CONSOLIDATED NATURAL GAS CO
U-1/A, 1995-02-02
NATURAL GAS TRANSMISISON & DISTRIBUTION
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                                     File Number 70-7508




             SECURITIES AND EXCHANGE COMMISSION
                   Washington, DC  20549

                      Amendment No. 7
                            to
                         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
          (a registered holding company and the
               parent of the other party)

               CNG FINANCIAL SERVICES, INC.
                        CNG Tower
                   625 Liberty Avenue
           Pittsburgh, Pennsylvania  15222-3199






         Names and addresses of agents for service:
           S. E. WILLIAMS, Senior Vice President
                    and General Counsel
             Consolidated Natural Gas Company
                         CNG Tower
                     625 Liberty Avenue
           Pittsburgh, Pennsylvania  15222-3199

             N. F. Chandler, General Attorney
         Consolidated Natural Gas Service Company
                         CNG Tower
                     625 Liberty Avenue
           Pittsburgh, Pennsylvania 15222-3199

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                                        File Number 70-7508



             SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C.  20549

                      Amendment No. 7

                             To

                         FORM U-1


        APPLICATION-DECLARATION UNDER THE PUBLIC UTILITY
                HOLDING COMPANY ACT OF 1935



     Consolidated Natural Gas Company et al. hereby amend

their application-declaration under the above file number as

follows:


Item 1. Description of Proposed Transaction
        ___________________________________


     1.  The following two paragraphs are inserted after the

fifth paragraph under "II.  PROPOSED TRANSACTIONS, A.

General", which place is on page 6 of Amendment No. 6.



          "The increased use of Gas Equipment will lead to

     greater consumption of natural gas by customers who

     receive their gas supply through CNGT's pipelines

     system; this increase in throughput, in turn, should

     result in more competitive transportation rates for the

     wholesale customers of CNGT, including the System LDCs,

     and lower intrastate transportation costs on CNGT's

     system as well.  Such lower rates could be passed on to

     the retail customers, thereby causing benefits to gas

     customers at both the wholesale and


<PAGE> 3


     retail level.  The increased activity in CNGT's system

     could also enhance the investments that CNGT's

     customers, including the System LDCs, have made in

     service agreements with it.

          More utilization of Gas Equipment will also assist

     customers of CNGES in solving their fuel problems.  By

     offering the financing services of CNGF to potential

     customers in order to entice them to switch from using

     fuels other than gas, it is possible for CNGES to

     create new gas markets for itself while at the same

     time causing such new customers to obtain the benefit

     of more economical and clean burning natural gas.  Some

     of these new gas customers could also be transportation

     customers of System LDCs, accordingly such new business

     would also benefit the System LDCs."


     2.  The second paragraph under "A. Section 11(b)(1)

Functional Relationship Test", which paragraph begins on

page 15 of Amendment No. 6, is restated to read as follows.


          "Like the appliance merchandising activities

     involved in the ENGINEERS case, CNGF's activities will

     have a close operating or functional relationship to

     Consolidated"s gas utility business.  Such activities

     will also have a close operating or functional

     relationship to the CNG System interstate pipeline and

     marketing businesses which, in turn, significantly

     benefit the System LDCs.  The ability to provide Gas


<PAGE> 4


     Equipment financing to Financing Customers (as defined

     further herein) will enhance the ability of System

     LDCs, CNGT and CNGES to compete with alternative fuels,

     promote new uses of gas and familiarize customers with

     new or unfamiliar gas utilizing equipment and

     technologies.  The increased use of Gas Equipment by

     Financing Customers will, in many cases, lead to

     greater consumption of natural gas and increased gas

     sales and/or transportation by the System LDCs, CNGT

     and CNGES.  Increased gas sales and revenue will allow

     the fixed costs of service to be shared by new

     consumers, and the earnings expected from the

     additional revenues as well as any profits derived from

     Gas Equipment financing activities will benefit

     Consolidated"s investors."



     3.  A footnote reference "(27)" is inserted at the end

of the first sentence of the sixth paragraph under "IV.

PROPOSED METHOD OF CONDUCTING BUSINESS," which paragraph is

on page 24 of Amendment No. 6; and a new footnote, reading

as follows, is added at the bottom of the page containing

the new footnote reference.


     "(27)  It should be noted that CNGF will also perform

            financing activities for customers of CNGT and

            CNGES, which are integral parts of the CNG

            System.  CNGT provides vital gas transportation

            for all the System LDCs except West Ohio Gas


<PAGE> 5


            Company.  CNGES provides gas supply, storage and

            transportation services to System LDCS, and may

            also provide such types of services to customers

            of System LDCs.

            To the extent CNGT and CNGES also increase CNG

            System throughput by providing services to

            customers other than System LDCs, the spreading

            of costs over a broader customer base should

            also result in a reduction in gas costs of

            System LDCs.  Thus the benefits to CNGT and

            CNGES from the financing activities of CNGF are

            deemed to also significantly benefit the System

            LDCs."




                        SIGNATURES
                        __________

        Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned Company has
duly caused this statement to be signed on its behalf by the
undersigned thereunto duly authorized.


                         CONSOLIDATED NATURAL GAS COMPANY

                         By  L. D. Johnson
                             Executive Vice President
                             and Chief Financial Officer

                         CNG FINANCIAL SERVICES, INC.

                         By  N. F. Chandler
                             Secretary





Dated:  February 2, 1995




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