FORM 10-Q Page 1 of 17
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1995
---------------------------------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
-------------------------- -----------------
Commission File Number 1-3437-2
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AMERICAN WATER WORKS COMPANY, INC.
- ---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 51-0063696
- ------------------------------- -----------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1025 Laurel Oak Road, Voorhees, New Jersey 08043
- ---------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(609) 346-8200
- ---------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- ---------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months, and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
----- -----
At November 1, 1995, the number of shares of common stock, $1.25 par value,
outstanding was 33,661,900 shares.
<PAGE> Page 2 FORM 10-Q
PART I FINANCIAL INFORMATION
----------------------------
Item 1. Financial Statements
-----------------------------
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Consolidated Statements of Income and Retained Earnings (Unaudited)
(In thousands, except per share amounts)
<TABLE>
Three Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
CONSOLIDATED INCOME
Operating revenues $222,961 $209,844
-------- --------
Operating expenses
Operation and maintenance 105,631 101,429
Depreciation and amortization 20,054 18,446
General taxes 19,137 18,382
State income taxes 2,885 2,769
Federal income taxes 17,400 14,290
-------- --------
165,107 155,316
-------- --------
Operating income 57,854 54,528
Allowance for other funds used during
construction 3,372 1,454
Other income 375 324
-------- --------
61,601 56,306
-------- --------
Income deductions
Interest 29,715 27,809
Allowance for borrowed funds used
during construction (2,557) (1,175)
Amortization of debt expense 310 319
Preferred dividends of subsidiaries 923 948
Other deductions 611 590
-------- --------
29,002 28,491
-------- --------
Net income 32,599 27,815
Dividends on preferred stocks 996 995
-------- --------
Net income to common stock $ 31,603 $ 26,820
======== ========
Average shares of common stock outstanding 33,459 32,118
Earnings per common share on average shares
outstanding $ 0.94 $ 0.84
======== ========
CONSOLIDATED RETAINED EARNINGS
Balance at beginning of period $636,817 $592,784
Add - net income 32,599 27,815
-------- --------
669,416 620,599
-------- --------
<PAGE> Page 3 FORM 10-Q
Three Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
Deduct - dividends
Preferred stock $ 882 $ 881
Preference stock 114 114
Common stock - $.32 per share in 1995;
$.27 per share in 1994 10,689 8,648
-------- --------
11,685 9,643
-------- --------
Balance at end of period $657,731 $610,956
======== ========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Page 4 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Consolidated Statements of Income and Retained Earnings (Unaudited)
(In thousands, except per share amounts)
<TABLE>
Nine Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
CONSOLIDATED INCOME
Operating revenues $604,467 $582,639
-------- --------
Operating expenses
Operation and maintenance 298,186 294,840
Depreciation and amortization 58,990 54,117
General taxes 57,351 55,165
State income taxes 6,584 5,979
Federal income taxes 39,288 32,495
-------- --------
460,399 442,596
-------- --------
Operating income 144,068 140,043
Allowance for other funds used during
construction 8,144 3,926
Gain from eminent domain litigation 6,600 0
Other income 890 1,423
-------- --------
159,702 145,392
-------- --------
Income deductions
Interest 87,632 82,029
Allowance for borrowed funds used
during construction (6,836) (2,949)
Amortization of debt expense 951 920
Preferred dividends of subsidiaries 2,783 2,874
Other deductions 1,601 1,544
-------- --------
86,131 84,418
-------- --------
Net income 73,571 60,974
Dividends on preferred stocks 2,988 2,987
-------- --------
