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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 2000 Commission file number 1-8359
NEW JERSEY RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
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<S> <C>
NEW JERSEY 22-2376465
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number)
1415 WYCKOFF ROAD, WALL, NEW JERSEY - 07719 732-938-1480
(Address of principal executive offices) (Registrant's telephone number, including area code)
</TABLE>
Securities registered pursuant to Section 12 (b) of the Act:
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<S> <C>
COMMON STOCK - $2.50 PAR VALUE NEW YORK STOCK EXCHANGE
(Title of each class) (Name of each exchange on which registered)
</TABLE>
Securities registered pursuant to Section 12 (g) of the Act:
NONE
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 (or for such shorter period that the Registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES: X NO:
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the Registrant's knowledge, in definitive proxy information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
YES: X NO:
The aggregate market value of the Registrant's Common Stock held by
non-affiliates was $739,694,401 based on the closing price of $42.125 per share
on December 8, 2000.
The number of shares outstanding of $2.50 par value Common Stock as of December
8, 2000 was 17,638,097.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant's 2000 Annual Report to Stockholders are incorporated
by reference into Part I and Part II of this report.
Portions of the Registrant's definitive Proxy Statement for the Annual Meeting
of Stockholders to be held January 24, 2001, are incorporated by reference into
Part I and Part III of this report.
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TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I Page
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<S> <C>
ITEM 1 - Business 1
Business Segments 2
New Jersey Natural Gas Company 2
General 2
Throughput 3
Seasonality of Gas Revenues 3
Appliance Service Business 3
Gas Supply 4
Regulation and Rates 5
Franchises 7
Competition 7
NJR Energy Holdings Corporation 8
NJR Development Corporation 9
Environment 9
Employee Relations 10
Executive Officers of the Registrant 10
ITEM 2 - Properties 11
ITEM 3 - Legal Proceedings 12
ITEM 4 - Submission of Matters to a Vote of Security Holders 14
Information Concerning Forward Looking Statements 14
PART II
ITEM 5 - Market for the Registrant's Common Stock and Related
Stockholder Matters 16
ITEM 6 - Selected Financial Data 16
ITEM 7 - Management's Discussion and Analysis of Financial
Condition and Results of Operations 16
ITEM 7A- Quantitative and Qualitative Disclosures about Market Risk 16
ITEM 8 - Financial Statements and Supplementary Data 16
ITEM 9 - Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 16
PART III
ITEM 10- Directors and Executive Officers of the Registrant 17
ITEM 11- Executive Compensation 17
ITEM 12- Security Ownership of Certain Beneficial Owners and Management 17
ITEM 13- Certain Relationships and Related Transactions 17
PART IV
ITEM 14- Exhibits, Financial Statement Schedules and Reports on Form 8-K 17
Index to Financial Statement Schedules 18
Signatures 20
Independent Auditors' Consent and Report on Schedule 21
Exhibit Index 22
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PART I
ITEM 1. BUSINESS
ORGANIZATIONAL STRUCTURE
New Jersey Resources Corporation (the Company or NJR) is a New Jersey
corporation formed in 1982 pursuant to a corporate reorganization. The Company
is an energy services holding company providing retail and wholesale natural gas
and related energy services to customers from the Gulf Coast to New England. The
Company is an exempt holding company under Section 3(a)(1) of the Public Utility
Holding Company Act of 1935. Its subsidiaries include:
1) New Jersey Natural Gas Company (NJNG), a local natural gas distribution
company that provides regulated energy service to more than 409,000
residential and commercial customers in central and northern New Jersey
and participates in the off-system sales and capacity release markets.
In November 2000, NJNG transferred its appliance service business to NJR
Home Services Company, a newly formed unregulated subsidiary of the
Company;
2) NJR Energy Services Company (Energy Services), formerly a wholly-owned
subsidiary of NJR Energy Holdings Corporation, formed in 1996 to provide
unregulated fuel and capacity management and other wholesale marketing
services;
3) NJR Retail Holdings Corporation (Retail Holdings), a sub-holding company
of NJR formed in November 2000 as an unregulated affiliate to
consolidate the Company's unregulated retail operations. Retail Holdings
includes the following wholly-owned subsidiaries:
NJR Home Services Company (Home Services), a company formed in August
1998 to provide appliance service repair and contract services. In
November 2000, NJNG received approval from the New Jersey Board of
Public Utilities (BPU) to transfer its appliance service business, which
consists of more than 134,000 customers under protection plan contracts,
to Home Services; and
NJR Natural Energy Company (Natural Energy), formerly New Jersey Natural
Energy Company and a wholly-owned subsidiary of NJR Energy Holdings
Corporation, formed in 1995 to participate in the unregulated retail
marketing of natural gas; and
NJR Power Services Company (Power Services), a company formed in May
2000 that is involved in the distribution of alternative sources of
energy (e.g., fuel cells and microturbines);
4) NJR Capital Corporation (Capital), formerly NJR Development Corporation,
a sub-holding company of NJR formed to consolidate the Company's
energy-related and real estate investments. Capital includes the
following wholly-owned subsidiaries:
Commercial Realty & Resources Corp. (CR&R), a company formed in May 1966
to develop commercial real estate; and
NJR Investment Company, a company formed in October 2000 to make certain
energy-related equity investments; and
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NJR Energy Holdings Corporation, formerly a sub-holding company of NJR,
which includes NJR Energy Corporation (NJR Energy), an investor in
energy-related ventures through its operating subsidiaries, New Jersey
Natural Resources Company (NJNR) and NJNR Pipeline Company (Pipeline).
5) NJR Service Corporation (Service Corp.), a company formed in August 2000
to provide shared administrative services, including Corporate
Communications, Financial and Administrative, Internal Audit, Legal and
Technology for all subsidiaries.
BUSINESS SEGMENTS
See Note 12 to the Consolidated Financial Statements - Business Segment Data
in the Company's 2000 Annual Report, for business segment financial information.
NEW JERSEY NATURAL GAS COMPANY
General
NJNG provides natural gas service to more than 409,000 customers. Its service
territory encompasses 1,436 square miles, covering 104 municipalities with an
estimated population of 1.3 million.
NJNG's service territory is primarily suburban, with a wide range of cultural
and recreational activities, highlighted by approximately 100 miles of New
Jersey seacoast. It is in proximity to New York, Philadelphia and the
metropolitan areas of northern New Jersey and is accessible through a network of
major roadways and mass transportation. These factors have contributed to NJNG
adding 12,558, 11,890 and 11,819 new customers in 2000, 1999 and 1998,
respectively. This annual growth rate of 3 percent is expected to continue with
projected additions of 36,000 new customers over the next three years. See
Management's Discussion and Analysis of Financial Condition and Results of
Operations (MD&A) - Liquidity and Capital Resources - NJNG in the Company's 2000
Annual Report for a discussion of NJNG's projected capital expenditure program
associated with this growth in 2001 and 2002.
