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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
____________________________________________
CONSOLIDATED NATURAL GAS COMPANY :
Richmond, Virginia :
:
CNG COAL COMPANY :
DOMINION EXPLORATION & PRODUCTION, INC. :
CNG PIPELINE COMPANY :
CNG RESEARCH COMPANY :
DOMINION FIELD SERVICES, INC. : MASTER
CNG POWER SERVICES CORPORATION : CERTIFICATE
CNG POWER COMPANY : OF
DOMINION TRANSMISSION, INC. : NOTIFICATION
CNG PRODUCTS AND SERVICES, INC. : NO. 17
CNG RETAIL SERVICES CORPORATION :
CNG MARKET CENTER SERVICES, INC. :
CNG FINANCIAL SERVICES, INC. : TRANSACTIONS
CONSOLIDATED NATURAL GAS SERVICE : DURING PERIOD
COMPANY, INC. : _____________
CONSOLIDATED SYSTEM LNG COMPANY :
HOPE GAS, INC. : April 1, 2000
THE EAST OHIO GAS COMPANY : through
THE PEOPLES NATURAL GAS COMPANY : June 30, 2000
VIRGINIA NATURAL GAS INC. :
:
File No. 70-8667 (Part A) :
:
Also Reported at Part B :
File Nos. 70-7258, 70-7641, 70-8447, :
70-8577, 70-8621, and 70-8883 :
:
:
(Public Utility Holding Company Act of 1935) :
____________________________________________ :
TO THE SECURITIES AND EXCHANGE COMMISSION:
This Master Certificate contains the Rule 24 certificates required to
be filed on a periodic basis for File No. 70-8667 and various other files
in order to eliminate the burden of making numerous separate individual
filings. This Certificate is filed in accordance with Rule 24 under the
Public Utility Holding Company Act of 1935 (the "Act"), as a notification
that of the various transactions authorized under the orders issued in the
proceedings identified in the above caption, the following have been
carried out in accordance with the terms and conditions of and for the
purposes represented by the respective Application-Declarations and the
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orders. The Master Certificate thus acts as a compilation of the various
other certificates and incorporates all Rule 24 reporting from the other
captioned proceedings.
By Order dated March 28, 1996, HCAR No. 26500, ("Financing Order")
under File No. 70-8667, the Securities and Exchange Commission ("SEC")
permitted the "Omnibus Financing" Application-Declaration of Consolidated
Natural Gas Company ("Consolidated" or "CNG") and its above-mentioned
subsidiaries ("Subsidiaries") to become effective, thereby authorizing
Consolidated and its Subsidiaries to engage in various financing and
related transactions through March 31, 2001. Part A contains reporting on
external and intrasystem financing of the Consolidated system as required
by the Financing Order.
Part B contains reporting required by other SEC orders in the captioned
proceedings. The information is subdivided by SEC file number. Rule 52
transactions (Form U-6B-2) and any order-specific financial information
(i.e., income statements, balance sheets) are filed as exhibits to Part A
and Part B, respectively, as appropriate.
On January 28, 2000, CNG ("Old CNG") was merged into a newly formed,
wholly-owned subsidiary ("New CNG") of Dominion Resources, Inc.
("Dominion"). New CNG, located in Richmond, Virginia, was the surviving
corporation and changed its name to "Consolidated Natural Gas Company."
Since New CNG substantially succeeds to all the rights and obligations of
Old CNG pursuant to the merger, "CNG" as used further herein will
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refer to both Old CNG, for the period prior to January 28, 2000, and New
CNG, for the period beginning on such date. For further information on the
merger, reference is made to SEC orders dated December 15, 1999, Release
Nos. 35-27112 ("New Financing Order") and 35-27113, and to the Registration
Statement on Form S-4, File No. 333-75669, filed by Dominion and CNG under
the Securities Act of 1933 on April 5, 1999 and amended on May 21, 1999.
The New Financing Order amended the Financing Order so that (i) its term is
extended from March 31, 2001 to January 28, 2003, (ii) the amount of
financing permitted is increased from $7 billion to $10 billion, (iii) the
aggregate amount of guarantees and credit support that may be given by CNG
and its subsidiaries is increased from $2 billion to $3 billion, (iv) CNG
is authorized to give guarantees and credit support for the benefit of any
of its direct and indirect subsidiaries as needed to support normal course
of business, and (v) CNG is permitted to use financing proceeds to invest
in exempt wholesale generators and foreign utility companies.