Net income to common stock $ 70,583 $ 57,987
======== ========
Average shares of common stock outstanding 33,118 31,715
Earnings per common share on average shares
outstanding $ 2.13 $ 1.83
======== ========
CONSOLIDATED RETAINED EARNINGS
Balance at beginning of period $618,875 $578,593
Add - net income 73,571 60,974
-------- --------
692,446 639,567
-------- --------
<PAGE> Page 5 FORM 10-Q
Nine Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
Deduct - dividends
Preferred stock $ 2,646 $ 2,645
Preference stock 342 342
Common stock - $.96 per share in 1995;
$.81 per share in 1994 31,727 25,624
-------- --------
34,715 28,611
-------- --------
Balance at end of period $657,731 $610,956
======== ========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Page 6 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Consolidated Balance Sheet (Unaudited)
(In thousands)
September 30 December 31
1995 1994
---------- ----------
ASSETS
Property, plant and equipment
Utility plant - at original cost less
accumulated depreciation $2,794,088 $2,645,079
Utility plant acquisition adjustments 36,090 39,212
Other utility plant adjustments 159 196
Non-utility property, net of accumulated
depreciation 20,786 18,951
Excess of cost of investments in
subsidiaries over book equity at
acquisition 22,832 22,681
---------- ----------
2,873,955 2,726,119
---------- ----------
Current assets
Cash and cash equivalents 25,326 30,091
Temporary investments - at cost plus
accrued interest 717 1,448
Customer accounts receivable 68,031 50,375
Allowance for uncollectible accounts (1,187) (999)
Unbilled revenues 59,975 57,687
Miscellaneous receivables 6,133 5,342
Materials and supplies 10,382 9,846
Deferred vacation pay 9,934 9,256
Other 8,101 7,531
---------- ----------
187,412 170,577
---------- ----------
Regulatory and other long-term assets
Regulatory asset - income taxes
recoverable through rates 204,176 202,967
Funds restricted for construction 22,806 26,213
Deferred pension expense 16,666 17,931
Debt and preferred stock expense 20,546 18,882
Deferred postretirement benefit expense 9,555 8,545
Tank painting costs 8,497 8,997
Other 30,759 26,423
---------- ----------
313,005 309,958
---------- ----------
$3,374,372 $3,206,654
========== ==========
<PAGE> Page 7 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Consolidated Balance Sheet (Unaudited)
(In thousands)
<TABLE>
September 30 December 31
1995 1994
---------- ----------
<S> <C> <C>
CAPITALIZATION AND LIABILITIES
Capitalization
Common stock $ 41,998 $ 40,824
Paid-in capital 102,637 76,003
Retained earnings 657,731 618,875
Unearned compensation (2,370) (2,262)
---------- ----------
Common stockholders' equity 799,996 733,440
Preferred stocks with mandatory redemption
requirements 40,000 40,000
Preferred stocks without mandatory
redemption requirements 11,673 11,673
Preferred stocks of subsidiaries with
mandatory redemption requirements 42,627 43,737
Preferred stocks of subsidiaries without
mandatory redemption requirements 6,288 6,288
Long-term debt
American Water Works Company, Inc. 131,000 131,000
Subsidiaries 1,238,555 1,177,043
---------- ----------
2,270,139 2,143,181
---------- ----------
Current liabilities
Bank debt 103,988 82,425
Current portion of long-term debt 69,315 73,929
Accounts payable 32,115 43,629
Taxes accrued, including federal income 23,674 13,352
Interest accrued 32,451 26,296
Accrued vacation pay 10,309 9,575
Other 28,161 27,587
---------- ----------
300,013 276,793
---------- ----------
<PAGE> Page 8 FORM 10-Q
September 30 December 31
1995 1994
---------- ----------
<S> <C> <C>
Regulatory and other long-term liabilities
Advances for construction $ 133,047 $ 130,617
Deferred taxes 343,159 331,889
Regulatory liability - income taxes
refundable through rates 41,656 42,946
Deferred investment tax credits 38,769 39,702
Accrued pension expense 27,564 29,121
Accrued postretirement benefit expense 9,100 9,100
Other 10,078 4,902
---------- ----------
603,373 588,277
---------- ----------
Contributions in aid of construction 200,847 198,403