In assessing the potential for future growth in its service area, NJNG uses
information derived from county and municipal planning boards that describes
housing developments in various stages of approval. In addition, builders in
NJNG's service area are surveyed to determine their development plans for future
time periods. In addition to customer growth through new construction, NJNG's
business strategy includes aggressively pursuing conversions from other fuels,
such as electricity and oil. It is estimated that approximately 40 percent of
NJNG's projected customer growth will consist of conversions. NJNG will also
continue to pursue off-system sales and non-peak sales, such as natural
gas-fueled electric generating projects.
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Throughput
For the fiscal year ended September 30, 2000, operating revenues and
throughput by customer class were as follows:
<TABLE>
<CAPTION>
Operating Revenues Throughput
------------------ ----------
(Thousands) (Bcf)
----------- -----
<S> <C> <C> <C> <C>
Residential $302,736 40% 35.6 18%
Commercial and other 64,623 9 8.0 4
Firm transportation 37,101 5 10.6 6
-------- -------- ----- --------
Total residential and commercial 404,460 54 54.2 28
Interruptible 7,775 1 9.6 5
-------- -------- ----- --------
Total system 412,235 55 63.8 33
Off-system 324,676 43 132.2 67
Appliance service revenue 11,314 2 -- --
-------- -------- ----- --------
Total $748,225 100% 196.0 100%
======== ======== ===== ========
</TABLE>
See MD&A - NJNG Operations in the Company's 2000 Annual Report for a
discussion of gas and transportation sales. Also see NJNG Operating Statistics
in the Company's 2000 Annual Report for information on operating revenues and
throughput for the past six years. During this period, no single customer
represented more than 10 percent of operating revenues.
Seasonality of Gas Revenues
As a result of the heat-sensitive nature of NJNG's residential customer base,
therm sales are significantly affected by weather conditions. Specifically,
customer demand substantially increases during the winter months when natural
gas is used for heating purposes. See MD&A - Liquidity and Capital Resources -
NJNG in the Company's 2000 Annual Report for a discussion of the impact of
seasonality on cash flow.
The impact of weather on the level and timing of NJNG's revenues and cash
flows has been affected by a weather-normalization clause (WNC), which provides
for a revenue adjustment if the weather varies by more than one-half of 1
percent from normal, or 20-year-average, weather. The WNC does not fully protect
the Company from factors such as unusually warm weather and declines in customer
usage patterns, which were set in January 1994. The accumulated adjustment from
one heating season (i.e., October-May) is billed or credited to customers in
subsequent periods. See MD&A - NJNG Operations in the Company's 2000 Annual
Report and Item 1. Business - State Regulation and Rates for additional
information with regard to the WNC.
Appliance Service Business
In November 2000, NJNG received approval from the BPU to transfer its
existing appliance service business to Home Services, a newly formed unregulated
subsidiary of the Company. The transfer includes more than 134,000 customers
under protection plan contracts.
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Gas Supply
A) Firm Natural Gas Supplies
NJNG currently purchases a diverse gas supply portfolio consisting of
long-term (over seven months), winter-term (for the five winter months) and
short-term contracts. In 2000, NJNG purchased gas from 69 suppliers under
contracts ranging from one month to eleven years. NJNG has five long-term firm
gas purchase contracts and purchased approximately 10 percent of its gas in 2000
under one long-term firm gas purchase contract with Alberta Northeast Gas
Limited, which expires in 2006. NJNG does not purchase more than 10 percent of
its total gas supplies under any other single long-term firm gas purchase
contract. NJNG believes that its supply strategy should adequately meet its
expected firm load over the next several years.
B) Firm Transportation and Storage Capacity
In order to deliver the above supplies, NJNG maintains agreements for firm
transportation and storage capacity with several interstate pipeline companies.
The pipeline companies that provide firm transportation service to NJNG's city
gate stations in New Jersey, the maximum daily deliverability of that capacity
and the contract expiration dates are as follows:
<TABLE>
<CAPTION>
Maximum Daily
Pipeline Deliverability (Dths) Expiration Date
-------- --------------------- ---------------
<S> <C> <C>
Texas Eastern Transmission Corp. 307,949 Various dates after 2001
Iroquois Gas Transmission System, L.P. 40,000 2011
Transcontinental Gas Pipe Line Corp. 22,531 Various dates after 2000
Tennessee Gas Pipeline Co. 10,894 2003
Columbia Gas Transmission Corp. 10,000 2009
Algonquin Gas Transmission Co. 5,000 2001
-------
396,374
=======
</TABLE>
The pipeline companies that provide firm transportation service to NJNG and
feed the above pipelines are: Texas Gas Transmission Corporation, Dominion
Transmission Corporation and Columbia Gulf Transmission Corporation.
In addition, NJNG has storage and related transportation contracts that
provide additional maximum daily deliverability of 206,000 dekatherms (Dths)
from storage fields in its Northeast market area. The significant storage
suppliers, the maximum daily deliverability of that storage capacity and the
contract expiration dates are as follows:
<TABLE>
<CAPTION>
Pipeline Maximum Daily Deliverability (Dths) Expiration Date
-------- ----------------------------------- ---------------
<S> <C> <C>
Texas Eastern Transmission Corp. 94,557 Various dates after 2000
Transcontinental Gas Pipe Line Corp. 8,384 2005
-------
102,941
=======
</TABLE>
NJNG also has storage contracts with Dominion Transmission Corporation
(maximum daily deliverability of 103,661 Dths), but utilizes NJNG's existing
transportation contracts to transport that gas from the storage fields to its
city gate.
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C) Peaking Supply
To meet its increased winter peak day demand, NJNG, in addition to utilizing
the previously mentioned firm storage services, maintains two liquefied natural
gas (LNG) facilities. See Item 2 - Properties - NJNG for additional information
regarding the LNG storage facilities. NJNG presently has LNG storage
deliverability of 140,000 Dths per day, which represents approximately 21
percent of its peak day sendout.
D) Commodity Prices
Over the past six months, wholesale natural gas prices have increased by over
175 percent with increased price volatility. While NJNG has been able to
mitigate price increases to its customers through the use of hedging
instruments, NJNG's prices have increased and this trend is expected to
continue. Despite these price increases, natural gas remains competitive
compared with alternative fuels.
See Item 1 - Regulation and Rates A) State, for a discussion of NJNG's
Levelized Gas Adjustment Clause (LGA) clause which provides for the recovery of
these commodity costs.
