32,305
    Construction and operating materials and supplies
      (average cost method) . . . . . . . . . . . . . . . .               -              15,075          13,088          4,483
  Unrecovered gas costs (net) (Note 3). . . . . . . . . . .               -                  -               -          13,483
  Deferred income taxes - current portion (Note 7)  . . . .               -              11,976           8,480             -
  Prepayments and other current assets  . . . . . . . . . .               70             47,850          67,282          7,929
         Total current assets  . . . . . . . . . . . . . .          519,116            236,243         437,109        138,387
 
 
 OTHER ASSETS (Note 9)
  Unamortized abandoned facilities  . . . . . . . . . . . .               -                  -               -              -
  Other investments . . . . . . . . . . . . . . . . . . . .               -              15,763              -              -
  Deferred charges and other noncurrent assets (Notes 3,
    6, 7 and 15)  . . . . . . . . . . . . . . . . . . . . .            2,467            107,006         159,138        132,158
         Total other assets  . . . . . . . . . . . . . . .            2,467            122,769         159,138        132,158
 
 
         Total assets  . . . . . . . . . . . . . . . . . .         $531,181         $1,582,857      $1,265,086      $ 669,150
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 30
                                                                      -PAGE 6
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
 
                                                                        SUBSIDIARIES
 
                                                       Virginia     Hope     West Ohio    The River        CNG
                                                       Natural      Gas,        Gas          Gas        Producing
                      Assets                                  Gas, Inc.    Inc.      Company      Company       Company
 
 <S>                                                              <C>        <C>        <C>          <C>         <C>
 PROPERTY, PLANT AND EQUIPMENT (Note 4)
  Gas utility and other plant . . . . . . . . . . . . . . .      $374,167   $156,022   $ 57,382     $ 23,849    $        -
  Accumulated depreciation and amortization . . . . . . . .       (84,650)   (69,953)   (24,134)     (10,132)            -
         Net gas utility and other plant . . . . . . . . .       289,517     86,069     33,248       13,717             -
  Exploration and production properties . . . . . . . . . .            -          -          -            -       2,745,614
  Accumulated depreciation and amortization . . . . . . . .            -          -          -            -      (1,648,077)
         Net exploration and production properties . . . .            -          -          -            -       1,097,537
         Net property, plant and equipment . . . . . . . .       289,517     86,069     33,248       13,717      1,097,537
 
 
 INVESTMENTS
  Stocks of subsidiary companies, at equity - consolidated.            -          -          -            -              -
  Notes of subsidiary companies - consolidated  . . . . . .            -          -          -            -              -
         Total investments . . . . . . . . . . . . . . . .            -          -          -            -              -
 
 
 CURRENT ASSETS
  Cash and temporary cash investments . . . . . . . . . . .           552      3,451      1,392          298          3,195
  Accounts receivable
    Customers . . . . . . . . . . . . . . . . . . . . . . .        20,424     12,610      8,732        3,117         20,230
    Other . . . . . . . . . . . . . . . . . . . . . . . . .        17,033      6,936      4,737        1,433         59,596
    Allowance for doubtful accounts . . . . . . . . . . . .           (50)      (435)      (280)         (20)        (1,000)
  Receivables from affiliated companies - consolidated  . .            -       6,609         -            -         103,317
  Inventories, at cost
    Gas stored - current portion (LIFO method) (Note 8) . .        11,917      6,749      6,214        2,197             -
    Construction and operating materials and supplies
      (average cost method) . . . . . . . . . . . . . . . .           534        863        671          164          3,690
  Unrecovered gas costs (net) (Note 3). . . . . . . . . . .            -       5,119         -            -              -
  Deferred income taxes - current portion (Note 7)  . . . .         1,978      1,564        493          103             -
  Prepayments and other current assets  . . . . . . . . . .           232      8,057      3,399        1,185          9,320
         Total current assets  . . . . . . . . . . . . . .        52,620     51,523     25,358        8,477        198,348
 
 
 OTHER ASSETS (Note 9)
  Unamortized abandoned facilities  . . . . . . . . . . . .            -          -          -            -              -
  Other investments . . . . . . . . . . . . . . . . . . . .            51      2,000         -            -              -
  Deferred charges and other noncurrent assets (Notes 3,
    6, 7 and 15)  . . . . . . . . . . . . . . . . . . . . .         4,001      9,612      6,389        2,429          3,839
         Total other assets  . . . . . . . . . . . . . . .         4,052     11,612      6,389        2,429          3,839
 
 
         Total assets  . . . . . . . . . . . . . . . . . .      $346,189   $149,204   $ 64,995     $ 24,623    $ 1,299,724
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 31
                                                                    -PAGE 7
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
 
                                                                            SUBSIDIARIES
 
                                                         CNG      CNG Gas    CNG Storage    Consolidated      CNG
                                                        Energy    Services     Service       System LNG    Research
                      Assets                                  Company  Corporation    Company        Company      Company
 