Subsequent to the merger in the second quarter of 2000, the names of
some of the parties in this proceeding were changed. These were as
follows:
Old Name New Name
CNG Transmission Corporation Dominion Transmission, Inc.
CNG Producing Company Dominion Exploration &
Production, Inc.
CNG Field Services Company Dominion Field Services, Inc.
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PART A
EXTERNAL FINANCING BY CONSOLIDATED
File No. 70-8667:
1. Sale of CNG Common Stock.
There were no new issues of common stock during the quarter.
2. Short Term Debt.
During the period, Consolidated issued and sold commercial paper. The
maximum amount of Consolidated's commercial paper outstanding at any time
during this period was $725,668,000 principal amount; the principal amount
of commercial paper outstanding on June 30, 2000 was $708,209,000.
There were no borrowings or repayments of borrowings under commercial
paper backup lines of credit during the reporting period.
For information concerning replacement of Consolidated's credit
facility supporting its commercial paper program by a new credit facility
to which Dominion, Consolidated and Virginia Electric and Power Company (a
Dominion subsidiary) are parties, see Dominion's Rule 24 Certificate of
Notification under File No. 70-9517 being filed for the second quarter of
2000.
3. Long Term Debt.
There were no long-term debt transactions by Consolidated during the
reporting period.
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INTRASYSTEM FINANCING
4. Financing by Parent of Its Subsidiaries
The stock and debt transactions described below between Consolidated
and its Subsidiaries occurred under exemptions pursuant to Rule 52 and are
not part of the authorizations under this file number. The proceeds of
such transactions are used by the Subsidiaries in their respective
businesses.
a. Sales of Capital Stock to Consolidated by Subsidiaries.
On May 1, 2000, Dominion Field Services, Inc. ("Field Services")
issued and sold 355 shares of the common stock to Consolidated, and
received a capital contibution of $44,665 from Consolidated, in connection
with the transfer by CNG to Field Services of $3,594,665 in assets of
Phoenix Dominion Energy, LLC. (which company was acquired by Consolidated
pursuant to Rule 58).
b. Long-term debt transactions occurring during the period.
None.
c. Guarantees
From time to time Consolidated enters into guarantee agreements,
primarily with respect to gas or electric power purchases or delivery
performances of its subsidiaries. The estimated total exposure on these
guarantees as of June 30, 2000 is approximately $220.2 million. Of this
amount unrelated third parties were primarily liable for approximately $26
million of guarantees. The guarantees expire at various dates, the latest
of which is July 1, 2027.
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5. Subsidiary Long-term Debt Transactions.
There were no long-term debt transactions of Subsidiaries to be
reported for the quarter.
6. Subsidiary Stock Buy Back Transactions.
There were no Subsidiary stock buy back transactions to be reported for
the quarter.
PART B
RULE 24 CERTIFICATES REQUIRED BY OTHER SEC ORDERS
File No. 70-7258:
By orders dated June 12 and July 16, 1986 (HCAR Nos. 24128 and 24150),
as amended by orders dated May 27, 1987 (HCAR No. 24399), February 14, 1990
(HCAR No. 25040), May 13,1991 (HCAR No. 25311), April 8, 1994 (HCAR No.
26021), and July 18, 1997 (HCAR No. 26742), the SEC permitted the
application-declaration of Consolidated and subsidiaries to become
effective, thereby authorizing the establishment of a Consolidated System
Money Pool ("Money Pool").
