EQUITABLE RESOURCES INC /PA/
8-K, 1998-10-07
NATURAL GAS TRANSMISISON & DISTRIBUTION
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549




                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934




Date of Report (Date of earliest event reported)                 October 7, 1998
- --------------------------------------------------------------------------------




                            EQUITABLE RESOURCES, INC.
             (Exact name of registrant as specified in its charter)




        PENNSYLVANIA                   1-3551                    25-0464690
(State or other jurisdiction         (Commission                (IRS Employer
      of incorporation)             File Number)             Identification No.)




420 Boulevard of the Allies, Pittsburgh, Pennsylvania                15219
       (Address of principal executive offices)                   (Zip Code)




Registrant's telephone number, including area code                (412) 261-3000
                                                   -----------------------------



                                      NONE
          (Former name or former address, if changed since last report)


<PAGE>


Item 7.       Financial Statements, Pro Forma Financial Information and Exhibits

     (c)      A press  release  announcing  Board of Director  authorization  to
              repurchase  up to 5,600,000  shares of ERI's Common Stock is filed
              as Exhibit 99 to this report.




                                    SIGNATURE

              Pursuant  to the  requirements  of  Section  12 of the  Securities
Exchange Act of 1934, as amended,  the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereto duly authorized.


                                                EQUITABLE RESOURCES, INC.
                                                       (Registrant)


                                          By     /s/ David L. Porges
                                                     David L. Porges
                                                Senior Vice President and
                                                  Chief Financial Officer


 October 7, 1998


<PAGE>


                                  EXHIBIT INDEX


                                                                      Sequential
Exhibit No.                 Department Description                      Page No.

       99          Press release announcing Board of                       4
                   Director authorization to repurchase up to
                   5,600,000 shares of ERI's Common Stock






                                                 Robert E. Butter
                                                 (412) 553-5911

                                                 October 6, 1998





       Equitable Resources, Inc. Board Authorizes Common Stock Repurchase


         PITTSBURGH -- Equitable  Resources,  Inc.  (NYSE:  EQT) announced today
that its Board of Directors  has  authorized  the  repurchase of up to 5,600,000
shares of the Company's Common Stock. In anticipation of the closing of the sale
of its midstream  assets,  announced  September 14, 1998,  the Company is in the
process of evaluating  various  alternative uses of the proceeds,  including the
possible repurchase of its Common Stock. The Company stated that repurchases may
occur from time to time, as deemed  appropriate  by the Company,  in open market
transactions, through privately negotiated transactions, or in other permissible
transactions.  Any repurchased shares will be available for issuance pursuant to
employee   benefit  and  other  stock  plans,   possible  future  financing  and
acquisition  transactions,  stock dividends or distributions,  and other general
corporate purposes.

                                     # # # #

    Equitable Resources' recent news releases are available free of charge by
        fax through Company News on Call at 1-800-758-5804, ext. 289250,
                  or on the Internet at http://www.eri2000.com




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