E) Future Supplies
NJNG expects to meet the current level of gas requirements of its existing
and projected firm customers for the foreseeable future. Nonetheless, NJNG's
ability to provide supply for its present and projected sales will depend upon
its suppliers' ability to obtain and deliver additional supplies of natural gas,
as well as NJNG's ability to acquire supplies directly from new sources. Factors
beyond the control of NJNG, its suppliers and the independent suppliers who have
obligations to provide gas to certain NJNG customers, may affect NJNG's ability
to deliver such supplies. These factors include other parties' control over the
drilling of new wells and the facilities to transport gas to NJNG's city gate,
competition for the acquisition of gas, priority allocations, the regulatory and
pricing policies of federal and state regulatory agencies, as well as the
availability of Canadian reserves for export to the United States. Proposed
energy deregulation legislation discussed immediately below may increase
competition among natural gas utilities and impact the quantities of natural gas
requirements needed for residential services. If NJNG's gas requirements
decrease, NJNG expects to resell any unnecessary supplies that it is required to
purchase under existing agreements with its suppliers.
Regulation and Rates
A) State
NJNG is subject to the jurisdiction of the BPU with respect to a wide range
of matters, such as rates, the issuance of securities, the adequacy of service,
the manner of keeping its accounts and records, the sufficiency of gas supply,
pipeline safety and the sale or encumbrance of its properties.
Over the last five years, NJNG has been granted one increase in its base
tariff rates, and various increases and decreases in its LGA. The base rate
increase related to the recognition of costs for postretirement benefits other
than pensions (OPEB). Through its LGA billing factor, which is reviewed
annually, NJNG recovers the cost of six adjustment clauses. They are: (i) the
Gas Cost Recovery (GCR) factor, which reflects purchased gas costs that are in
excess of the level included in its base rates, (ii) Prior Gas Cost Adjustment
Surcharge (PGCA) factor, which is designed to recover
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$34.9 million of unrecovered gas costs from September 1997 and earlier, (iii)
Demand Side Management (DSM) factor for recovery of conservation-related costs,
(iv) Remediation Adjustment (RA) factor, which recovers the costs of remediating
former manufactured gas plant sites, (v) Transportation Education and
Implementation (TEI) factor for recovery of incremental costs incurred in
administering a transportation program and (vi) the WNC factor, which credits or
surcharges margins accrued from the past heating season weather. LGA recoveries
do not include an element of profit and, therefore, have no impact on earnings.
The following table sets forth information with respect to these rate
changes:
<TABLE>
<CAPTION>
($ in 000's) Annualized Annualized
Amount Amount
Date of Filing Type Per Filing Granted Effective Date
-------------- ---- ----------- ---------- --------------
<S> <C> <C> <C> <C>
July 1997 Base Rates-OPEB $1,300 $900 October 1998
November 2000 LGA - FPM 8,900 8,900 December 2000
July 2000 Amended LGA 61,900 61,900 November 2000
September 1999 LGA (1,900) - Pending *
September 1998 LGA 0 (11,300) July 1999
July 1997 LGA 0 11,600 October 1998
July 1997 LGA 0 11,100 January 1998
July 1996 LGA 8,000 7,900 December 1996
July 1995 LGA (4,800) (5,200) December 1995
</TABLE>
* The RA, PGCA, TEI, DSM and WNC factors included in the initial September
1999 filing are still pending.
See Note 8 to the Consolidated Financial Statements - Regulatory Issues in
the Company's 2000 Annual Report for additional information regarding NJNG's
rate proceedings.
In July 2000, the Company amended a September 1999 LGA filing in response to
a significant increase in the wholesale cost of gas. The amended filing
requested an approximate 16 percent increase in rates for firm sales customers
through an increase in the GCR and RA factors, which was slightly offset by a
decrease in the PGCA and TEI factors. The filing proposed that the DSM and WNC
factors remain the same. The rates for transportation customers would remain
relatively stable as a result of the changes requested in the filing. The filing
also requested that the monthly and annual limits of a Flexible Pricing
Mechanism (FPM) be expanded to allow the Company to increase or decrease rates
up to approximately 2 percent monthly based on projections of future market
conditions. In November 2000, the BPU approved the 16 percent increase to the
GCR and also approved two additional increases of up to 2 percent each on
December 1, 2000 and January 1, 2001, under the FPM. On December 1, 2000, the
Company filed testimony seeking the ability to implement under the FPM an
increase of approximately 2 percent per month from February 1, 2001 to July 1,
2001 and 2 percent increases beginning again on December 1, 2001.
In August 1999, the Company filed a Comprehensive Resource Analysis (CRA)
plan pursuant to a BPU order. The CRA, which will replace the Company's current
DSM program, includes funding for certain technologies that utilizes renewable
sources of energy to produce electricity (e.g., fuel cells and
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solar), and has a program cost of $2.9 million recoverable through rates. The
BPU is currently evaluating two separate stipulations filed in this proceeding.
In March 2000, the BPU issued interim Affiliate Relations, Fair Competition
and Accounting Standards and Related Reporting Requirements. As required, the
Company filed a compliance plan related to these standards. The audit division
of the BPU has issued an audit of the Company's compliance with the standards in
which NJNG has filed comments. The Company is awaiting the procedural schedule
for BPU review and approval of the audit report.
B) Federal
The Federal Energy Regulatory Commission (FERC) regulates rates charged by
interstate pipeline companies for the transportation and storage of natural gas,
which affects NJNG agreements for the purchase of such services with several
interstate pipeline companies.
Franchises
NJNG holds non-exclusive franchises granted by the municipalities it serves
that give it the right to lay, maintain and operate public utility property in
order to provide natural gas service within these municipalities. Of these
franchises, 47 are perpetual and the balance expire between 2002 and 2038. The
Company will continue to make timely application for renewal of the franchises.
Competition
Although its franchises are non-exclusive, NJNG is not currently subject to
competition from other natural gas distribution utilities with regard to the
transportation of natural gas in its service territory. Due to significant
distances between NJNG's current large industrial customers and the nearest
interstate natural gas pipelines, as well as the availability of its
transportation tariff, NJNG currently does not believe it has significant
exposure to the risk that its distribution system will be bypassed. Competition
does exist from suppliers of oil, coal, electricity and propane. At the present
time, natural gas enjoys an advantage over alternate fuels as the preferred
choice of fuels in over 95 percent of new construction due to its efficiency and
reliability. As deregulation of the natural gas industry continues, prices will
be determined by market supply and demand, and, while NJNG believes natural gas
will remain competitive with alternate fuels, no assurance can be given in this
regard.
Through a series of stipulation agreements starting in January 1997 and
ending in December 1998, the BPU allowed for up to 40,000 residential customers
to choose their natural gas supplier. On December 22, 1999, the BPU allowed all
customers the ability to choose their natural gas supplier beginning January 1,
2000. Based on its current and projected level of transportation customers, the
Company does not expect any problems meeting its obligations under its firm
transportation and storage capacity agreements.