This Certificate is filed in accordance with Rule 24, as a notification
that of the various transactions authorized by said orders, the following
have been carried out in accordance with the terms and conditions of and
for the purposes represented by said application-declaration and said
orders:
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During the period, the following transactions occurred:
Consolidated Natural Gas Company (In Thousands)
Beginning Ending
Balance Contributions Withdrawals Balance
_______________ _______________ _______________ _______________
$452,2251 $504,541 $334,607 $622,159
1. Includes $5,322,000 formerly listed under CNG Energy Services.
Subsidiaries (In Thousands)
Beginning Ending
Company Balance Contributions Withdrawals Balance
_________ _________ _____________ ___________ _________
The East Ohio Gas Co. ($218,815) $173,934 $164,484 ($209,365)
The Peoples Natural
Gas Company (66,838) 45,523 42,571 (63,886)
Hope Gas, Inc. (21,822) 29,051 33,928 (26,699)
Virginia Natural Gas, Inc. (5,719) 34,564 27,339 1,506
Dom. Transmission, Inc. (773) 113,541 138,943 (26,175)
Consolidated System
LNG Company 1,021 15 300 736
CNG Iroquois 9,359 8,117 554 16,922
Dom. Exploration & Prod. (108,113) 219,116 355,956 (244,953)
CNG Coal Company 3,746 59 101 3,704
CNG Pipeline Co. 1,057 110 302 865
Dom. Field Services, Inc. (4,318) 21,584 85,050 (67,784)
CNG Power Co. 5,322 495 679 5,138
CNG Research Company 70 0 0 70
Consolidated Natural Gas
Service Company, Inc. 9,200 73,681 45,964 36,917
CNG Power Services Corp. (1,730) 300 68 (1,498)
CNG Retail Corp. (5,771) 32,813 24,893 2,149
CNG Market Center Services 956 16 1 971
CNG Products & Services 813 2,783 2,247 1,349
CNG International Corp. (13,079) 2,266 5,404 (16,217)
CNG Main Pass Gas (26,127) 1,481 1,229 (25,875)
CNG Main Pass Oil (10,816) 1,000 381 (10,197)
CNG Technologies, Inc. 146 3 0 149
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File No. 70-7641:
By orders dated January 9, 1991, February 28, 1991, May 7, 1991, July
6, 1993 and September 12, 1996 (HCAR Nos. 25239, 25263, 25308, 25845 and
26571, respectively) ("Orders"), in the above-captioned proceeding, the SEC
permitted the application-declaration of CNG Transmission Corporation
("Transmission") and CNG Iroquois, Inc. ("CNGI"), as amended, to become
effective. The Orders authorized Transmission to provide financing through
June 30, 2001 to CNGI through the purchase of common stock of CNGI and/or
the making of open account advances to CNGI to allow CNGI to acquire
interests in Iroquois Gas Transmission System, L.P. ("Iroquois"). CNGI
currently has a 16% general partnership interest in Iroquois, which owns
and operates an interstate natural gas pipeline extending from the Canadian
border to Long Island, New York.
Transmission and CNGI were also authorized by the September 12, 1996
order to provide guaranties and indemnities on behalf of CNGI and Iroquois,
respectively. The current authorization for up to an aggregate of $20
million in such credit support extends to June 30, 2001. No credit support
has been extended during the reporting period pursuant to the September 12,
1996 order.
Financings after June 30, 2001 with respect to CNGI's interest in
Iroquois and future guaranties and credit support by Transmission and CNGI
are expected to occur pursuant to Rule 52.
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As of June 30, 2000, CNGI had 2,394 shares of common stock
outstanding. CNGI's total direct investment in Iroquois since its
inception was $28,678,000 as of June 30, 2000. CNGI received a net cash
distribution of $8,000,000 during the reporting period.
File No. 70-8447:
By Order dated October 21, 1994, HCAR No. 26148 (the "Order"), the
Securities and Exchange Commission permitted the Application-Declaration of
Consolidated Natural Gas Company, et al. ("Consolidated"), to become
effective, thereby authorizing Consolidated to provide its subsidiary, CNG
Power Company ("CNG Power") up to $2,000,000 in financing through July 1,
2004, to be used by CNG Power to invest in its special purpose wholly-owned
subsidiary, CNG Market Center Services, Inc. ("CNGMC"). (As of January 16,
1995, CNG Energy Company changed its name to CNG Power Company.) Such
financing was to be provided by Consolidated through the purchase of CNG
Power common stock, the making of open account advances or the making of
long-term loans, in any combination thereof.
CNGMC owned a 50% general partnership interest in CNG/Sabine Center, a
Delaware partnership which until January 1, 2000 operated a market center
or "super-hub" which offered services at points along the 7,500 mile
pipeline system of CNG Transmission Corporation (Consolidated's wholly-
owned pipeline subsidiary). The other 50% general partnership interest was
owned by Sabine Hub Services Company, a wholly-owned subsidiary of Texaco,
Inc.
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This Certificate is filed in accordance with Rule 24, as a notification
that of the various transactions authorized by the Order, the following
have been carried out in accordance with the terms and conditions of and
for the purposes represented by the Application-Declaration and the Order.
The reporting required by the Order for the past semi-annual period is as
follows:
(i) Financial Statements.
The balance sheet and income statement of CNGMC for the reporting
period are filed separately as Exhibit 8447A under a claim for confidential
treatment pursuant to Rule 104(b).
(ii) Description of CNGMC Activities for the Period.
The CNG/Sabine Center ceased operations as of January 1, 2000 and the
partnership was dissolved. A final liquidating distribution was made by
the partnership in July 2000. CNGMC may continue to engage in activities
of the nature of those previously conducted by the partnership. Any future
activities will be done in compliance with either an exemption or
authorization under the Act. In view of the cessation of business by the
partnership, no further Rule 24 certificates of notification will be filed
under the above file number.
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File No. 70-8577:
By Order dated August 28, 1995 ("Order"), HCAR No. 26363, in the above-
captioned proceeding, the Securities and Exchange Commission authorized
Consolidated and CNG Energy Services Corporation ("Energy Services"), a
then wholly-owned subsidiary of Consolidated, to engage in the business of
providing ten categories of energy-related services ("Customer Services")
to customers of CNG's local distribution companies and to others, primarily
customers of utilities not affiliated with CNG. The Order expires on
December 31, 2000.
Energy Services formed a new special-purpose subsidiary, CNG Products
and Services, Inc. ("CNGP&S"), in 1995 to engage in the new business. The
newly formed company was originally called "CNG Special Products and
Services, Inc.", but the name was changed to CNG Products and Services,
Inc. effective November 20, 1995. CNGP&S became a directly owned
subsidiary of Consolidated in connection with the sale by Consolidated of
Energy Services on July 31, 1998 to an unaffiliated third party. See SEC
order dated July 29, 1998, HCAR No. 26900.
By order dated August 27, 1997, HCAR No. 26757, the SEC authorized
CNGP&S to provide five additional categories of services, an enhanced
version of an already authorized category of service, and certain
incidental products and services related to the approved categories.
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This quarterly certificate is filed in accordance with Rule 24, as a
notification that of the various transactions authorized, the following
have been carried out in accordance with the terms and conditions of the
Order.
Filed separately as Exhibit 8577A under a request for confidential
treatment pursuant to Rule 104(b) are financial statements of CNGP&S.
1. Description of Revenues.
See Exhibit 8577A.
2. State Commission Orders.
There are no state commission orders or post-transaction audit
documents relating to CNGP&S to be filed.
3. Services Provided by Affiliates to CNGP&S.
See Exhibit 8577A.
Financing of CNGP&S' business by CNG subsequent to December 31, 2000
will be done pursuant to Rule 52.
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File No. 70-8621:
By Orders dated July 26, 1995 and December 30, 1997 (collectively, the
"Order"), HCAR No. 26341, the Securities and Exchange Commission authorized
CNG Energy Services Corporation ("Energy Services"), a wholly-owned
subsidiary of Consolidated Natural Gas Company ("CNG"), to acquire through
December 31, 2002 ownership interests with nonaffiliates in projects that
involve gas related activities. This Certificate, a semi-annual report, is
filed in accordance with Rule 24, as a notification that of the various
transactions authorized by the Order, the following have been carried out
in accordance with the terms and conditions thereof.
Energy Services' interests acquired under the above authorization was
transferred to Consolidated in connection with the sale of Energy Services
on July 31, 1998 to an unaffiliated third party. Consolidated had the
following investments in nonaffiliated entities authorized under the order
of July 26, 1995:
(1). MAIN PASS GAS GATHERING SYSTEM
Energy Services pursuant to this authorization had invested in the
original general partnership, Main Pass Gas Gathering Company, which
constructed a new gas gathering pipeline system in the Main Pass area of
the Gulf of Mexico. On December 31, 1996, Main Pass Gas Gathering Company
was merged with another general partnership, Dauphin Island Gathering
Partners, which operated a nearby system. Consolidated's special-purpose
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subsidiary, CNG Main Pass Gas Gathering Corporation, is the "CNG partner"
and holds a 13.6 percent general partnership interest in the new
partnership. Other general partners are subsidiaries of PanEnergy
Corporation, MCN Corporation, Coastal Corporation and Dauphin Island
Gathering Company. As of June 30, 2000, Consolidated has invested
$35,578,000 in Dauphin Island Gathering Partners through CNG Main Pass
Gathering Corporation.
