EQUITABLE RESOURCES, INC
420 BOULEVARD OF THE ALLIES
PITTSBURGH, PA 15219
(412) 261-3000
January 19, 1994
Securities and Exchange Commission
Washington, DC 20549
Re: Registration Statement No. 2-66128
File No. 1-3551
Gentlemen:
Pursuant to the requirements of Rule 424(b)(3) of the
Securities Exchange Act of 1934, we are transmitting herewith the
attached Prospectus for the Equitable Resources, Inc. Dividend
Reinvestment and Stock Purchase Plan.
Very truly yours,
Elliot Gill
-----------------------------
Elliot Gill
Senior Securities Attorney
tlp
<PAGE>
PROSPECTUS
EQUITABLE RESOURCES, INC.
DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN
COMMON STOCK
(Without Par Value)
The Common Stock is listed on the New York and Philadelphia
Stock Exchanges.
This Prospectus relates to shares of Common Stock, without
par value ("Common Stock"), of Equitable Resources, Inc.
("Equitable" or "Company") reserved for issuance under the
Company's Dividend Reinvestment and Stock Purchase Plan ("Plan").
The Plan provides holders of stock of the Company (of any class)
with a convenient method to reinvest dividends and to make
optional cash payments, within the limits of the Plan, in shares
of Common Stock without payment of any brokerage commissions or
service charges. The Common Stock may be newly issued shares
purchased directly from the Company or may be purchased in the
open market.
Participants in the Plan may:
. Have cash dividends on their shares automatically reinvested
in shares Of Common Stock.
. Make optional cash payments of not less than $25 nor more
than $5,000 per month to be invested in shares of Common
Stock.
. Deposit certificates for the Company's Common Stock held by
them for safekeeping within the Plan.
The price of Common Stock if purchased directly from the
Company will be the average of the high and low sales prices for
the Common Stock on the New York Stock Exchange Composite
Transactions as reported in The Wall Street Journal for each
dividend payment date or interim investment date, as the case may
be. If purchased in the open market, the price will be the then
current market price.
This Prospectus should be retained for future reference.
-----------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION
OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
-----------
No person has been authorized to give any information or to
make any representations other than as contained in this
Prospectus in connection with the offer contained herein, and, if
given or made, such information or representations must not be
relied upon as having been authorized by the Company. This
Prospectus is not an offering of securities in any jurisdiction
in which such an offering would be unauthorized.
-----------
The date of this Prospectus is January 12, 1994
<PAGE>
AVAILABLE INFORMATION
The Company is subject to the informational requirements of
the Securities Exchange Act of 1934, as amended ("Exchange Act"),
and in accordance therewith files reports, proxy statements and
other information with the Securities and Exchange Commission
("Commission"). Such reports, proxy statements and other
information can be inspected and copied at the Public Reference
Room of the Commission at Judiciary Plaza, 450 Fifth Street,
N.W., Washington, D.C. 20549 and at the regional offices
maintained by the Commission at 7 World Trade Center, 13th Floor,
New York, New York 10048 and Northwestern Atrium Center, 500 West
Madison Street, Suite 1400, Chicago, Illinois 60661. Copies of
such materials can be obtained at prescribed rates from the
Public Reference Section of the Commission at 450 Fifth Street,
N.W., Washington, D.C. 20549. Documents filed by the Company can
also be inspected at the offices of the New York Stock Exchange,
20 Broad Street, New York, New York 10005, and the Philadelphia
Stock Exchange, 1900 Market Street, Philadelphia, Pennsylvania
19103.
DOCUMENTS INCORPORATED BY REFERENCE
The following documents filed with the Securities and
Exchange Commission are incorporated in this Prospectus by
reference:
(1) The Annual Report on Form 10-K for the year ended
December 31, 1992.
(2) Proxy Statement for the Company's Annual Meeting of
Shareholders held May 21, 1993.
(3) Quarterly Reports on Form 10-Q for the quarters ended
March 31, 1993,June 30, 1993 and September 30, 1993.
(4) Form 8-K dated June 30, 1993, as amended by Form 8-K/A
No. 1 filed August 7, 1993.
(5) Description of the Company's Common Stock set forth in
the Prospectus contained in the Company's Registration
Statement on Form S-3, Registration No. 33-49905, filed
August 4, 1993, and Pre-Effective Amendment to said
Registration Statement filed August 25, 1993.