 <S>                                                             <C>          <C>         <C>             <C>         <C>
 PROPERTY, PLANT AND EQUIPMENT (Note 4)
  Gas utility and other plant . . . . . . . . . . . . . . .     $  6,373     $ 1,650     $21,063         $     -     $     -
  Accumulated depreciation and amortization . . . . . . . .       (1,347)       (339)         -                -           -
         Net gas utility and other plant . . . . . . . . .        5,026       1,311      21,063               -           -
  Exploration and production properties . . . . . . . . . .           -           -           -                -           -
  Accumulated depreciation and amortization . . . . . . . .           -           -           -                -           -
         Net exploration and production properties . . . .           -           -           -                -           -
         Net property, plant and equipment . . . . . . . .        5,026       1,311      21,063               -           -
 
 
 INVESTMENTS
  Stocks of subsidiary companies, at equity - consolidated.           -           -           -                -           -
  Notes of subsidiary companies - consolidated  . . . . . .           -           -           -                -           -
         Total investments . . . . . . . . . . . . . . . .           -           -           -                -           -
 
 
 CURRENT ASSETS
  Cash and temporary cash investments . . . . . . . . . . .          370          16          49               48          98
  Accounts receivable
    Customers . . . . . . . . . . . . . . . . . . . . . . .           -       69,009          -                -           -
    Other . . . . . . . . . . . . . . . . . . . . . . . . .          696         135          -                -           13
    Allowance for doubtful accounts . . . . . . . . . . . .           -         (300)         -                -           -
  Receivables from affiliated companies - consolidated  . .           -       10,415         904           44,766          82
  Inventories, at cost
    Gas stored - current portion (LIFO method) (Note 8) . .           -        8,170          -                -           -
    Construction and operating materials and supplies
      (average cost method) . . . . . . . . . . . . . . . .          216          -           -                -           -
  Unrecovered gas costs (net) (Note 3). . . . . . . . . . .           -           -           -                -           -
  Deferred income taxes - current portion (Note 7)  . . . .           -           -           -                -           -
  Prepayments and other current assets  . . . . . . . . . .           -        3,690          -                 3          -
         Total current assets  . . . . . . . . . . . . . .        1,282      91,135         953           44,817         193
 
 
 OTHER ASSETS (Note 9)
  Unamortized abandoned facilities  . . . . . . . . . . . .           -           -           -            52,676          -
  Other investments . . . . . . . . . . . . . . . . . . . .       21,786          -           -                -           -
  Deferred charges and other noncurrent assets (Notes 3,
    6, 7 and 15)  . . . . . . . . . . . . . . . . . . . . .           -           88          -             6,021          13
         Total other assets  . . . . . . . . . . . . . . .       21,786          88          -            58,697          13
 
 
         Total assets  . . . . . . . . . . . . . . . . . .     $ 28,094     $92,534     $22,016         $103,514    $    206
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 32
                                                                     -PAGE 8
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
 
                                                          SUBSIDIARIES
 
                                                         CNG          CNG
                                                         Coal      Financial
                      Assets                                  Company   Services, Inc.
 
 <S>                                                             <C>           <C>
 PROPERTY, PLANT AND EQUIPMENT (Note 4)
  Gas utility and other plant . . . . . . . . . . . . . . .     $ 37,149      $     -
  Accumulated depreciation and amortization . . . . . . . .           -             -
         Net gas utility and other plant . . . . . . . . .       37,149            -
  Exploration and production properties . . . . . . . . . .           -             -
  Accumulated depreciation and amortization . . . . . . . .           -             -
         Net exploration and production properties . . . .           -             -
         Net property, plant and equipment . . . . . . . .       37,149            -
 
 
 INVESTMENTS
  Stocks of subsidiary companies, at equity - consolidated.           -             -
  Notes of subsidiary companies - consolidated  . . . . . .           -             -
         Total investments . . . . . . . . . . . . . . . .           -             -
 
 
 CURRENT ASSETS
  Cash and temporary cash investments . . . . . . . . . . .           34            41
  Accounts receivable
    Customers . . . . . . . . . . . . . . . . . . . . . . .           -             -
    Other . . . . . . . . . . . . . . . . . . . . . . . . .           -             -
    Allowance for doubtful accounts . . . . . . . . . . . .           -             -
  Receivables from affiliated companies - consolidated  . .        5,452            -
  Inventories, at cost
    Gas stored - current portion (LIFO method) (Note 8) . .           -             -
    Construction and operating materials and supplies
      (average cost method) . . . . . . . . . . . . . . . .             -             -
  Unrecovered gas costs (net) (Note 3). . . . . . . . . . .           -             -
  Deferred income taxes - current portion (Note 7)  . . . .           -             -
  Prepayments and other current assets  . . . . . . . . . .           -             -
         Total current assets  . . . . . . . . . . . . . .        5,486            41
 