---------- ----------
Commitments and contingencies 0 0
---------- ----------
$3,374,372 $3,206,654
========== ==========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Page 9 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Consolidated Statement of Cash Flows (Unaudited)
(In thousands)
<TABLE>
Nine Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 73,571 $ 60,974
Adjustments
Depreciation and amortization 58,990 54,117
Provision for deferred income taxes 10,929 10,752
Provision for losses on accounts receivable 3,121 2,800
Allowance for other funds used during
construction (8,144) (3,926)
Employee benefit expenses less than funding (3,169) (1,437)
Common stock contributions to employee
benefit plans 2,481 1,784
Deferred tank painting costs (672) (1,270)
Deferred rate case expense (1,955) (1,521)
Amortization of deferred charges 5,495 5,924
Other, net (927) 3,060
Changes in assets and liabilities
Accounts receivable (21,380) (8,942)
Unbilled revenues (2,288) (6,746)
Other current assets (1,106) (4,248)
Accounts payable (11,514) (7,047)
Taxes accrued, including federal income 10,322 7,303
Interest accrued 6,155 6,141
Other current liabilities 574 4,184
-------- --------
Net cash from operating activities 120,483 121,902
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Construction expenditures (223,616) (169,167)
Allowance for other funds used during
construction 8,144 3,926
Water system acquisitions (4,676) (4,457)
Proceeds from the disposition of property,
plant and equipment 15,938 1,457
Removal costs from property, plant and
equipment retirements (3,581) (3,306)
Funds restricted for construction activity 3,407 5,031
Temporary investments 731 (498)
-------- --------
Net cash used in investing activities (203,653) (167,014)
-------- --------
<PAGE> Page 10 FORM 10-Q
Nine Months Ended
September 30,
1995 1994
-------- --------
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long-term debt $ 92,794 $ 96,400
Proceeds from common stock 24,422 27,044
Net borrowings (repayments)
under line-of-credit agreements 21,563 (73,567)
Advances and contributions for construction,
net of refunds 12,852 15,810
Debt issuance costs (1,505) (1,566)
Repayment of long-term debt (35,896) (3,481)
Redemption of preferred stocks (1,110) (2,439)
Dividends paid (34,715) (28,611)
-------- --------
Net cash from financing activities 78,405 29,590
-------- --------
Net decrease in cash and
cash equivalents (4,765) (15,522)
Cash and cash equivalents at beginning
of period 30,091 52,979
-------- --------
Cash and cash equivalents at end of period $ 25,326 $ 37,457
======== ========
Cash paid during the period for:
Interest, net of capitalized amount $ 83,399 $ 76,940
======== ========
Income taxes $ 25,179 $ 24,032
======== ========
Common stock issued in lieu of cash in connection with the Savings Plan for
Employees and the Employees Stock Ownership Plan totaled $2,481 in 1995 and
$1,784 in 1994.
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Page 11 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Information Accompanying Financial Statements (Unaudited)
(In thousands, except share and per share amounts)
September 30 December 31
1995 1994
-------- --------
Capital Stock of American Water Works Company, Inc.
Preferred stocks with mandatory redemption requirements
Cumulative preferred stock - $25 par value
Authorized - 1,770,000 shares
8.50% series (non-voting) - 1,600,000 shares
outstanding $ 40,000 $ 40,000
-------- --------
$ 40,000 $ 40,000
======== ========
Preferred stocks without mandatory redemption requirements
Cumulative preferred stock - $25 par value
5% series (one-tenth of a vote per share)
- 101,777 shares outstanding $ 2,544 $ 2,544
Cumulative preference stock - $25 par value
Authorized - 750,000 shares
5% series (non-voting) - 365,158 shares
outstanding 9,129 9,129
-------- --------
$ 11,673 $ 11,673
======== ========
The terms of the 8.50% preferred stock provide that all shares of the
series shall be redeemed on December 1, 2000.
