EQUITABLE RESOURCES INC /PA/
8-K, 1998-09-14
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)              September 14, 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 ERI's agreement to sell its natural gas
              midstream operations to AEP Resources, Inc. 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




September 14, 1998

<PAGE>


                                  EXHIBIT INDEX



Exhibit No.            Department Description                Sequential Page No.

    99        Press release announcing ERI's agreement                4
              to sell its natural gas midstream operations
              to AEP Resources, Inc.





                                                 Robert Butter, Media
                                                 (412) 553-5911
                                                 or
                                                 Robert Atkinson - Analysts
                                                 (412) 553-5768


                                                 September 14, 1998



  Equitable Resources, Inc. Agrees to Sell Its Natural Gas Midstream Operations
                     To AEP Resources, Inc. for $320 Million

PITTSBURGH -- Equitable Resources,  Inc. (NYSE: EQT) announced today that it has
signed  a  definitive  agreement  with  AEP  Resources,   Inc.,  a  wholly-owned
subsidiary of American  Electric Power  Company,  Inc.  (NYSE:  AEP) to sell its
natural gas midstream operations located in Louisiana and Texas for $320 million
in cash.  These  operations  include:  Louisiana  Intrastate  Gas,  a 2000  mile
intrastate  pipeline system;  four natural gas processing  plants,  plus a fifth
plant currently under  construction;  Jefferson Island Storage  facilities which
include  an  existing  salt  dome  storage  cavern  and a  second  cavern  under
construction  which are  directly  connected  to the Henry Hub;  and,  an energy
trading business.
         Divesting  these   midstream   operations  is  a  part  of  Equitable's
previously   disclosed  strategy  to  further  develop  its  core  strengths  in
exploration  and  production,  natural  gas  distribution  and energy  services.
Equitable  announced  the plan to  divest  these  operations  in March  1998 and
recently  completed  a  competitive  bidding  process  for  the  sale  of  these
operations.
         This  transaction is expected to close before the end of 1998 after the
receipt  of  certain  regulatory   approvals.   The  Company  is  analyzing  its
alternatives  regarding the use of proceeds from this sale. The purchase  price,
which will be subject to normal working capital  adjustments at closing,  is not
expected  to  cause  Equitable  to  report a  material  gain or loss  from  this
transaction.
         Equitable   Resources,   Inc.  (ERI)  is  a  fully  integrated   energy
exploration and production, distribution, marketing and energy services company.
It offers  customized  energy  solutions to wholesale and retail  customers with
innovative  products and services  from three primary  business  segments -- ERI
Supply & Logistics, ERI Utilities and ERI Services.

                                     # # # #

  Equitable Resources' recent new 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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