 
 OTHER ASSETS (Note 9)
  Unamortized abandoned facilities  . . . . . . . . . . . .           -             -
  Other investments . . . . . . . . . . . . . . . . . . . .           -             -
  Deferred charges and other noncurrent assets (Notes 3,
    6, 7 and 15)  . . . . . . . . . . . . . . . . . . . . .           -              9
         Total other assets. . . . . . . . . . . . . . . .           -              9
 
 
         Total assets  . . . . . . . . . . . . . . . . . .     $ 42,635      $     50
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 33
                                                                     -PAGE 9
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
                                                                                                 REGISTERED
                                                    CONSOLIDATED                                           HOLDING
                                                    Consolidated                                           COMPANY
                                                     Natural Gas            Eliminations                Consolidated
                                                     Company and                 and        Combined     Natural Gas
         Stockholders' Equity and Liabilities                Subsidiaries            Adjustments*      Total        Company
 
 <S>                                                            <C>                    <C>            <C>            <C>
 CAPITALIZATION
  Common stockholders' equity
    Common stock - par value $2.75 per share (Note 10)
      200,000,000 authorized shares
      Issued - 92,933,828 shares . . . . . . . . . . . . .     $   255,568            $(1,587,927)   $ 1,843,495    $  255,568
    Capital in excess of par value (Note 10) . . . . . . .         454,081                (30,376)       484,457       414,116
    Retained earnings, per accompanying statement
      (Note 12)  . . . . . . . . . . . . . . . . . . . . .       1,466,783               (595,758)     2,062,541     1,466,783
         Total common stockholders' equity  . . . . . . .       2,176,432             (2,214,061)     4,390,493     2,136,467
 
  Long-term debt (Note 13)
    Debentures . . . . . . . . . . . . . . . . . . . . . .         890,748                     -         890,748       890,748
    Convertible subordinated debentures  . . . . . . . . .         247,900                     -         247,900       247,900
    Unsecured loan . . . . . . . . . . . . . . . . . . . .          20,000                     -          20,000            -
    Notes payable to Registrant - consolidated . . . . . .              -              (1,070,919)     1,070,919            -
         Total long-term debt . . . . . . . . . . . . . .       1,158,648             (1,070,919)     2,229,567     1,138,648
         Total capitalization . . . . . . . . . . . . . .       3,335,080             (3,284,980)     6,620,060     3,275,115
 
 CURRENT LIABILITIES
  Commercial paper (Note 14) . . . . . . . . . . . . . . .         455,000                     -         455,000       455,000
  Accounts payable . . . . . . . . . . . . . . . . . . . .         345,126                     -         345,126         3,017
  Estimated rate contingencies and refunds (Note 3)  . . .          57,456                     -          57,456            -
  Payables to affiliated companies - consolidated  . . . .              -              (1,224,188)     1,224,188           203
  Taxes accrued  . . . . . . . . . . . . . . . . . . . . .         112,098                 (3,417)       115,515        (1,037)
  Unrecovered gas costs (net) (Note 3) . . . . . . . . . .              -                 (27,602)        27,602            -
  Deferred income taxes - current portion (Note 7) . . . .              -                    (909)           909            -
  Dividends declared . . . . . . . . . . . . . . . . . . .          45,073                     -          45,073        45,073
  Other accruals and current liabilities . . . . . . . . .          98,145                   (335)        98,480        17,288
         Total current liabilities  . . . . . . . . . . .       1,112,898             (1,256,451)     2,369,349       519,544
 
 DEFERRED CREDITS
  Deferred income taxes (Note 7) . . . . . . . . . . . . .         783,511                 11,035        772,476         4,311
  Accumulated deferred investment tax credits  . . . . . .          35,849                     -          35,849            -
  Other deferred credits and noncurrent liabilities (Note 7)       142,248                (74,979)       217,227        (6,067)
         Total deferred credits . . . . . . . . . . . . .         961,608                (63,944)     1,025,552        (1,756)
 
 COMMITMENTS AND CONTINGENCIES (Note 16)
 
         Total stockholders' equity and liabilities . . .     $ 5,409,586            $(4,605,375)   $10,014,961    $3,792,903
 <FN>
 * The elimination journal entries pertaining to this consolidating financial statement are prepared in detail form, showing the
  amounts pertaining to the Registrant and each subsidiary company, and are preserved with the Registrant's copy of this Form
  U5S.
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 34
                                                                    -PAGE 10
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
                                                                           SUBSIDIARIES
                                                       Consolidated
                                                        Natural Gas           CNG          The East      The Peoples
                                                         Service        Transmission      Ohio Gas      Natural Gas
         Stockholders' Equity and Liabilities                   Company, Inc.      Corporation       Company        Company
 
 <S>                                                                 <C>              <C>            <C>             <C>
 CAPITALIZATION
  Common stockholders' equity
    Common stock - par value $2.75 per share (Note 10)
      200,000,000 authorized shares
      Issued - 92,933,828 shares . . . . . . . . . . . . .          $     10         $  500,000     $  157,968      $ 147,535
    Capital in excess of par value (Note 10) . . . . . . .                -               2,254             -              -
    Retained earnings, per accompanying statement
      (Note 12)  . . . . . . . . . . . . . . . . . . . . .                -             147,065        199,166         76,103
         Total common stockholders' equity  . . . . . . .                10            649,319        357,134        223,638
 