In February 1999, the Electric Discount and Energy Competition Act (Act),
which provides the framework for the restructuring of New Jersey's energy
markets, became law. In January 2000, the BPU verbally approved a stipulation
agreement among various parties to fully open NJNG's residential markets to
competition, restructure its rates to segregate its Basic Gas Supply (BGS)
service and Delivery (i.e., transportation) service prices as required by the
Act, and expand an incentive for residential and small commercial customers to
switch to transportation service. The stipulation
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agreement also extended incentives for NJNG's off-system sales and capacity
management programs through December 31, 2002. Additionally, NJNG received
approval to recover carrying costs on its expenditures associated with
remediating its former manufactured gas plants. These expenditures are recovered
over rolling seven-year periods and are subject to annual BPU review and
approval. The BPU is expected to issue a written order by December 31, 2000.
The Act also allows continuation of each utility's role as a gas supplier at
least until December 31, 2002. The BPU must determine the ongoing role of each
utility in providing BGS service by January 1, 2002. The Act also allows natural
gas utilities to provide competitive services (e.g., appliance services). In
July 2000, NJNG filed a stipulation agreement among various parties resolving
the customer account service proceedings. The stipulation continues NJNG's
current third party billing policies and delays until January 2003, absent a
significant breakthrough in metering technology, any further decision on meter
reading and other potentially competitive services. The stipulation also
provides for NJNG's existing appliance service business to be transferred from
NJNG to an unregulated subsidiary of the Company. In November 2000, the BPU
verbally approved this stipulation and is expected to issue a written order by
December 31, 2000.
At September 30, 2000, NJNG had 30,649 residential and 3,924 commercial and
industrial customers utilizing the transportation service.
See MD&A - NJNG Operations in the Company's 2000 Annual Report for a
discussion of NJNG's financial results.
NJR ENERGY HOLDINGS CORPORATION
Through September 30, 2000, Energy Holdings included the operations of Energy
Services, Natural Energy and NJR Energy. As discussed under Organizational
Structure of this ITEM 1, effective in fiscal 2001 Energy Services is a direct
wholly-owned subsidiary of NJR, Natural Energy is a wholly-owned subsidiary of
Retail Holdings, and NJR Energy and its subsidiaries are wholly-owned
subsidiaries of Capital.
Energy Services provides fuel and capacity management services to wholesale
customers, purchases natural gas for Natural Energy and trades natural gas and
pipeline capacity, under risk management guidelines, primarily in Northeast
markets.
Natural Energy markets natural gas to retail customers. As of September 30,
2000, Natural Energy marketed natural gas to 13,307 residential and 11
interruptible customers. In November 1999, Natural Energy sold its commercial
contracts to a third party.
NJR Energy and its subsidiaries were involved in oil and natural gas
development, production, transportation, storage and other energy-related
ventures. In 1996, the Company exited the oil and natural gas production
business and sold the reserves and related assets of NJR Energy and NJNR. NJR
Energy's continuing operations consist of Pipeline's 2.8 percent equity
investment in the Iroquois Gas Transmission System, L.P., a 375-mile natural gas
pipeline from the Canadian border to Long Island, and an equity investment of
less than 1 percent ownership interest in Capstone Turbine Corporation
(Capstone), a developer of microturbines, which issued its initial public
offering in June 2000.
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See MD&A - Energy Holdings in the Company's 2000 Annual Report for a
discussion of Energy Services, Natural Energy and NJR Energy's consolidated
financial results.
NJR DEVELOPMENT CORPORATION
Through September 30, 2000, NJR Development consisted of CR&R, a commercial
real estate developer. As discussed under Organizational Structure of this ITEM
1, effective in fiscal 2001, NJR Development's name was changed to NJR Capital
Corporation.
As of September 30, 2000, CR&R's remaining portfolio consisted of two
fully-occupied buildings totaling 25,000 square feet and 210 acres of
undeveloped land.
See Item 2 - Properties - NJR Development Corporation for additional
information regarding CR&R's remaining real estate assets.
See MD&A - NJR Development Operations in the Company's 2000 Annual Report for
a discussion of CR&R's financial results.
ENVIRONMENT
The Company and its subsidiaries are subject to legislation and regulation by
federal, state and local authorities with respect to environmental matters. The
Company believes that it is in substantial compliance with all applicable
environmental laws and regulations.
CR&R is the owner of certain undeveloped acreage in the Monmouth Shores
Corporate Park (MSCP), located in Monmouth County, New Jersey. This acreage is
regulated by the provisions of the Freshwater Wetlands Protection Act, which
restricts building in areas defined as "freshwater wetlands" and their
transition areas.
Based upon an environmental engineer's delineation of the wetland and
transition areas in accordance with the provisions of the Freshwater Wetlands
Protection Act, CR&R will file for a Letter of Interpretation from the New
Jersey Department of Environmental Protection (NJDEP) as parcels of land are
selected for development. Based upon the environmental engineer's revised
estimated developable yield for MSCP, the Company does not believe that a
reserve against this property was necessary as the estimated future cash flows
from the development of each site exceeds the current investment in each site as
of September 30, 2000.
Although the Company cannot estimate with certainty future costs of
environmental compliance, which, among other factors, are subject to changes in
technology and governmental regulations, the Company does not presently
anticipate any additional significant future expenditures, other than the
activities described in Note 10 to the Consolidated Financial Statements -
Commitments and Contingent Liabilities in the Company's 2000 Annual Report, for
compliance with existing environmental laws and regulations that would have a
material effect upon the capital expenditures, earnings or competitive position
of the Company or its subsidiaries.
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See Item 3 - Legal Proceedings - a. Gas Remediation for additional
information regarding environmental activities.
EMPLOYEE RELATIONS
The Company and its subsidiaries employed 756 and 776 employees at September
30, 2000 and 1999, respectively. NJNG had 445 and 452 union employees at
September 30, 2000 and 1999, respectively. On October 1, 2000, Home Services
reached agreement with the union on a two-and-one- half-year collective
bargaining agreement, which provides, among other things, for an annual increase
in wages of 5.14 percent with an additional 1 percent if certain performance
measures are met. In fiscal 2002, the annual increase in wages is 4.25 percent
with an additional 2 percent if certain performance measures are met. Effective
October 1, 2002 thru April 2, 2003, the six-month increase in wages is 1.63
percent with an additional 2 percent if certain performance measures are met. On
December 6, 2000, NJNG reached an agreement with the union on a three-year
collective bargaining agreement which provides, among other things, for annual
wage increases of 3.5, 3.5 and 3.25 percent, effective December 4, 2000, 2001
and 2002, respectively. The union is also eligible for an additional 1.5, 1.75
and 2 percent of base in fiscal 2001, 2002 and fiscal 2003, respectively, if
certain performance measure are met.
