<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
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