  Long-term debt (Note 13)
    Debentures . . . . . . . . . . . . . . . . . . . . . .                -                  -              -              -
    Convertible subordinated debentures  . . . . . . . . .                -                  -              -              -
    Unsecured loan . . . . . . . . . . . . . . . . . . . .                -                  -              -              -
    Notes payable to Registrant - consolidated . . . . . .            14,631            361,359        189,597        120,404
         Total long-term debt . . . . . . . . . . . . . .            14,631            361,359        189,597        120,404
         Total capitalization . . . . . . . . . . . . . .            14,641          1,010,678        546,731        344,042
 
 CURRENT LIABILITIES
  Commercial paper (Note 14) . . . . . . . . . . . . . . .                -                  -              -              -
  Accounts payable . . . . . . . . . . . . . . . . . . . .             2,454             43,764        113,281         29,448
  Estimated rate contingencies and refunds (Note 3)  . . .                -              17,046         12,737         11,617
  Payables to affiliated companies - consolidated  . . . .           510,547            213,670        274,966         93,054
  Taxes accrued  . . . . . . . . . . . . . . . . . . . . .               500             31,213         58,220          3,429
  Unrecovered gas costs (net) (Note 3) . . . . . . . . . .                -               5,942         16,759             -
  Deferred income taxes - current portion (Note 7) . . . .                -                  -              -             909
  Dividends declared . . . . . . . . . . . . . . . . . . .                -                  -              -              -
  Other accruals and current liabilities . . . . . . . . .             1,440             34,314         19,377          7,904
         Total current liabilities  . . . . . . . . . . .           514,941            345,949        495,340        146,361
 
 DEFERRED CREDITS
  Deferred income taxes (Note 7) . . . . . . . . . . . . .              (739)           158,417        146,268        122,940
  Accumulated deferred investment tax credits  . . . . . .                -                 643         16,619         10,754
  Other deferred credits and noncurrent liabilities (Note 7)           2,338             67,170         60,128         45,053
         Total deferred credits . . . . . . . . . . . . .             1,599            226,230        223,015        178,747
 
 COMMITMENTS AND CONTINGENCIES (Note 16)
 
         Total stockholders' equity and liabilities . . .          $531,181         $1,582,857     $1,265,086      $ 669,150
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 35
                                                                     -PAGE 11
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
                                                                        SUBSIDIARIES
 
                                                       Virginia     Hope     West Ohio    The River        CNG
                                                       Natural      Gas,        Gas          Gas        Producing
         Stockholders' Equity and Liabilities                   Gas, Inc.    Inc.      Company      Company       Company
 
 <S>                                                              <C>        <C>        <C>           <C>        <C>
 CAPITALIZATION
  Common stockholders' equity
    Common stock - par value $2.75 per share (Note 10)
      200,000,000 authorized shares
      Issued - 92,933,828 shares . . . . . . . . . . . . .       $109,697   $ 28,728   $  8,688      $ 3,550    $   470,840
    Capital in excess of par value (Note 10) . . . . . . .         57,603         -         435           -              -
    Retained earnings, per accompanying statement
      (Note 12)  . . . . . . . . . . . . . . . . . . . . .          4,787     18,016      9,515        2,975        150,101
         Total common stockholders' equity  . . . . . . .        172,087     46,744     18,638        6,525        620,941
 
  Long-term debt (Note 13)
    Debentures . . . . . . . . . . . . . . . . . . . . . .             -          -          -            -              -
    Convertible subordinated debentures  . . . . . . . . .             -          -          -            -              -
    Unsecured loan . . . . . . . . . . . . . . . . . . . .         20,000         -          -            -              -
    Notes payable to Registrant - consolidated . . . . . .         73,418     27,052      9,492        3,025        257,901
         Total long-term debt . . . . . . . . . . . . . .         93,418     27,052      9,492        3,025        257,901
         Total capitalization . . . . . . . . . . . . . .        265,505     73,796     28,130        9,550        878,842
 
 CURRENT LIABILITIES
  Commercial paper (Note 14) . . . . . . . . . . . . . . .             -          -          -            -              -
  Accounts payable . . . . . . . . . . . . . . . . . . . .         15,755     10,175      4,672        1,860         76,213
  Estimated rate contingencies and refunds (Note 3)  . . .          3,528     10,462      1,953          113             -
  Payables to affiliated companies - consolidated  . . . .         34,758     21,986     17,546        6,390         12,741
  Taxes accrued  . . . . . . . . . . . . . . . . . . . . .          2,602      8,536      2,275        1,201          6,372
  Unrecovered gas costs (net) (Note 3) . . . . . . . . . .          4,466         -         173          262             -
  Deferred income taxes - current portion (Note 7) . . . .             -          -          -            -              -
  Dividends declared . . . . . . . . . . . . . . . . . . .             -          -          -            -              -
  Other accruals and current liabilities . . . . . . . . .          8,271      1,369        801          317          6,515
         Total current liabilities  . . . . . . . . . . .         69,380     52,528     27,420       10,143        101,841
 