All documents subsequently filed by the Company pursuant to
Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the
date hereof and prior to the termination of this offering shall
be deemed to be incorporated by reference herein and to be a part
hereof from the date of the filing of such documents. Any
statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified
or superseded for purposes of this Prospectus to the extent that
a statement contained herein or in any other subsequently filed
document which also is incorporated or deemed to be incorporated
by reference herein modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed,
except as so modified or superseded, to constitute a part of this
Prospectus.
Upon a written or oral request, the Company will furnish
without charge to each participant who receives a copy of this
Prospectus a copy of any or all of the information that is
incorporated herein by reference, except that exhibits to
documents incorporated herein by reference need not be furnished
unless the exhibits are specifically incorporated by reference
into the information included in such documents. Any request may
be made by writing the Corporate Secretary at 420 Boulevard of
the Allies, Pittsburgh, Pennsylvania 15219 or by calling (412)
553-5891 or 553-5892.
2
THE COMPANY
Equitable Resources, Inc. is a diversified natural gas
company actively engaged in the exploration, development and
production of natural gas and crude oil; the storage,
transportation, marketing and distribution of natural gas; and
the processing of natural gas liquids.
The Energy Resources segment explores for, develops and
produces natural gas and oil in the Appalachian region, the Rocky
Mountain region of the United States and Canada and the Gulf
Coast region, and has oil exploration interests in Colombia,
South America. Energy Resources also owns pipeline operations and
natural gas liquids processing plants within Louisiana. Energy
Resources also performs contract drilling and well maintenance
services and extracts and markets natural gas liquids.
Additionally, Energy Resources markets natural gas on a
nationwide basis.
The Utility Services segment purchases, gathers, transports,
stores and distributes natural gas. This segment sells natural
gas and provides transportation services to approximately 264,000
customers (93 percent residential) in southwestern Pennsylvania,
northern West Virginia and eastern Kentucky. It also sells
natural gas and provides transmission and underground storage
services to customers in nine northeastern and mid-Atlantic
states. In addition, Utility Services operates gathering and
transmission facilities near the Company's producing properties
in eastern Kentucky.
THE PLAN
The following questions and answers constitute the Dividend
Reinvestment and Stock Purchase Plan ("Plan").
Purpose and Advantages
1. What is the purpose?
The purpose is to provide holders of record of the Company's
stock (of any class) with a simple and convenient method of
reinvesting cash dividends and optional cash payments in
additional shares of the Company's Common Stock without
payment of brokerage commissions or service charges.
2. What are the advantages of the Plan?
In addition to eliminating brokerage commissions, service
charges, fees and other expenses in connection with
purchases under the Plan, participants achieve full
investment for funds because the Plan permits fractional
shares to be credited to participants' accounts. Dividends
in respect of such fractional shares, as well as full
shares, are so credited. Participants also may avoid the
necessity for safekeeping multiple certificates representing
shares credited to their accounts and thus be protected
against risk of loss, theft or destruction of such
certificates. Participants may also submit the Company's
stock certificates held by them and registered in their name
for safekeeping within the Plan (See Question No. 14).
Regular statements of account balance are issued to provide
simplified record keeping.
3
Eligibility
3. Who is eligible to participate in the Plan?
All holders of record of the Company's stock (of any class)
are eligible to participate in the Plan but must do so with
respect to all shares of such class held or to be held in
the record holder's name. Beneficial owners of the Company's
stock registered in a name other than their own, such as
that of a broker, bank nominee or trustee, must first become
holders of record of such shares in order to participate
directly in their own name.
Administration
4. Who administers the Plan for the participants and what are
the responsibilities of the Administrator?
Mellon Bank, N.A. is the Administrator of the Plan. Should
Mellon Bank, N.A.resign or be discharged, another
Administrator would be appointed by the Company. The
Administrator primarily receives participants' dividends and
optional cash payments, invests such funds in shares of the
Company's Common Stock, holds such shares in its or its
nominee's name as agent for the participants under the Plan,
maintains records of participants' accounts and advises
participants as to all transactions in and the status of
their accounts. All notices from the Administrator to a
participant will be addressed to the participant's last
known address. Participants should notify the Administrator
promptly in writing of any change of address. All
communications with the Administrator regarding the Plan
should refer to Equitable Resources, Inc. and be addressed
to:
Mellon Bank, N.A.