Common stockholders' equity
Common stock - $1.25 par value
Authorized - 100,000,000 shares
Outstanding - 33,598,674 shares at
September 30, 1995;
32,659,187 at December 31, 1994 $ 41,998 $ 40,824
Paid-in capital 102,637 76,003
Retained earnings 657,731 618,875
Unearned compensation (2,370) (2,262)
-------- --------
$799,996 $733,440
======== ========
During the first nine months of 1995, 784,196 shares of common stock were
issued in connection with the Dividend Reinvestment and Stock Purchase
Plan, 77,365 shares of common stock were issued in connection with the
Employees' Stock Ownership Plan, and 77,926 shares were issued in
connection with the Savings Plan for Employees. At September 30, 1995,
30,461,581 common shares were reserved for issuance in connection with the
Stockholder Rights Plan, 4,591,447 common shares were reserved for issuance
in connection with the Dividend Reinvestment and Stock Purchase Plan,
534,849 shares were reserved for issuance in connection with the Employees'
Stock Ownership Plan, 311,611 common shares were reserved for issuance in
connection with the Savings Plan for Employees and 350,000 common shares
were reserved for the Long-Term Performance-Based Incentive Plan.
<PAGE> Page 12 FORM 10-Q
AMERICAN WATER WORKS COMPANY, INC. AND SUBSIDIARY COMPANIES
-----------------------------------------------------------
Notes to Consolidated Financial Statements (Unaudited)
September 30, 1995
NOTE 1 -- Financial Statement Presentation
The information presented in this Form 10-Q is unaudited. In the opinion
of management the information reported reflects all adjustments, consisting
of normal recurring adjustments, which were necessary to a fair statement
of the results for the periods reported. Certain reclassifications have
been made to conform previously reported data to the current presentation.
NOTE 2 -- Acquisitions
In late April of 1995, the Company announced that its subsidiary,
Pennsylvania-American Water Company (PAWC), had agreed to purchase the
water utility operations of Pennsylvania Gas and Water Company(PG&W), a
subsidiary of Pennsylvania Enterprises, Inc.(PEI), for approximately $409
million. At a meeting on October 11, the stockholders of PEI and PG&W
approved this transaction. The acquisition is still contingent on, among
other things, the approval of the Pennsylvania Public Utility Commission
and certain debt holders of PEI and PG&W. The acquisition will serve a
population of approximately 400,000 people in 62 communities in
northeastern Pennsylvania.
On November 7, 1995 voters in Howell Township, New Jersey approved a
referendum providing for the sale of the community's water system to the
Company's subsidiary, New Jersey-American Water Company (NJAWC), for $35.1
million. The system is located between the Shrewsbury and Lakewood
operating centers of NJAWC and will connect these two service territories.
NOTE 3 -- Grafton Settlement
During the second quarter the Company resolved its litigation with the
Grafton Water District in Massachusetts to recover the fair market value of
the water utility taken through eminent domain by the District in 1988. In
1990, a jury awarded the Company $5.6 million for these assets. Since that
time, the District pursued various appeals, all of which resulted in
reaffirmation of the jury award. In addition to the approximately $1.1
million paid by the District in 1988, the Company received $6.6 million
which includes the remainder of the jury award and $2.1 million in
interest. This produced a gain of $3.9 million after applicable income
taxes.
NOTE 4 -- Ohio Suburban Disposition
On September 29, 1995, the sale, under the threat of condemnation, of the
Company's subsidiary, Ohio Suburban Water Company (OSWC), was effected.
The sale price, based on the July 31, 1995 Balance Sheet was $14.4 million.
Approximately $4.5 million of the proceeds from the sale was used to
extinguish the debt associated with the subsidiary. In October 1995, an
additional $5 million of debt will be retired. A post-closing adjustment,
based on the September 30, 1995 Balance Sheet, will occur on or about
November 28, 1995. For purposes of this transaction, OSWC owned the assets
of the Company through September 28, 1995, and the City of Huber Heights,
Ohio owned them thereafter. There was no material gain or loss from this
sale of assets.
<PAGE> Page 13 FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
- --------------------------------------------------------------------------
Results of Operations
- ---------------------
Operating revenues for the first nine months and the third quarter of 1995
were higher than for the same periods of 1994 by 4% and 6%, respectively.