 DEFERRED CREDITS
  Deferred income taxes (Note 7) . . . . . . . . . . . . .          1,077      9,556      4,336        3,396        293,008
  Accumulated deferred investment tax credits  . . . . . .          3,588      2,988        716          541             -
  Other deferred credits and noncurrent liabilities (Note 7)        6,639     10,336      4,393          993         26,033
         Total deferred credits . . . . . . . . . . . . .         11,304     22,880      9,445        4,930        319,041
 
 COMMITMENTS AND CONTINGENCIES (Note 16)
 
         Total stockholders' equity and liabilities . . .       $346,189   $149,204   $ 64,995      $24,623    $ 1,299,724
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 36
                                                                     -PAGE 12
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Continued)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
                                                                            SUBSIDIARIES
 
                                                         CNG       CNG Gas   CNG Storage    Consolidated      CNG
                                                        Energy     Services    Service       System LNG    Research
         Stockholders' Equity and Liabilities                   Company   Corporation   Company        Company      Company
 
 <S>                                                               <C>        <C>         <C>            <C>          <C>
 CAPITALIZATION
  Common stockholders' equity
    Common stock - par value $2.75 per share (Note 10)
      200,000,000 authorized shares
      Issued - 92,933,828 shares . . . . . . . . . . . . .        $11,150    $     1     $13,660        $ 83,400     $ 15,290
    Capital in excess of par value (Note 10) . . . . . . .             -      10,049          -               -            -
    Retained earnings, per accompanying statement
      (Note 12)  . . . . . . . . . . . . . . . . . . . . .            131        (69)         14            (979)     (15,137)
         Total common stockholders' equity  . . . . . . .         11,281      9,981      13,674          82,421          153
 
  Long-term debt (Note 13)
    Debentures . . . . . . . . . . . . . . . . . . . . . .             -          -           -               -            -
    Convertible subordinated debentures  . . . . . . . . .             -          -           -               -            -
    Unsecured loan . . . . . . . . . . . . . . . . . . . .             -          -           -               -            -
    Notes payable to Registrant - consolidated . . . . . .          6,690         -        7,350              -            -
         Total long-term debt . . . . . . . . . . . . . .          6,690         -        7,350              -            -
         Total capitalization . . . . . . . . . . . . . .         17,971      9,981      21,024          82,421          153
 
 CURRENT LIABILITIES
  Commercial paper (Note 14) . . . . . . . . . . . . . . .             -          -           -               -            -
  Accounts payable . . . . . . . . . . . . . . . . . . . .            666     43,730          -               -            12
  Estimated rate contingencies and refunds (Note 3)  . . .             -          -           -               -            -
  Payables to affiliated companies - consolidated  . . . .            715     37,083         522              -            -
  Taxes accrued  . . . . . . . . . . . . . . . . . . . . .             77      1,381         470             186           41
  Unrecovered gas costs (net) (Note 3) . . . . . . . . . .             -          -           -               -            -
  Deferred income taxes - current portion (Note 7) . . . .             -          -           -               -            -
  Dividends declared . . . . . . . . . . . . . . . . . . .             -          -           -               -            -
  Other accruals and current liabilities . . . . . . . . .             16        864          -               -            -
         Total current liabilities  . . . . . . . . . . .          1,474     83,058         992             186           53
 
 DEFERRED CREDITS
  Deferred income taxes (Note 7) . . . . . . . . . . . . .          8,649       (559)         -           20,750           -
  Accumulated deferred investment tax credits  . . . . . .             -          -           -               -            -
  Other deferred credits and noncurrent liabilities (Note 7)           -          54          -              157           -
         Total deferred credits . . . . . . . . . . . . .          8,649       (505)         -           20,907           -
 
 COMMITMENTS AND CONTINGENCIES (Note 16)
 
         Total stockholders' equity and liabilities . . .        $28,094    $92,534     $22,016        $103,514     $    206
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 37
                                                                    -PAGE 13
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING BALANCE SHEET (Concluded)
 At December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
                                                          SUBSIDIARIES
 
                                                        CNG           CNG
                                                        Coal       Financial
         Stockholders' Equity and Liabilities                   Company   Services, Inc.
 