(2). MAIN PASS OIL GATHERING SYSTEM
Consolidated pursuant to this authorization has invested, as of June 30,
2000, $14,623,000 in a general partnership, Main Pass Oil Gathering
Company, which operates a pipeline system in the Main Pass and Viosca Knoll
areas to gather oil generated in conjunction with the operation of gas
fields in such areas of the Gulf of Mexico. Consolidated's special-purpose
subsidiary, CNG Oil Gathering Corporation, is the "CNG Partner" and holds a
33-1/3 percent general partnership interest in the partnership. Other
parties are subsidiaries of PanEnergy Corporation and Amoco.
To date, no parent guarantees have been issued by CNG with respect to
any of the investments with nonaffiliates authorized and reported in this
proceeding.
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File No. 70-8883:
By order dated January 15, 1997, HCAR No. 26652, the SEC authorized
Energy Services to invest, through December 31, 2001, up to $250 million to
expand its business to market electricity and other energy commodities and
to engage in fuel management and other incidental related activities. In
pursuit of such activities, Energy Services was authorized to acquire
interests in other entities. Such entities may be corporations,
partnerships, limited liability companies, joint ventures or other types of
entities in which Energy Services might have a 100% interest, a majority
interest equity or debt position, or a minority equity or debt position.
CNG Retail Services Corporation ("CNG Retail") was formed on January
30, 1997 pursuant to the order to engage in the business of selling natural
gas and other products at retail. Pursuant to HCAR No. 26900, dated July
29, 1998, CNG Retail succeeded to the authorizations and reporting
obligations under File No. 70-8883 subsequent to the sale of Energy
Services by CNG to an unaffiliated party in 1998.
This quarterly certificate is filed in accordance with Rule 24, as a
notification that of the various transactions authorized, the following
have been carried out in accordance with the terms and conditions of the
aforesaid order.
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1. Financial Statements.
A balance sheet and income statement for CNG Retail are filed
separately as Exhibit 8883A under a request for confidential treatment
pursuant to Rule 104(b).
2. Source of Revenues.
In view of the cessation of Energy Services as an affiliate company in
the CNG system, the ratios formerly required under this heading can no
longer be provided.
3. FERC Filings.
The transaction information contained in the attachment to the CNG
Retail power marketing informational filing made with the FERC during the
quarter is filed separately as Exhibit 8883B under a claim for confidential
treatment pursuant to Rule 104(b).
4. Parent Credit Support.
There were no new parent credit support agreements entered on behalf of
CNG Retail during the reporting period.
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SIGNATURE
The undersigned companies have duly caused this quarterly Rule 24
Certificate of Notification to be signed on their respective behalf by
their attorney subscribing below duly authorized pursuant to the Public
Utility Holding Company Act of 1935.
CONSOLIDATED NATURAL GAS COMPANY
CNG COAL COMPANY
DOMINION EXPLORATION & PRODUCTION,
INC.
CNG PIPELINE COMPANY
CNG RESEARCH COMPANY
DOMINION FIELD SERVICES, INC.
CNG POWER SERVICES CORPORATION
CNG POWER COMPANY
DOMINION TRANSMISSION, INC.
CNG PRODUCTS AND SERVICES, INC.
CNG RETAIL SERVICES CORPORATION
CNG MARKET CENTER SERVICES, INC.
CNG FINANCIAL SERVICES, INC.
CONSOLIDATED NATURAL GAS SERVICE
COMPANY, INC.
CONSOLIDATED SYSTEM LNG COMPANY
HOPE GAS, INC.
THE EAST OHIO GAS COMPANY
THE PEOPLES NATURAL GAS COMPANY
VIRGINIA NATURAL GAS, INC.
By N. F. Chandler
Their Attorney
Dated this 29th day
of August, 2000