The increase in the first nine months is the result of rate increases
authorized for certain subsidiaries. Increased customer water usage
reflecting the hot, dry weather experienced throughout much of the eastern
half of the country, in addition to authorized rate increases for certain
subsidiaries, accounted for the third quarter increase.
During the first ten months of 1995, eight operating subsidiaries received
rate orders which are expected to provide approximately $11.3 million in
additional annual revenues. Nine subsidiaries have rate increase
applications on file before regulatory agencies which, if granted in full,
would provide approximately $82.7 million in additional annual revenues.
Water sales in the first nine months of 1995 were equal to the same period
in 1994 at approximately 178 billion gallons. The sales volume during the
third quarter increased 4% to 71.2 billion gallons from 68.4 billion
gallons in 1994. Residential, commercial, industrial, and other customers
accounted for 63%, 20%, 1%, and 16%, respectively, of the 4% increase in
the third quarter.
Operating expenses for the first nine months and the third quarter of 1995
increased by 4% and 6%, respectively, over the same periods last year.
The increase in the first nine months of 1995 operating expenses can be
attributed to higher general tax, income tax, and depreciation expenses as
the result of increased utility plant in service and higher earnings. The
third quarter increase in operating expenses resulted from higher general
tax, income tax, and depreciation expenses in addition to the costs to
purchase, pump and treat the quality water needed to meet the demand of the
1995 third quarter customer usage increase.
Income deductions, primarily interest, were 2% higher for the first nine
months and 2% higher for the third quarter when compared to 1994. This
increase for the first nine months and the third quarter can be attributed
primarily to an increase in debt to fund plant additions.
Net income to common stock for the first nine months of 1995 was $70.6
million compared with $58 million for the first nine months of 1994. A
one-time after-tax gain of $3.9 million was recorded in the second quarter
of 1995 reflecting proceeds of $6.6 million from the conclusion of
litigation relating to the condemnation of water system assets in Grafton,
Massachusetts. Without this one-time gain, net income to common stock for
the first nine months of 1995 was $66.7 million. Net income to common
stock was $31.6 million for the third quarter of 1995 compared with $26.9
million for the same period in 1994.
<PAGE> Page 14 FORM 10-Q
Capital Resources and Liquidity
- --------------------------------
All shares of common stock issued during 1995 have been the result of stock
issued in conjunction with the Dividend Reinvestment and Stock Purchase
Plan, the Employees' Stock Ownership Plan, and the Savings Plan for
Employees.
During the balance of 1995, the Company plans to continue issuing common
stock through its Dividend Reinvestment and Stock Purchase Plan and the
Savings Plan for Employees. Proceeds from the issuance of common stock
will fund additional equity investments in subsidiaries.
Eight operating subsidiaries issued $92.8 million of long-term debt during
the first nine months of 1995. In addition, the Company invested $67.2
million in the common stock of seven subsidiaries. The proceeds from these
financing arrangements have been used to fund construction programs and
repay bank borrowings. It is anticipated that some subsidiaries will sell
long-term debt to institutional investors and common stock to the Company
during the remainder of 1995, with the proceeds used to repay bank loans
and to fund construction projects.
In late April of 1995, the Company announced that its subsidiary,
Pennsylvania-American Water Company (PAWC), had agreed to purchase the
water utility operations of Pennsylvania Gas and Water Company(PG&W), a
subsidiary of Pennsylvania Enterprises, Inc.(PEI), for approximately $409
million. At a meeting on October 11, the stockholders of PEI and PG&W
approved this transaction. The acquisition is still contingent on, among
other things, the approval of the Pennsylvania Public Utility Commission
and certain debt holders of PEI and PG&W. The acquisition will serve a
population of approximately 400,000 people in 62 communities in
northeastern Pennsylvania.
Pennsylvania-American Water Company will fund the acquisition of the water
utility operations of Pennsylvania Gas and Water Company, if approved,
through short-term debt. The short-term debt will be refunded through the
issuance of long-term debt and the sale of common stock to the Company.
In July of 1995, the Orange County Local Agency Formation Commission
decided not to approve a $300 million proposal from California-American
Water Company, a subsidiary, to acquire the water and wastewater systems of
the Santa Margarita Water District ("the District") in Orange County,
California. This proposal, made in conjunction with a petition by
customers of the District, was filed in May 1994.
On September 29, 1995, the sale, under the threat of condemnation, of the
Company's subsidiary, Ohio Suburban Water Company (OSWC), was effected.
The sale price, based on the July 31, 1995 Balance Sheet was $14.4 million.
Approximately $4.5 million of the proceeds from the sale was used to
extinguish the debt associated with the subsidiary. In October 1995, an
additional $5 million of debt will be retired. A post-closing adjustment,
based on the September 30, 1995 Balance Sheet, will occur on or about
November 28, 1995. For purposes of this transaction, OSWC owned the assets
of the Company through September 28, 1995, and the City of Huber Heights,
Ohio owned them thereafter. There was no material gain or loss from this
sale of assets.
<PAGE> Page 15 FORM 10-Q
On November 7, 1995 voters in Howell Township, New Jersey approved a
referendum providing for the sale of the community's water system to the
Company's subsidiary, New Jersey-American Water Company (NJAWC), for
$35.1 million. The system is located between the Shrewsbury and Lakewood
operating centers of NJAWC and will connect these two service territories.
The Company will continue to seek other opportunities, large and small, to
acquire public water systems where we believe our ownership and operations
will cause more effective and efficient water service to be provided.
<PAGE> Page 16 FORM 10-Q
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
-----------------------------------------
A. Exhibits
--------
Exhibit number (27), Financial Data Schedule, is filed herewith.
B. Reports on Form 8-K
-------------------
No report on Form 8-K was filed by the registrant during the quarter
ended September 30, 1995.
<PAGE> Page 17 FORM 10-Q
SIGNATURES
- ----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICAN WATER WORKS COMPANY, INC.
Date November 8, 1995 \s\ George W. Johnstone
---------------- --------------------------------------
George W. Johnstone, President and CEO
(Authorized Officer)
Date November 8, 1995 \s\ Robert D. Sievers
---------------- --------------------------------------
Robert D. Sievers, Comptroller
(Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> OPUR1
<CIK> 0000318819
<NAME> R. D. SIEVERS
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 2,794,088
<OTHER-PROPERTY-AND-INVEST> 79,867
<TOTAL-CURRENT-ASSETS> 187,412
<TOTAL-DEFERRED-CHARGES> 282,246
<OTHER-ASSETS> 30,759
<TOTAL-ASSETS> 3,374,372
<COMMON> 41,998
<CAPITAL-SURPLUS-PAID-IN> 100,267
<RETAINED-EARNINGS> 657,731
<TOTAL-COMMON-STOCKHOLDERS-EQ> 799,996
82,627
17,961
<LONG-TERM-DEBT-NET> 1,369,555
<SHORT-TERM-NOTES> 103,988
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 69,315
0
<CAPITAL-LEASE-OBLIGATIONS> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 930,930
<TOT-CAPITALIZATION-AND-LIAB> 3,374,372
<GROSS-OPERATING-REVENUE> 604,467
<INCOME-TAX-EXPENSE> 45,872
<OTHER-OPERATING-EXPENSES> 414,527
<TOTAL-OPERATING-EXPENSES> 460,399
<OPERATING-INCOME-LOSS> 144,068
<OTHER-INCOME-NET> 17,135
<INCOME-BEFORE-INTEREST-EXPEN> 161,203
<TOTAL-INTEREST-EXPENSE> 87,632
<NET-INCOME> 73,571
2,988
<EARNINGS-AVAILABLE-FOR-COMM> 70,583
<COMMON-STOCK-DIVIDENDS> 31,727
<TOTAL-INTEREST-ON-BONDS> 84,255
<CASH-FLOW-OPERATIONS> 120,483
<EPS-PRIMARY> 2.13
<EPS-DILUTED> 0
</TABLE>