 <S>                                                             <C>           <C>
 CAPITALIZATION
  Common stockholders' equity
    Common stock - par value $2.75 per share (Note 10)
      200,000,000 authorized shares
      Issued - 92,933,828 shares . . . . . . . . . . . . .      $ 37,360      $     50
    Capital in excess of par value (Note 10) . . . . . . .            -             -
    Retained earnings, per accompanying statement
      (Note 12)  . . . . . . . . . . . . . . . . . . . . .         4,070            -
         Total common stockholders' equity  . . . . . . .        41,430            50
 
  Long-term debt (Note 13)
    Debentures . . . . . . . . . . . . . . . . . . . . . .            -             -
    Convertible subordinated debentures  . . . . . . . . .            -             -
    Unsecured loan . . . . . . . . . . . . . . . . . . . .            -             -
    Notes payable to Registrant - consolidated . . . . . .            -             -
         Total long-term debt . . . . . . . . . . . . . .            -             -
         Total capitalization . . . . . . . . . . . . . .        41,430            50
 
 CURRENT LIABILITIES
  Commercial paper (Note 14) . . . . . . . . . . . . . . .            -             -
  Accounts payable . . . . . . . . . . . . . . . . . . . .            79            -
  Estimated rate contingencies and refunds (Note 3)  . . .            -             -
  Payables to affiliated companies - consolidated  . . . .             7            -
  Taxes accrued  . . . . . . . . . . . . . . . . . . . . .            49            -
  Unrecovered gas costs (net) (Note 3) . . . . . . . . . .            -             -
  Deferred income taxes - current portion (Note 7) . . . .            -             -
  Dividends declared . . . . . . . . . . . . . . . . . . .            -             -
  Other accruals and current liabilities . . . . . . . . .             4            -
         Total current liabilities  . . . . . . . . . . .           139            -
 
 DEFERRED CREDITS
  Deferred income taxes (Note 7) . . . . . . . . . . . . .         1,066            -
  Accumulated deferred investment tax credits  . . . . . .            -             -
  Other deferred credits and noncurrent liabilities (Note 7)          -             -
         Total deferred credits . . . . . . . . . . . . .         1,066            -
 
 COMMITMENTS AND CONTINGENCIES (Note 16)
 
         Total stockholders' equity and liabilities . . .      $ 42,635      $     50
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 38
                                                                    -PAGE 14
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING INCOME STATEMENT
 For the Year Ended December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
                                                                                                 REGISTERED
                                                    CONSOLIDATED                                           HOLDING
                                                    Consolidated                                           COMPANY
                                                     Natural Gas            Eliminations                Consolidated
                                                     Company and                 and        Combined     Natural Gas
                                                    Subsidiaries            Adjustments*      Total        Company
 <S>                                                            <C>                     <C>           <C>             <C>
 OPERATING REVENUES
  Regulated gas sales
    Residential and commercial . . . . . . . . . . . . . . .   $1,595,142              $      -      $1,595,142      $     -
    Industrial . . . . . . . . . . . . . . . . . . . . . . .       55,347                     -          55,347            -
    Wholesale  . . . . . . . . . . . . . . . . . . . . . . .      422,698               (228,340)       651,038            -
  Nonregulated gas sales . . . . . . . . . . . . . . . . . .      541,849               (174,938)       716,787            -
         Total gas sales  . . . . . . . . . . . . . . . . .    2,615,036               (403,278)     3,018,314            -
  Other operating revenues . . . . . . . . . . . . . . . . .      569,049               (121,969)       691,018            -
         Total operating revenues (Notes 2 and 3) . . . . .    3,184,085               (525,247)     3,709,332            -
 
 OPERATING EXPENSES
  Purchased gas  . . . . . . . . . . . . . . . . . . . . . .    1,603,048               (466,166)     2,069,214            -
  Other purchased products . . . . . . . . . . . . . . . . .       62,290                     -          62,290            -
  Operation expense  . . . . . . . . . . . . . . . . . . . .      598,495                (59,546)       658,041         4,717
  Maintenance  . . . . . . . . . . . . . . . . . . . . . . .       87,207                     -          87,207            -
  Depreciation and amortization (Note 4) . . . . . . . . . .      294,648                 (4,812)       299,460            -
  Taxes, other than income taxes . . . . . . . . . . . . . .      181,053                     -         181,053         2,967
         Subtotal . . . . . . . . . . . . . . . . . . . . .    2,826,741               (530,524)     3,357,265         7,684
         Operating income before income taxes . . . . . . .      357,344                  5,277        352,067        (7,684)
  Income taxes - estimated (Note 7)  . . . . . . . . . . . .       99,906                  2,029         97,877        (4,977)
         Operating income . . . . . . . . . . . . . . . . .      257,438                  3,248        254,190        (2,707)
 
 OTHER INCOME
  Interest revenues  . . . . . . . . . . . . . . . . . . . .        3,317                 (4,770)         8,087           106
  Gain on purchase of debentures for sinking funds . . . . .          926                     -             926           926
  Other (net)  . . . . . . . . . . . . . . . . . . . . . . .        6,288                     -           6,288         1,011
  Equity in earnings of subsidiary companies - consolidated.           -                (209,212)       209,212       209,212
  Interest revenues from affiliated companies - consolidated           -                 (97,023)        97,023        92,696
         Total other income . . . . . . . . . . . . . . . .       10,531               (311,005)       321,536       303,951
         Income before interest charges . . . . . . . . . .      267,969               (307,757)       575,726       301,244
 