Dividend Reinvestment Service
P.O. Box 444
Pittsburgh, Pennsylvania 15230
In performing its duties under the Plan, the Administrator
shall not be liable for any act done in good faith, or for
any good faith omission to act, including, without
limitation, any failure to terminate a participant's account
upon the participant's death prior to receipt of notice in
writing of such death.
4
Participation
5. How does a shareholder become a participant?
A holder of record of the Company's stock (of any class) may
join the Plan by signing an Authorization Form and returning
it to the Administrator. Authorization Forms will be
furnished upon request to the Company's Corporate Secretary
or the Administrator.
6. What does the Authorization Form provide?
The Authorization Form directs the Company to pay to the
Administrator all of the participating shareholder's cash
dividends with respect to the class of stock covered by the
Authorization Form registered in the participant's name
(whether then held or subsequently acquired) as well as on
shares credited to the participant's account under the Plan.
It also authorizes the Administrator to apply such cash
dividends, and any optional cash payments the shareholder
makes, to the purchase of shares of Common Stock (whole and
fractional) in accordance with the provisions of the Plan.
7. When will dividends be reinvested?
Dividends will be reinvested as of each dividend payment
date. Historically, the Company has paid dividends on March
1, June 1, September 1 and December 1. If an Authorization
Form is received by the Administrator on or before the
record date for the payment of the next dividend (normally,
two weeks preceding a dividend payment date), the dividend
will be reinvested as of the dividend payment date. If an
Authorization Form is not received by the record date,
reinvestment of dividends will not begin until the next
following dividend payment date.
Optional Cash Payments
8. Who is eligible to make optional cash payments and how are
they made?
Optional cash payments may be made by a participant at any
time. An optional cash payment may be made by a participant
when joining the Plan by enclosing a check payable to Mellon
Bank, N.A., Administrator, with the Authorization Form. Do
Not Send Cash. Thereafter, optional cash payments should be
accompanied by the form sent to participants by the
Administrator. All voluntary cash payments will be
acknowledged.
9. What are the limitations on optional cash payments?
Optional cash payments by a participant may not be less than
$25 nor more than $5,000 per month. Any amount received in
excess of $5,000 per month will be returned to the
participant as soon as practicable. The same amount of money
need not be sent each time, and there is no obligation to
make any optional cash payment.
10. When will optional cash payments be invested?
Optional cash payments will be invested as of each dividend
payment date (normally March 1, June 1, September 1 and
December 1) and as of the first business day of each month
in which no dividend payment date occurs ("interim
investment date"). For an optional cash payment to be
invested on a dividend payment date or interim investment
date, the funds must be received by the Administrator on or
before the fifth business day prior to the date in question.
No interest is paid by the Company on optional cash
payments. It is therefore suggested that any optional cash
payment which a participant wishes to make be sent so as to
arrive shortly before the applicable business day referred
to above.
5
Purchases
11. What is the source of the shares of Common Stock purchased
under the Plan?
The Administrator will purchase the Common Stock under the
Plan directly from the Company out of authorized but
unissued shares or in the open market.
12. How many shares of Common Stock will be purchased for
participants?
The number of shares that will be purchased for each
participant will depend on the amount of dividends to be
reinvested, optional cash payments, or both, in a
participant's account and the applicable purchase price of
the Common Stock (See Question No. 13 below). Each
participant's account will be credited with that number of
shares, including any fractional interest computed to four
decimal places, equal to the total amount to be invested
divided by the applicable purchase price as described in
Question No. 13 below.
13. At what price will shares of Common Stock be purchased under
the Plan?
The price of shares purchased from the Company with
reinvested cash dividends or optional cash payments will be
the average of the high and low sales prices for the Common
Stock of the Company in New York Stock Exchange Composite
Transactions, as reported in The Wall Street Journal, for
each dividend payment date or interim investment date, as
the case may be. If, however, a dividend payment date or
interim investment date falls on a day on which the Common
Stock of the Company is not traded, the purchase price is
determined by averaging the averages of the high and low
sales prices for the Company's Common Stock as so reported
on the trading dates next preceding and next following the
dividend payment date or interim investment date, as the
case may be. If purchased in the open market, the price per
share of the Company's Common Stock purchased by
participants in the Plan will be the average of the actual
market prices paid for all shares purchased by the
Administrator of the Plan for that dividend payment date or
interim investment date.
It should be recognized that since investment prices are
determined as of particular dates, a participant loses any
advantage otherwise available from being able to select the
timing of investments.
6
Deposit of Registered Shares
14. Can participants deposit their registered shares with the
Plan?
Participants are permitted to deposit any Equitable stock
certificates in their possession and registered in their
name with Mellon Bank, N.A., for safekeeping. Shares
deposited for safekeeping will be transferred into the name
of Mellon Bank, N.A., or its nominee's name, as agent for
participants in the Plan, and credited to the participant's
account under the Plan.
Thereafter, the shares will be treated in the same manner as
shares purchased through the Plan.
15. What are the advantages of utilizing the depositary service
of the Plan?
The Plan's depositary service for the safekeeping of stock
certificates offers two significant advantages to
participants. First, the risk associated with loss of a
participant's stock certificates is eliminated. If a stock
certificate is lost, stolen, or destroyed, no transfer or
sale of shares may take place until a replacement
certificate is obtained. This procedure is not always simple
and results in costs and paperwork to the individual, to the
Company and to the Administrator. Second, because shares
deposited with the Plan for safekeeping are treated in the
same manner as shares purchased through the Plan, they may
be sold through the Plan in a convenient and efficient
manner.
16. How may Equitable stock certificates be deposited with the
Plan?
Participants who wish to deposit their Equitable stock
certificates in the Plan must complete and return to Mellon
Bank, N.A., a Certificate Deposit Form together with all
Equitable stock certificates registered in their name. No
partial deposits of a participant's Equitable stock will be
permitted. A fee of $7.50 will be charged the participant by
the Administrator for each deposit of up to 30 certificates.
A check in the amount of $7.50, payable to Mellon Bank,
N.A., must be included with the Certificate Deposit Form and
the certificates. The certificates should be mailed via
Registered or Certified mail to the Administrator for your
protection. (See Question No. 4).
Costs
17. What costs do participants pay?
Participants will incur no brokerage commissions or other
charges for purchases made under the Plan. However, there
are fees for certain other services such as when a
participant withdraws any or all shares (see Question No.
20) from the Plan, directs the Administrator to sell the
shares held in the participant's account (see Question No.
22) or when a participant deposits shares for safekeeping
within the Plan (Question No. 16). With these exceptions,
all costs in connection with the Plan are paid by the
Company.
Reports to Participants
18. What reports are sent to participants in the Plan?
Each participant in the Plan receives a statement of his
account quarterly (or monthly if optional cash is invested)
which provides a record of all current transactions and
should be retained for income tax purposes.
In addition, each participant will be sent the same
communications sent to every holder of Common Stock,
including the Company's Quarterly Reports, the Annual
Reports, the Notice of Annual Meeting and Proxy Statement
and income tax information for reporting dividends paid.
7
Certificates for Shares
19. Are certificates issued to participants for shares of Common
Stock purchased under the Plan?
Shares of Common Stock purchased under the Plan are
registered in the name of the Administrator, or its nominee,
as agent for the participants in the Plan, and certificates
for such shares are not delivered to participants unless
requested. The number of shares of Common Stock credited to
an account under the Plan is shown on the participant's
statement. Participants are thus protected against loss,
theft or destruction of stock certificates.
Withdrawal of Shares in Plan Accounts
20. How may a participant withdraw shares purchased under the
Plan?
A participant may withdraw all or a portion of the shares of
Common Stock credited to his account by notifying the Plan
Administrator in writing to that effect and specifying in
the notice the number of shares to be withdrawn, or by
completing and returning the form contained within the
participant's statement of account. This notice or form
should be mailed to the Plan Administrator at the address
shown in Question No. 4 above. Certificates for whole shares
of Common Stock so withdrawn will be registered in the name
of and issued to the participant without charge, usually
within 14 days of the receipt of such notification by the
Plan Administrator, except as described in the following
sentence. Any notice of withdrawal received after a dividend
record date will not be effective until dividends paid for
such record date have been reinvested and the shares
purchased have been credited to the participant's account.
Any fractional interest withdrawn will be liquidated by the
Plan Administrator on the basis of the then current market
value of the Common Stock and a check issued for the
proceeds thereof. In no case will certificates representing
a fractional interest be issued. A fee of $2.50 per
certificate will be charged by the Plan Administrator. A
check for the total number of Certificates requested should
be made payable to Mellon Bank, N.A. and accompany your
request.
21. What is the effect on a participant's Plan account if the
participant withdraws all of the whole shares held in the
account but does not terminate the account?
Dividends on shares participating in the Plan held of record
by the participant and on the fractional share remaining in
the account, and any optional cash payments would continue
to be invested under the Plan in additional shares of Common
Stock. However, the Company has the right at its discretion
to terminate any account which has less than five shares
remaining in the participant's Plan account.
Sale of Shares
22. What procedures should be followed if a participant wishes
to sell shares?
When a participant wishes to sell all or a portion of the
shares credited to his or her account, there are two
options: (i) request the withdrawal of such shares in
accordance with the procedures outlined in Question No. 20
above and arrange to sell the shares through a broker chosen
by the participant, or (ii) sell the shares directly through
the Plan by completing and returning the form contained
within the participant's statement of account to the Plan
Administrator. Through the Plan, a participant may sell both
the shares credited to the participant's Plan account and
any shares which the participant had deposited for
safekeeping with the Plan Administrator as discussed in
Question No. 15 above. Shares sold in this manner will be
sold through the facilities of Mellon Bank, N.A., and will
be subject to applicable brokerage costs (currently 10 cents
per share sold) and a handling fee of $5.00 per transaction.
Following each sale of shares through the Plan, a
participant will receive a statement from the Plan
Administrator showing the date of sale, number of shares
sold and sale price. As with other Plan statements received,
participants should retain these sale statements for their
tax records.
Proceeds from each sale of shares through the Plan will be
remitted to the participant less brokerage commissions and
applicable handling fees.
Additional information regarding the sale of shares through
the Plan may be obtained from the Company's Corporate
Secretary or Plan Administrator.
8
Discontinuation of Dividend Reinvestment
23. How does a participant discontinue participation under the
Plan?
A participant may discontinue participation under the Plan
by notifying the Plan Administrator in writing to that
effect, or by completing and returning the form contained
within the participant's statement of account. Any notice of
discontinuation received after a dividend record date will
not be effective until dividends paid for such record date
have been reinvested and the shares purchased have been
credited to the participant's account. If a participant
discontinues participation in the Plan, the participant will
receive (a) a certificate for all whole shares held in the
participant's account; (b) a check representing the then
current market value of any fractional share; and (c) any
uninvested cash held in the participant's account. A $5.00
handling fee and a $2.50 per certificate fee will be charged
by the Plan Administrator.
A check made payable to Mellon Bank, N.A. should accompany
your request. The participant may, however, request the
Administrator in writing to sell all whole shares held in
the participant's account. Upon such request, the
Administrator will sell the shares in the open market as
soon as practicable and pay the participant the proceeds of
the sale less any applicable brokerage commissions, transfer
taxes and other costs (See Question No. 22).
Other Information
24. What happens if the Company issues a stock dividend,
declares a stock split or has a rights offering with respect
to Common Stock?
Any shares resulting from a stock dividend or stock split
with respect to Common Stock (whole shares and any
fractional interest) in a participant's account will be
credited to such account. The basis for any rights offering
will include the shares of Common Stock and any fractional
interest credited to a participant's account. The number of
shares subject to the Plan will be adjusted to reflect such
events as stock dividends, stock splits, recapitalizations
and like changes.
25. How will the shares credited to a participant's account be
voted at a meeting of shareholders?
If on a record date for a meeting of shareholders there are
shares credited to a participant's account under the Plan,
the participant will be sent proxy material for such
meeting. A participant will be entitled to vote all shares
of Common Stock registered in the participant's name, if
any, as well as shares held by the Administrator for the
account of the participant. The participant may vote by
proxy or in person at any such meeting.
26. May the Plan be modified or discontinued?
The Company reserves the right to suspend or terminate the
Plan at any time. It also reserves the right to make
modifications to the Plan. The Company will endeavor to
notify participants of any such suspension, termination or
modification, but the absence of notification will not
affect the effectiveness of the suspension, modification or
termination. In addition, the Company may adopt rules and
procedures for the administration of the Plan, interpret the
provisions of the Plan and make any necessary determinations
relating thereto. Any such rules, procedures,
interpretations and determinations shall be final and
binding.
9
Federal Income Tax Consequences
27. What are the Federal income tax consequences of
participation in the Plan?
Dividends reinvested under the Plan continue to be taxable
for Federal income tax purposes just as if received in cash.
You are required to report your pro rata share of brokerage
commissions, service charges, fees or other expenses under
the Plan paid by the Company as additional dividend income.
The Administrator will compute this amount and will report
it to both you and the Internal Revenue Service.
A participant will not realize any taxable income when he
receives certificates for whole shares credited to his Plan
account, whether upon his request or upon withdrawal from or
termination of the Plan. However, he may realize gain or
loss with respect to any cash payment for a fractional share
or for rights based on a fractional share or when whole
shares are sold. The amount of such gain or loss will be the
difference between the amount received for his whole or
fractional shares or rights and his tax basis therefor. As a
general rule, the tax basis for shares or any fraction
thereof purchased under the Plan is equal to the cost
thereof as shown on the quarterly statements delivered by
the Administrator. Participants are urged to consult with
their own tax advisors for more specific information.
28. What are the requirements for back-up withholding?
If a participant has failed to furnish his certified
taxpayer identification number or furnishes an obviously
incorrect number, the Administrator must withhold 31% from
the amount of dividends or from the proceeds of the sale of
fractional or whole shares or of rights. Additionally,
section 3406 of the Internal Revenue Code provides that if a
new participant fails to certify that such participant is
not subject to withholding on dividend payments as a result
of failure to report all dividend income on prior tax
returns, then 31% must be withheld from the amount of
dividends and the proceeds of rights. The withheld amounts
will be deducted from the amount of dividends and the
proceeds of rights and the remaining amount will be
reinvested.
29. What provision is made for foreign shareholders whose
dividends are subject to income tax withholding?
The amount of dividends to be reinvested for foreign
participants whose dividends are subject to withholding is
reduced by the tax withheld.
Optional cash payments received from foreign participants
must be in United States dollars and are invested the same
way as such payments from other participants. Any fees
deducted by a bank will result in a smaller net investment.
10
USE OF PROCEEDS
The proceeds from the sale of the newly issued shares of
Common Stock offered by this Prospectus will be used, together
with other funds, for general corporate purposes, including
working capital and capital expenditures.
EXPERTS
The consolidated financial statements of the Company
included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1992, have been audited by Ernst & Young,
independent auditors, as set forth in their report thereon
included therein and incorporated herein by reference. Such
consolidated financial statements are incorporated herein by
reference in reliance on such report, given upon the authority of
such firm as experts in accounting and auditing.
VALIDITY OF THE COMMON STOCK
The validity of the shares of Common Stock of the Company
offered hereby has been passed upon for the Company by Augustine
A. Mazzei, Jr., Senior Vice President and General Counsel of the
Company.
-----------------------------------------------------------------
-----------------------------------------------------------------
EQUITABLE RESOURCES, INC.
420 Boulevard of the Allies
Pittsburgh, PA 15219
(412) 553-5891
(412) 553-5892
-----------------
ADMINISTRATOR OF THE PLAN
MELLON BANK, N.A.
Dividend Reinvestment Service
P.O. Box 444
Pittsburgh, PA 15230
(412) 236-8000
-----------------
TABLE OF CONTENTS
Page
----
Available Information .............................. 2
Documents Incorporated by Reference ................ 2
The Company ........................................ 3
The Plan ........................................... 3
Purpose and Advantages ............................. 3
Eligibility ........................................ 4
Administration ..................................... 4
Participation ...................................... 5
Optional Cash Payments ............................. 5
Purchases .......................................... 6
Deposit of Registered Shares ....................... 7
Costs .............................................. 7
Reports to Participants ............................ 7
Certificates for Shares ............................ 8
Withdrawal of Shares in Plan Accounts .............. 8
Sale of Shares ..................................... 8
Discontinuation of Dividend Reinvestment ........... 9
Other Information .................................. 9
Federal Income Tax Consequences .................... 10
Use of Proceeds .................................... 11
Experts ............................................ 11
Validity of the Common Stock ....................... 11
In the opinion of counsel for the Company, the Common Stock
offered hereby is exempt under pennsylvania law from all existing
personal property taxes in Pennsylvania.
-----------------------------------------------------------------
-----------------------------------------------------------------
-----------------------------------------------------------------
-----------------------------------------------------------------
EQUITABLE RESOURCES, INC.
-----------------
DIVIDEND REINVESTMENT
AND
STOCK PURCHASE PLAN
Common Stock
(Without Par Value)
-----------------
PROSPECTUS
-----------------
January 12, 1994
-----------------------------------------------------------------
-----------------------------------------------------------------
