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
DOMINION PRODUCTS AND SERVICES, INC. : NO. 18
DOMINION RETAIL, Inc. :
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. : July 1, 2000
THE EAST OHIO GAS COMPANY : through
THE PEOPLES NATURAL GAS COMPANY : September 30, 2000
:
:
File No. 70-8667 (Part A) :
:
Also Reported at Part B :
File Nos. 70-7258, 70-7641, 70-8577, :
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 refer
______________
* Virginia Natural Gas, Inc. was included in the class of Subsidiaries but
was sold by CNG to AGL Resources, Inc. on October 6, 2000.
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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.
During 2000, subsequent to the merger, 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.
CNG Products and Services, Inc. Dominion Products and Services,
Inc.
CNG Retail Services Corporation Dominion Retail, 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 $983,534,000 principal amount; the principal amount
of commercial paper outstanding on September 30, 2000 was $963,315,000.
There were no borrowings or repayments of borrowings under commercial
paper backup lines of credit during the reporting period.
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.
None.
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 September 30, 2000 is approximately $326.5 million.
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
_______________ _______________ _______________ _______________
$622,159 $523,659 $241,015 $904,803
Subsidiaries (In Thousands)
Beginning Ending
Company Balance Contributions Withdrawals Balance
_________ _________ _____________ ___________ _________
The East Ohio Gas Co. ($209,365) $95,012 $221,642 ($335,995)
The Peoples Natural
Gas Company (63,886) 27,812 57,516 (93,590)
Hope Gas, Inc. (26,699) 16,282 15,507 (25,924)
Virginia Natural Gas, Inc. 1,506 14,488 35,692 (19,698)
Dom. Transmission, Inc. (26,175) 78,974 44,999 7,800
Consolidated System
LNG Company 736 214 0 950
CNG Iroquois 16,922 6,739 120 23,541
Dom. Exploration & Prod. (244,953) 278,245 385,712 (352,420)
CNG Coal Company 3,704 280 0 3,984
CNG Pipeline Co. 865 126 44 947
Dom. Field Services, Inc. (67,784) 26,195 37,998 (79,587)
CNG Power Co. 5,138 1,910 35 7,013
CNG Research Company 70 1 0 71
Consolidated Natural Gas
Service Company, Inc. 36,917 43,547 47,077 33,387
CNG Power Services Corp. (1,498) 0 156 (1,654)
Dom. Retail, Inc. 2,149 20,536 39,609 (16,924)
CNG Market Center Services 971 701 1 1,671
Dom. Products & Services 1,349 2,689 1,087 2,951
CNG International Corp. (16,217) 36 5,182 (21,363)
CNG Main Pass Gas (25,875) 297 693 (26,271)
CNG Main Pass Oil (10,197) 800 213 (9,610)
CNG Technologies, Inc. 149 49 0 198
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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 Dominion Transmission, Inc. (then
called 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 September 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 September 30, 2000. CNGI received
a net cash distribution of $8,000,000 during the reporting period.
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 to provide CNG Energy Services Corporation ("Energy Services")
with up to $10,000,000 in financing through December 31, 2000 and
authorized Energy Services 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.
Energy Services formed a new special-purpose subsidiary, Dominion
Products and Services, Inc. (then called CNG Products and Services, Inc.)
("DP&S"), in 1995 to engage in the new business. DP&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 DP&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 DP&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 DP&S to be filed.
3. Services Provided by Affiliates to DP&S.
See Exhibit 8577A.
Financing of DP&S' business by CNG subsequent to December 31, 2000 will
be done pursuant to Rule 52.
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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.
Dominion Retail, Inc. (then called CNG Retail Services Corporation)
("Dominion 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, Dominion 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 Dominion 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 Dominion
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
Dominion 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.
DOMINION PRODUCTS AND SERVICES, INC.
DOMINION RETAIL, INC.
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
By N. F. Chandler
Their Attorney
Dated November 29, 2000
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