 INTEREST CHARGES
  Interest on long-term debt . . . . . . . . . . . . . . . .       85,265                (82,573)       167,838        83,253
  Other interest expense . . . . . . . . . . . . . . . . . .        4,995                (18,849)        23,844        11,651
  Total allowance for funds used during construction
    (credit) . . . . . . . . . . . . . . . . . . . . . . . .      (10,785)                    -         (10,785)           -
         Total interest charges . . . . . . . . . . . . . .       79,475               (101,422)       180,897        94,904
 
  Income before cumulative effect of change in
    accounting principle . . . . . . . . . . . . . . . . . .      188,494               (206,335)       394,829       206,340
  Cumulative effect prior to January 1, 1993, of
    applying SFAS No. 109 (Note 7) . . . . . . . . . . . . .       17,422                   (457)        17,879          (424)
 
 NET INCOME . . . . . . . . . . . . . . . . . . . . . . . . .   $  205,916              $(206,792)    $  412,708      $205,916
 Earnings per share of common stock
  Income before cumulative effect of change in
    accounting principle . . . . . . . . . . . . . . . . . .        $2.03
  Cumulative effect prior to January 1, 1993, of
    applying SFAS No. 109 (Note 7) . . . . . . . . . . . . .          .19
  Net Income . . . . . . . . . . . . . . . . . . . . . . . .        $2.22
 
 Average common shares outstanding (thousands)  . . . . . . .       92,808
 <FN>
 * The elimination journal entries pertaining to this consolidating financial statement are prepared in detail form, showing the
  amounts pertaining to the Registrant and each subsidiary company, and are preserved with the Registrant's copy of this Form
  U5S.
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 39
                                                                    -PAGE 15
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING INCOME STATEMENT (Continued)
 For the Year Ended December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
                                                                           SUBSIDIARIES
                                                       Consolidated
                                                        Natural Gas           CNG          The East      The Peoples
                                                         Service        Transmission      Ohio Gas      Natural Gas
                                                       Company, Inc.      Corporation       Company        Company
 <S>                                                                 <C>             <C>             <C>              <C>
 OPERATING REVENUES
  Regulated gas sales
    Residential and commercial . . . . . . . . . . . . . . .        $     -         $       -       $  962,067       $313,168
    Industrial . . . . . . . . . . . . . . . . . . . . . . .              -                 -           43,149          2,580
    Wholesale  . . . . . . . . . . . . . . . . . . . . . . .              -            631,101              -              -
  Nonregulated gas sales . . . . . . . . . . . . . . . . . .              -             32,295              -              -
         Total gas sales  . . . . . . . . . . . . . . . . .              -            663,396       1,005,216        315,748
  Other operating revenues . . . . . . . . . . . . . . . . .          53,439           354,493          59,190         34,698
         Total operating revenues (Notes 2 and 3) . . . . .          53,439         1,017,889       1,064,406        350,446
 
 OPERATING EXPENSES
  Purchased gas  . . . . . . . . . . . . . . . . . . . . . .              -            590,014         677,213        162,887
  Other purchased products . . . . . . . . . . . . . . . . .              -             12,289              -              -
  Operation expense  . . . . . . . . . . . . . . . . . . . .          48,062           133,851         176,382         79,760
  Maintenance  . . . . . . . . . . . . . . . . . . . . . . .             738            30,469          24,437         16,171
  Depreciation and amortization (Note 4) . . . . . . . . . .           1,913            55,474          29,230         16,636
  Taxes, other than income taxes . . . . . . . . . . . . . .           1,483            38,154          84,900         22,945
         Subtotal . . . . . . . . . . . . . . . . . . . . .          52,196           860,251         992,162        298,399
         Operating income before income taxes . . . . . . .           1,243           157,638          72,244         52,047
  Income taxes - estimated (Note 7)  . . . . . . . . . . . .             444            50,835          18,550         16,161
         Operating income . . . . . . . . . . . . . . . . .             799           106,803          53,694         35,886
 
 OTHER INCOME
  Interest revenues  . . . . . . . . . . . . . . . . . . . .              -              5,395           1,918             -
  Gain on purchase of debentures for sinking funds . . . . .              -                 -               -              -
  Other (net)  . . . . . . . . . . . . . . . . . . . . . . .              46             2,771           1,085            451
  Equity in earnings of subsidiary companies - consolidated.              -                 -               -              -
  Interest revenues from affiliated companies - consolidated              15               371              -              -
         Total other income . . . . . . . . . . . . . . . .              61             8,537           3,003            451
         Income before interest charges . . . . . . . . . .             860           115,340          56,697         36,337
 
 INTEREST CHARGES
  Interest on long-term debt . . . . . . . . . . . . . . . .           1,180            25,413          13,299          8,593
  Other interest expense . . . . . . . . . . . . . . . . . .             124             5,344           2,005          2,469
  Total allowance for funds used during construction
    (credit) . . . . . . . . . . . . . . . . . . . . . . . .              -             (1,163)            (72)           (75)
         Total interest charges . . . . . . . . . . . . . .           1,304            29,594          15,232         10,987
 