EXECUTIVE OFFICERS OF THE REGISTRANT
<TABLE>
<CAPTION>
First Elected
Office(1) Name Age an Officer
--------- ---- --- --------------
<S> <C> <C> <C>
Chairman, President and
Chief Executive Officer Laurence M. Downes 43 1/86
Senior Vice President, General
Counsel and Corporate Secretary Oleta J. Harden 51 6/84
Senior Vice President and
Chief Financial Officer Glenn C. Lockwood 39 1/90
</TABLE>
(1) All terms of office are one year.
There is no arrangement or understanding between the officers listed above
and any other person pursuant to which they were selected as an officer. The
following is a brief account of their business experience during the past five
years:
Laurence M. Downes
Chairman, President and Chief Executive Officer
Mr. Downes has held the position of Chairman since September 1996. He has
held the position of President and Chief Executive Officer since July 1995. From
January 1990 to July 1995, he held the position of Senior Vice President and
Chief Financial Officer. Additional information concerning Mr. Downes appears at
page 4 in the Company's definitive proxy statement for the Annual Meeting of
Stockholders to be held on January 24, 2001, which was filed with the Securities
and Exchange
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Commission (SEC) pursuant to Regulation 14A on December 18, 2000 and such
information is incorporated herein by reference.
Oleta J. Harden
Senior Vice President, General Counsel and Corporate Secretary
Mrs. Harden has held her present position since January 1987, except for the
position of General Counsel which she has held since April 1996.
Glenn C. Lockwood
Senior Vice President and Chief Financial Officer
Mr. Lockwood has held the position of Chief Financial Officer since September
1995 and the added position of Senior Vice President since January 1996. From
January 1994 to September 1995, he held the position of Vice President,
Controller and Chief Accounting Officer. From January 1990 to January 1994, he
held the position of Assistant Vice President, Controller and Chief Accounting
Officer. In December 1997, Mr. Lockwood (along with three other current or
former officers of the Company) entered into a settlement with the SEC in which
he consented without admitting or denying the SEC's findings, to an
administrative order finding that he was a cause of the Company not fully
complying with Section 13(a) of the Securities Exchange Act of 1934 in
connection with the Company's reporting of certain 1992 Company subsidiary
transactions. No fines or monetary penalties were imposed on him, nor was his
ability to act as an officer or director of a public company otherwise limited.
ITEM 2. PROPERTIES
NJNG (All properties are in New Jersey)
NJNG owns 11,859 miles of distribution main and services, 215 miles of
transmission main and approximately 412,984 meters. Mains are primarily located
under public roads. Where mains are located under private property, NJNG has
obtained easements from the owners of record.
In addition to mains and services, NJNG owns and operates two LNG storage
plants located in Stafford Township, Ocean County, and Howell Township, Monmouth
County. The two LNG plants have an estimated maximum capacity of 19,200 and
150,000 Dths per day, respectively. These facilities are used for peaking supply
and emergencies.
NJNG owns four service centers located in Rockaway Township, Morris County;
Atlantic Highlands and Wall Township, Monmouth County; and Lakewood, Ocean
County. These service centers house storerooms, garages, gas distribution and
appliance service operations and administrative offices. NJNG leases its
headquarters facilities in Wall Township, customer service offices located in
Asbury Park and Wall Township, Monmouth County and a service center in
Manahawkin, Ocean County. These customer service offices support customer
contact, marketing and other functions. NJNG also owns an equipment storage
facility in Long Branch, Monmouth County.
Substantially all of NJNG's properties, not expressly excepted or duly
released, are subject to the lien of an Indenture of Mortgage and Deed of Trust
to Harris Trust and Savings Bank, Chicago, Illinois,
11
<PAGE> 14
dated April 1, 1952, as amended by twenty-nine supplemental indentures
(Indenture), as security for NJNG's bonded debt, which totaled approximately
$218 million at September 30, 2000. In addition, under the terms of its
Indenture, NJNG could have issued approximately $287 million of additional first
mortgage bonds as of September 30, 2000.
See Note 5 to the Consolidated Financial Statements - Long-Term Debt,
Dividends and Retained Earnings Restrictions in the Company's 2000 Annual Report
for additional information regarding NJNG's bonded debt.
Energy Holdings
NJR Energy has a $2.3 million equity interest in Capstone Turbine
Corporation, a developer of energy efficient, gas-fired microturbines that
produce electricity. Pipeline has a 2.8 percent equity interest in the Iroquois
Gas Transmission System, L.P. which owns and operates the Iroquois pipeline
project, a 375-mile pipeline located from the Canadian border in upstate New
York to Long Island.
NJR Development Corporation (All properties are in New Jersey)
At September 30, 2000, CR&R owned 210 acres of undeveloped land and two
fully-occupied buildings. The buildings consisted of 25,000 square feet of
commercial office and mixed-use commercial/industrial space.
In 2000, CR&R completed the sale of 7.7 acres of undeveloped land for
$275,000 and incurred an after-tax loss of $44,000.
See Item 1. - Environment for a discussion of regulatory matters concerning
one of the business parks owned by CR&R.
Capital Expenditure Program
See MD&A - Liquidity and Capital Resources in the Company's 2000 Annual
Report for a discussion of the Company's anticipated 2001 and 2002 capital
expenditures for each business segment.
ITEM 3. LEGAL PROCEEDINGS
a. Gas Remediation
NJNG has identified eleven former manufactured gas plant (MGP) sites, dating
back to the late 1800's and early 1900's, which contain contaminated residues
from the former gas manufacturing operations. Ten of the eleven sites in
question were acquired by NJNG in 1952. All of the gas manufacturing operations
ceased at these sites at least by the mid-1950's and in some cases had been
discontinued many years earlier, and all of the old gas manufacturing facilities
were subsequently dismantled by NJNG or the former owners. NJNG is currently
involved in administrative proceedings with the New Jersey Department of
Environmental Protection (NJDEP) and local government authorities with respect
to the plant sites in question, and is participating in various studies and
investigations by outside consultants to determine the nature and extent of any
such contaminated residues and to develop appropriate programs of remedial
action, where warranted. Since October
12
<PAGE> 15
1989, NJNG has entered into Administrative Consent Orders or Memoranda of
Agreement with the NJDEP covering all eleven sites. These documents establish
the procedures to be followed by NJNG in developing a final remedial clean-up
plan for each site.
Until September 2000, most of the cost of such studies and investigations had
been shared under an agreement with the former owner and operator of ten of the
MGP sites. In September 2000, a revised agreement was executed pursuant to which
NJNG is responsible for two of the sites, while the former owner is responsible
for the remaining eight sites. Also in September 2000, NJNG purchased a 20-year
cost containment insurance policy for these two sites. NJNG continues to
participate in the investigation and remedial action for one MGP site that was
not subject to the original cost-sharing agreement. Through a Remediation Rider
approved by the BPU, NJNG is recovering its expenditures incurred through June
30, 1998 over a seven-year period. Costs incurred subsequent to June 30, 1998,
including carrying costs on the deferred expenditures as noted above, will be
reviewed annually and recovered over rolling seven-year periods, subject to BPU
approval. In September 1999, NJNG filed for recovery of expenditures incurred
through June 30, 1999. See Note 11 to the Consolidated Financial Statements -
Commitments and Contingent Liabilities in the Company's 2000 Annual Report for
additional information regarding estimated costs of remediation.
In March 1995, NJNG filed a complaint in the New Jersey Superior Court
against various insurance carriers for declaratory judgment and for damages
arising from such defendants' breach of their contractual obligations to defend
and/or indemnify NJNG against liability for claims and losses (including defense
costs) alleged against NJNG relating to environmental contamination at the
former MGP sites and other sites. NJNG is seeking (i) a declaration of the
rights, duties and liabilities of the parties under various primary and excess
liability insurance policies purchased from the defendants by NJNG from 1951
through 1985, and (ii) compensatory and other damages, including costs and fees
arising out of defendants' obligations under such insurance policies. The
complaint was amended in July 1996 to name Kaiser-Nelson Steel & Salvage Company
(Kaiser-Nelson) and its successors as additional defendants. The Company is
seeking (a) a declaration of the rights, duties and liabilities of the parties
under agreements with respect to claims against the Company that allege property
damage caused by various substances used, handled or generated by NJNG or the
predecessor in title that were removed from several of the MGP sites by
Kaiser-Nelson, and (b) money damages or compensatory relief for the harm caused
by Kaiser-Nelson's aforementioned actions. Discovery is proceeding in this
matter. There can be no assurance as to the outcome of these proceedings.
b. South Brunswick Asphalt, L.P.
NJNG has been named as a defendant in a civil action commenced in the New
Jersey Superior Court by South Brunswick Asphalt, L.P. (SBA) and its affiliated
companies seeking damages arising from alleged environmental contamination at
three sites owned or occupied by SBA and its affiliated companies. Specifically,
the suit charges that tar emulsion removed from 1979 to 1983 by an affiliate of
SBA (Seal Tite Corp.) from NJNG's former gas manufacturing plant sites has been
alleged by the NJDEP to constitute a hazardous waste and that the tar emulsion
has contaminated the soil and ground water at the three sites in question. In
February 1991, the NJDEP issued letters classifying the tar emulsion/sand and
gravel mixture at each site as dry industrial waste, a non-hazardous
classification. In April 1996, in a meeting with all parties to the litigation
and the judge assigned to the case, the NJDEP confirmed the non-hazardous
classification, which will allow for conventional disposal. In May 1997, SBA
submitted applications to NJDEP for permits to allow SBA to recycle the tar
emulsion/sand and gravel mixture at each site into asphalt, to be used as a
paving materials. In July
13
<PAGE> 16
1998, SBA filed an amended complaint adding NJDEP to the proceedings to
facilitate the resolution of these applications. Following service of SBA's
amended complaint, NJDEP filed a motion for dismissal of the amended complaint,
but has not formally granted or denied SBA's permit applications. In March 1999,
the court granted NJDEP's motion in part and denied NJDEP's motion in part, and
directed SBA to file a more definite statement of its claims for equitable
relief against NJDEP, including its request that a mandatory injunction be
imposed compelling NJDEP to issue the subject permits. SBA has filed a more
definite statement of its claims, and NJDEP has renewed its motion to dismiss
the amended complaint. In its motion, NJDEP alleges, among other things, that it
has not acted upon SBA's applications for permits to recycle the tar
emulsion/sand and gravel mixture because SBA has not submitted completed
applications for these permits. This allegation is denied by SBA. NJDEP's motion
to dismiss is pending in the Superior Court and it is not known when the Court
will issue a decision. The Company does not believe that the ultimate resolution
of these matters will have a material adverse effect on its consolidated
financial condition or results of operations
c. Combe Fill South Landfill
NJNG has been joined as a third-party defendant in two civil actions
commenced in October 1998 in the U.S. District Court for the District of New
Jersey by the U.S. Environmental Protection Agency and NJDEP. These two actions
seek recovery of costs expended in connection with, and for continuation of the
cleanup of, the Combe Fill South Landfill, a Superfund site in Chester, New
Jersey. The plaintiffs claim that hazardous waste NJNG is alleged to have
generated was sent to the site. There are approximately 180 defendants and
third-party defendants in the actions thus far. Each third-party complaint seeks
damages under CERCLA Section 113 and the New Jersey Spill Act, declaratory
relief holding each third-party defendant strictly liable, and contribution and
indemnification under the common law of the United States and New Jersey. No
specific monetary demands or scope of cleanup work have been set forth to date.
NJNG is in the process of investigating the allegations, formulating its
position with respect thereto and has agreed to participate in an alternate
dispute resolution process encouraged by the Court. Its insurance carriers have
been notified and one has agreed to assume responsibility for the legal
expenses, while reserving its rights with regard to liability. NJNG is currently
unable to predict the extent, if any, to which it may have cleanup or other
liability with respect to these civil actions, but would seek recovery of any
such costs through the ratemaking process. No assurance can be given as to the
timing or extent of the ultimate recovery of any such costs.
d. Various
The Company is party to various other claims, legal actions and complaints
arising in the ordinary course of business. In management's opinion, the
ultimate disposition of these matters will not have a material adverse effect on
its financial condition or results of operations.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements contained in this report (other than the financial
statements and other statements of historical fact), including, without
limitation, statements as management expectations and belief
14
<PAGE> 17
presented in Part I under the captions "New Jersey Natural Gas Company -
General; - Gas Supply; - Regulation and Rates; - Competition," "Environment" and
"Legal Proceedings", are forward looking statements. Forward-looking statements
can also be identified by the use of forward-looking terminology such as "may",
"intend", "expect", or "continue" or comparable terminology and are made based
upon management's expectations and beliefs concerning future developments and
their potential effect upon the Company. There can be no assurance that future
developments will be in accordance with management's expectations or that the
effect of future developments on the Company will be those anticipated by
management.
The Company cautions readers that the assumptions that form the basis for
forward-looking statements regarding financial results and capital requirements
for fiscal 2001 and thereafter include many factors that are beyond the
Company's ability to control or estimate precisely, such as estimates of future
market conditions and the behavior of other market participants. Among the
factors that could cause actual results to differ materially from estimates
reflected in such forward-looking statements are weather and economic
conditions, demographic changes in NJNG's service territory, fluctuations in
energy commodity prices, energy conversion activity and other marketing efforts,
the conservation efforts of NJNG's customers, the ability to extend certain fuel
management contracts, the pace of deregulation of retail gas markets,
competition for the acquisition of gas, the regulatory and pricing policies of
federal and state regulatory agencies, changes due to legislation at the federal
and state level, the availability of Canadian reserves for export to the United
States and other regulatory changes.
The Company does not, by including this statement, assume any obligation to
review or revise any particular forward-looking statement referenced herein in
light of future events.
15
<PAGE> 18
PART II
Information for Items 5 through 9 of this report appears below or in the
Company's 2000 Annual Report as indicated on the following table and the 2000
Annual Report information is incorporated herein by reference, as follows:
<TABLE>
<CAPTION>
Annual Report
Page
-------------
<S> <C>
ITEM 5. Market for the Registrant's Common
Equity and Related Stockholder Matters
Market Information - Exchange Inside back cover
- Stock Prices & Dividends 29
Dividend Restrictions 44
Holders of Common Stock - 17,350 Shareowner accounts
ITEM 6. Selected Financial Data 28
ITEM 7. Management's Discussion and Analysis
of Financial Condition and Results of Operations 30-35
ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk 34-35
ITEM 8 Financial Statements and Supplementary Data 30-50
ITEM 9. Changes in and Disagreements with
Accountants on Accounting and
Financial Disclosure - None
</TABLE>
16
<PAGE> 19
PART III
Information for Items 10 through 13 of this report is incorporated herein by
reference to the Company's definitive proxy statement for the Annual Meeting of
Stockholders to be held on January 24, 2001, which was filed with the SEC
pursuant to Regulation 14A on December 18, 2000.
<TABLE>
<CAPTION>
Proxy Page
----------
<S> <C>
ITEM 10. Directors and Executive Officers of the Registrant 3 - 7
ITEM 11. Executive Compensation 10 - 14
ITEM 12. Security Ownership of Certain Beneficial Owners and Management 2
ITEM 13. Certain Relationships and Related Transactions 4,5 & 7
</TABLE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) (1) The following Financial Statements of the Registrant and
Independent Auditors' Report, included in the Company's 2000 Annual Report, are
incorporated by reference in Item 8 above:
Consolidated Balance Sheets as of September 30, 2000 and 1999
Consolidated Statements of Income for the Years Ended September 30, 2000,
1999 and 1998
Consolidated Statements of Cash Flows for the Years Ended September 30,
2000, 1999 and 1998
Consolidated Statements of Capitalization as of September 30, 2000 and 1999
Consolidated Statements of Common Stock Equity for the Years Ended
September 30, 2000, 1999 and 1998
Notes to Consolidated Financial Statements
Independent Auditors' Report
(2) Financial Statement Schedules - See Index to Financial Statement
Schedules on page 18.
(3) Exhibits - See Exhibit Index on page 22.
(b) No reports on Form 8-K were filed by the Company during the quarter
ended September 30, 2000.
17
<PAGE> 20
<TABLE>
<CAPTION>
Page
----
<S> <C>
Schedule II - Valuation and qualifying accounts and
reserves for each of the three years in the period
ended September 30, 2000 19
</TABLE>
Schedules other than those listed above are omitted because they are not
required or are not applicable, or the required information is shown in the
financial statements or notes thereto.
18
<PAGE> 21
Schedule II
NEW JERSEY RESOURCES CORPORATION
VALUATION AND QUALIFYING
YEARS ENDED SEPTEMBER 30, 2000, 1999 and 1998
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------------
CLASSIFICATION BALANCE AT BEGINNING ADDITIONS CHARGED TO OTHER BALANCE
OF YEAR EXPENSE AT END OF
YEAR
-------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
($000)
2000
Allowance for
Doubtful Accounts $1,684 $2,614 $(1,743) (1) $2,555
====== ====== ======== ======
1999:
Allowance for
Doubtful Accounts $1,907 $2,269 $(2,492) (1) $1,684
====== ====== ========= ======
1998:
Allowance for
Doubtful Accounts $1,527 $1,755 $(1,375) (1) $1,907
====== ====== ======== ======
</TABLE>
Notes: (1) Uncollectible accounts written off, less recoveries.
19
<PAGE> 22
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
NEW JERSEY RESOURCES CORPORATION
(Registrant)
Date: December 22, 2000 By:/s/Glenn C. Lockwood
--------------------------
Glenn C. Lockwood
Senior Vice President and
Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated:
<TABLE>
<S> <C> <C> <C>
Dec. 22, 2000 /s/ Laurence M. Downes Dec. 22, 2000 /s/ James T. Hackett
------------------------ --------------------
Laurence M. Downes James T. Hackett
Chairman, President and Director
Chief Executive Officer
Dec. 22, 2000 /s/ Glenn C. Lockwood Dec. 22, 2000 /s/ Lester D. Johnson
------------------------ ---------------------
Glenn C. Lockwood Lester D. Johnson
Senior Vice President and Director
Chief Financial Officer
(Principal Accounting Officer)
Dec. 22, 2000 /s/ Nina Aversano Dec. 22, 2000 /s/ Dorothy K. Light
----------------- --------------------
Nina Aversano Dorothy K. Light
Director Director
Dec. 22, 2000 /s/ Lawrence R. Codey Dec. 22, 2000 /s/ William H. Turner
---------------------- ---------------------
Lawrence R. Codey William H. Turner
Director Director
Dec. 22, 2000 /s/ Leonard S. Coleman Dec. 22, 2000 /s/ Gary W. Wolf
-------------------------- ----------------
Leonard S. Coleman Gary W. Wolf
Director Director
Dec. 22, 2000 /s/ Joe B. Foster Dec. 22, 2000 /s/ George R. Zoffinger
------------------------------- -----------------------
Joe B. Foster George R. Zoffinger
Director Director
Dec. 22, 2000 /s/ Hazel S. Gluck
Hazel S. Gluck
Director
</TABLE>
20
<PAGE> 23
INDEPENDENT AUDITORS' REPORT
To the Shareholders and Board of Directors of New Jersey Resources Corporation:
We have audited the consolidated financial statements of New Jersey Resources
Corporation as of September 30, 2000 and 1999 and for each of the three years in
the period ended September 30, 2000, and have issued our report thereon dated
October 26, 2000; such consolidated financial statements and report are included
in your 2000 Annual Report and are incorporated herein by reference. Our audits
also included the consolidated financial statement schedule of New Jersey
Resources Corporation, listed in Item 14. This consolidated financial statement
schedule is the responsibility of the Company's management. Our responsibility
is to express an opinion based on our audits. In our opinion, such consolidated
financial statement schedule, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly, in all
material respects the information set forth therein.
DELOITTE & TOUCHE LLP
Parsippany, New Jersey
October 26, 2000
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements No.
33-52409 and No. 333-59013 on Form S-8 and No. 33-57711 on Form S-3 of New
Jersey Resources Corporation of our reports dated October 26, 2000 included in
and incorporated by reference in this Annual Report on Form 10-K of New Jersey
Resources Corporation for the year ended September 30, 2000.
DELOITTE & TOUCHE LLP
Parsippany, New Jersey
December 22, 2000
21
<PAGE> 24
EXHIBIT INDEX
<TABLE>
<CAPTION>
Previous Filing
Reg. S-K -----------------------------------
Exhibit Item 601 Registration
No. Reference Document Description Number Exhibit
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
3-1 3 Restated Certificate of Incorporation of the Note (8) 3-1
Company, as amended
3-2 By-laws of the Company, as presently in effect 333-59013 5-1
4-1 4 Specimen Common Stock Certificates 33-21872 4-1
4-2 Indenture of Mortgage and Deed of Trust 2-9569 4(g)
with Harris Trust and Savings Bank, as
Trustee, dated April 1, 1952
4-2A Twenty-First Supplemental Indenture, Note (5) 4-2U
dated as of August 1, 1993
4-2B Twenty-Second Supplemental Indenture, Note (5) 4-2V
dated as of October 1, 1993
4-2C Twenty-Third Supplemental Indenture, Note (6) 4-2W
dated as of August 15, 1994
4-2D Twenty-Fourth Supplemental Indenture, Note (6) 4-2X
dated as of October 1, 1994
4-2E Twenty-Fifth Supplemental Indenture, Note (7) 4-2Y
dated as of July 15, 1995
4-2F Twenty-Sixth Supplemental Indenture, Note (7) 4-2Z
dated as of October 1, 1995
4-2G Twenty-Seventh Supplemental Indenture, Note (9) 4-2J
dated as of September 1, 1997
4-2H Twenty-Eighth Supplemental Indenture, Note (10) 4-2K
dated as of January 1, 1998
4-2I Twenty-Ninth Supplemental Indenture, Note (10) 4-2L
dated as of April 1, 1998
4-5 Amended and Restated Note and Credit The Company's 4-5
Agreement between New Jersey Resources Quarterly Report
Corporation and First Union National Bank, on Form 10-Q for
successor to First Fidelity Bank, dated May 7, 1993 the quarter ended
June 30, 1993
</TABLE>
22
<PAGE> 25
EXHIBIT INDEX
<TABLE>
<CAPTION>
Previous Filing
Reg. S-K -----------------------------------
Exhibit Item 601 Registration
No. Reference Document Description Number Exhibit
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
4-5A Dated as of August 29, 1995 Note (8) 4-5A
4-5B Dated as of April 2, 1996 Note (8) 4-5B
4-5C Dated as of September 10, 1996 Note (8) 4-5C
4-5D Dated as of September 26, 1997 Note (9) 4-5D
4-5E Dated as of August 10, 1999 Note (11) 4-5E
4-5F Dated as of September 29, 2000 (filed herewith)
4-7 Revolving Credit and Term Loan Agreement Note (3) 4-7
between New Jersey Resources Corporation and
PNC Bank, successor to Midlantic Bank, N.A.,
dated December 20, 1990
4-7A Dated as of January 31, 1997 Note (9) 4-7A
4-7B Dated as of January 31, 1998 Note (10) 4-7B
4-7C Dated as of October 10, 2000 (filed herewith)
4-10 Shareholder Rights Plan The Company's
Form 8-K filed on
August 2, 1996
4-11 Credit Agreement between New Jersey Resources Note (11) 4-11
Corporation and Summit Bank of New Jersey,
dated December 22, 1999
4-11A Dated October 11, 2000 (filed herewith)
10-2 Retirement Plan for Represented Employees, as 2-73181 10(f)
amended October 1, 1984
10-3 Retirement Plan for Non-Represented Employees, 2-73181 10(g)
as amended October 1, 1985
</TABLE>
23
<PAGE> 26
EXHIBIT INDEX
<TABLE>
<CAPTION>
Previous Filing
Reg. S-K -----------------------------------
Exhibit Item 601 Registration
No. Reference Document Description Number Exhibit
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
10-4 Supplemental Retirement Plans covering all Note (1) 10-9
Executive Officers as described in the
Registrant's definitive proxy statement
incorporated herein by reference
10-5 Agreements between NJNG and Texas Eastern
Transmission Company Note (8) 10-5
10-5A Dated June 21, 1995 Note (8) 10-5A
10-5B Dated June 21, 1995 Note (8) 10-5B
10-5C Dated November 15, 1995 Note (8) 10-5C
10-6 Officer Incentive Plan effective as of October 1, 1986 Note (8) 10-6
10-7 Lease Agreement between NJNG as Lessee Note (8) 10-7
and State Street Bank and Trust Company of
Connecticut, National Association as Lessor
for NJNG's Headquarters Building dated
December 21, 1995
10-10 Long-Term Incentive Compensation Plan Company's proxy
as amended statement on Schedule
14A for the 1996 Meeting
Annual Meeting
10-12 Employment Continuation Agreement of Laurence Note (8) 10-12
M. Downes dated June 5, 1996
10-12A Amendment dated as of December 1, 1997 Note (9) 10-12A
10-12B Revised Schedule of Officer Employee Continuation Note (9) 10-12B
Agreements
10-13 Agreements between NJNG and Alberta Northeast Note (4) 10-13
Gas Limited, dated February 7, 1991
10-14 Agreement between NJNG and Iroquois Gas Note (4) 10-14
Transmission System, L.P., dated February 7, 1991
10-15 Agreements between NJNG and CNG Transmission Note (8) 10-15
</TABLE>
24
<PAGE> 27
EXHIBIT INDEX
<TABLE>
<CAPTION>
Previous Filing
Reg. S-K -----------------------------------
Exhibit Item 601 Registration
No. Reference Document Description Number Exhibit
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
10-15A Dated December 1, 1993 Note (8) 10-15A
10-15B Dated December 1, 1993, as amended Note (8) 10-15B
December 21, 1995
13-1 13 2000 Annual Report to Stockholders. Such
Exhibit includes only those portions thereof
which are expressly incorporated by reference
in this Form 10-K (filed herewith)
21-1 21 Subsidiaries of the Registrant (filed herewith)
23-1 23 Independent Auditors' Consent and Report on Schedule (filed herewith)
See page 21
27-1 27 Financial Data Schedule (filed herewith)
</TABLE>
Note (1) 1986 Form 10-K File No. 1-8359
Note (2) 1989 Form 10-K File No. 1-8359
Note (3) 1991 Form 10-K File No. 1-8359
Note (4) 1992 Form 10-K File No. 1-8359
Note (5) 1993 Form 10-K File No. 1-8359
Note (6) 1994 Form 10-K File No. 1-8359
Note (7) 1995 Form 10-K File No. 1-8359
Note (8) 1996 Form 10-K File No. 1-8359
Note (9) 1997 Form 10-K File No. 1-8359
Note (10) 1998 Form 10-K File No. 1-8359
Note (11) 1999 Form 10-K File No. 1-8359
25