  Income before cumulative effect of change in
    accounting principle . . . . . . . . . . . . . . . . . .            (444)           85,746          41,465         25,350
  Cumulative effect prior to January 1, 1993, of
    applying SFAS No. 109 (Note 7) . . . . . . . . . . . . .             444             6,525           1,370           (115)
 
 NET INCOME . . . . . . . . . . . . . . . . . . . . . . . . .        $     -         $   92,271      $   42,835       $ 25,235
 
 
 
 <FN>
 The Notes to Consolidated Financial Statements are an integral part of this statement.
 ( ) denotes negative amount.
 </TABLE>
 
 <PAGE> 40
                                                                    -PAGE 16
 CONSOLIDATED NATURAL GAS COMPANY
 
 CONSOLIDATING INCOME STATEMENT (Continued)
 For the Year Ended December 31, 1993
 (Thousands of Dollars)
 <TABLE>
 <CAPTION>
 
 
                                                                           SUBSIDIARIES
                                                       Virginia     Hope     West Ohio    The River        CNG
                                                       Natural      Gas,        Gas          Gas        Producing
                                                       Gas, Inc.    Inc.      Company      Company       Company
 
 <S>                                                              <C>        <C>         <C>          <C>           <C>
 OPERATING REVENUES
  Regulated gas sales
    Residential and commercial . . . . . . . . . . . . . . .     $161,409   $ 94,323    $49,856      $14,319       $     -
    Industrial . . . . . . . . . . . . . . . . . . . . . . .        7,249        591      1,310          468             -
    Wholesale  . . . . . . . . . . . . . . . . . . . . . . .           -       1,365         -            -              -
  Nonregulated gas sales . . . . . . . . . . . . . . . . . .           -          -          -            -         367,689
         Total gas sales  . . . . . . . . . . . . . . . . .      168,658     96,279     51,166       14,787        367,689
  Other operating revenues . . . . . . . . . . . . . . . . .       11,921     10,515      4,838        1,439        134,604
         Total operating revenues (Notes 2 and 3) . . . . .      180,579    106,794     56,004       16,226        502,293
 
 OPERATING EXPENSES
  Purchased gas  . . . . . . . . . . . . . . . . . . . . . .       96,634     55,679     34,056        8,759        125,535
  Other purchased products . . . . . . . . . . . . . . . . .           -          -          -            -          40,611
  Operation expense  . . . . . . . . . . . . . . . . . . . .       31,318     26,388     10,079        3,314        122,655
  Maintenance  . . . . . . . . . . . . . . . . . . . . . . .        3,994      4,980      1,353          402          4,663
  Depreciation and amortization (Note 4) . . . . . . . . . .       12,826      4,087      1,773          743        176,486
  Taxes, other than income taxes . . . . . . . . . . . . . .        7,486      7,341      4,292        1,498          7,391
         Subtotal . . . . . . . . . . . . . . . . . . . . .      152,258     98,475     51,553       14,716        477,341
         Operating income before income taxes . . . . . . .       28,321      8,319      4,451        1,510         24,952
  Income taxes - estimated (Note 7)  . . . . . . . . . . . .        7,540        721        977          399          3,319
         Operating income . . . . . . . . . . . . . . . . .       20,781      7,598      3,474        1,111         21,633
 
 OTHER INCOME
  Interest revenues  . . . . . . . . . . . . . . . . . . . .            2         -           3           14            619
  Gain on purchase of debentures for sinking funds . . . . .           -          -          -            -              -
  Other (net)  . . . . . . . . . . . . . . . . . . . . . . .         (215)       (11)       (97)           7            107
  Equity in earnings of subsidiary companies - consolidated.           -          -          -            -              -
  Interest revenues from affiliated companies - consolidated           32         -          -            -           2,114
         Total other income . . . . . . . . . . . . . . . .         (181)       (11)       (94)          21          2,840
         Income before interest charges . . . . . . . . . .       20,600      7,587      3,380        1,132         24,473
 
 INTEREST CHARGES
  Interest on long-term debt . . . . . . . . . . . . . . . .        7,465      2,128        860          214         24,282
  Other interest expense . . . . . . . . . . . . . . . . . .          649        462        211           62            283
  Total allowance for funds used during construction
    (credit) . . . . . . . . . . . . . . . . . . . . . . . .           -          (7)        (5)          -          (9,463)
         Total interest charges . . . . . . . . . . is an Application-Declaration on Form U-1 under
the Public Utility Holding Company Act of 1935 relating to such company's
1994-95 annual system financing program.  The fee for this filing ($2,000) has
been wire transferred to the Securities and Exchange Commission's account
(#910-8739) at Mellon Bank, Pittsburgh, Pennsylvania.
 
                                        Very truly yours,
 
 
 

                                        N. F. Chandler
                                        Attorney
 

 
Enclosure


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission