February 23, 1999
Securities and Exchange Commission
6432 General Green Way
Alexandria, VA 23212-2413
Gentlemen:
We are transmitting herewith Indiana Gas Company, Inc.'s
Statement on Form U-3A-2.
Sincerely,
/s/Douglas S. Schmidt
Douglas S. Schmidt
DSS:tmw
File No. 069-00184
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-3A-2
Statement by Holding Company Claiming Exemption
Under Rule U-3A-2 from the Provisions of the Public
Utility Holding Company Act of 1935
To Be Filed Annually Prior to March 1
INDIANA GAS COMPANY, INC.
hereby files with the Securities and Exchange
Commission (Commission), pursuant to Rule 2, its
statement claiming exemption as a holding company from
the provisions of the Public Utility Holding Company
Act of 1935, and submits the following information:
1. Name, State of organization, location and nature of
business of claimant and every subsidiary thereof.
Indiana Gas Company, Inc. (Indiana Gas),
Claimant in this statement, is an Indiana
corporation with its principal offices in
Indianapolis, Indiana. Claimant is a "holding
company" (as such term is defined by the Act),
owning all of the issued and outstanding shares of
common stock of Terre Haute Gas Corporation, an
Indiana corporation (Terre Haute) and Richmond Gas
Corporation, an Indiana corporation (Richmond).
Indiana Gas is also directly engaged in the
business of supplying gas service at retail,
including transportation, to ultimate consumers,
all within the state of Indiana. Indiana Gas is a
"gas utility company" and a "public utility
company" (as such terms are defined by the Act).
Each of Terre Haute and Richmond is a "subsidiary
company" of Indiana Gas and is also a "gas utility
company" and a "public utility company" (as such
terms are defined by the Act). While Terre Haute
and Richmond technically exist as separate
corporate entities, in accordance with an order
issued by the Indiana Utility Regulatory
Commission, Indiana Gas, Terre Haute and Richmond
have combined their operations for all purposes and
are transacting business under the name Indiana Gas
Company, Inc. Pursuant to that order, Indiana Gas,
Terre Haute and Richmond maintain accounting
records and financial reports on a consolidated
basis. For purposes of this statement, any
reference to Indiana Gas will, in effect, be
inclusive of the separate corporate entities of
Richmond and Terre Haute.
2. A brief description of the properties of
claimant and each of its subsidiary public utility
companies used for the production, transmission and
distribution of natural or manufactured gas, indicating
the location of principal transmission lines, producing
fields, gas manufacturing plants and gas distribution
facilities, including all such properties which are
outside the State in which claimant and its
subsidiaries are organized and all transmission or
pipelines which deliver or receive gas at the borders
of such State.
The properties of Indiana Gas used for the
production, storage and distribution of gas are
located solely within the state of Indiana except
for pipeline facilities extending from points in
northern Kentucky to points in southern Indiana by
means of which gas is transported to Indiana for
sale or transportation by Indiana Gas to ultimate
customers in Indiana. At December 31, 1998, these
included approximately 10,716 miles of distribution
mains; 512,351 meters, five reservoirs for
underground storage of purchased gas with
approximately 71,484 acres of land owned and/or
held under storage easements with 8,972,000 Dth of
gas in storage providing a daily deliverability
capacity of 134,160 Dth. Indiana Gas has five
liquefied petroleum air gas manufacturing plants
with a total daily capacity of 36,700 Dth of gas.
These properties are used by Indiana Gas in its gas
operations in which gas is supplied to
approximately 491,000 consumers in 281 communities
in 48 of the 92 counties in the state of Indiana.
The largest communities served are Muncie,
Anderson, Lafayette-West Lafayette, Bloomington,
Terre Haute, Marion, New Albany, Columbus,
Jeffersonville, New Castle and Richmond. While
Indiana Gas does not serve in Indianapolis, it does
serve the counties and communities which border
that city.
Effective April 1, 1996, Indiana Gas purchases
all of its natural gas from ProLiance Energy, LLC,
a marketing affiliate of Indiana Energy, Inc.
(Indiana Gas' parent). Gas is transported to
Indiana Gas' system by interstate pipeline
suppliers under Federal Energy Regulatory
Commission approved rate schedules.
3. The following information for the last
calendar year with respect to claimant and each of its
subsidiary public utility companies:
(a) Number of Dth of gas distributed at retail:
Dekatherms (Dth) of gas distributed at retail within
the state of Indiana by Indiana Gas for sales and
transportation during calendar year 1998 and the
associated revenues therewith were as follows:
<TABLE>
Dth Revenues
<S> <C> <C>
Sales 62,806,000 $400,217,000
Transportation 46,794,000 20,242,000
Total 109,600,000 $420,459,000
</TABLE>
(b) Number of Dth of gas distributed at retail outside the
State in which each such company is organized:
None
(c) Number of Dth of gas sold at wholesale
outside the State in which each such company is
organized, or at the State line:
None
(d) Number of Dth of gas purchased outside the
State in which each such company is organized
or at the State line:
None
4. The following information for the reporting
period with respect to claimant and each interest it
holds directly or indirectly in a EWG or a foreign
utility company.
Inapplicable to claimant.
Exhibit A
A consolidating statement of income and a
consolidating statement of retained earnings of Indiana
Gas, for the calendar year 1998, together with a
consolidating balance sheet of Indiana Gas, as of the
close of such calendar year, are annexed hereto as
Exhibit A. Because Indiana Gas, Terre Haute and
Richmond maintain accounting records and financial
reports on a consolidated basis, the consolidating
statements for Indiana Gas are the same as Indiana Gas'
consolidated statements.
Exhibit B
See the Financial Data Schedule filed herewith as
Exhibit 27.
Exhibit C
Inapplicable to claimant.
The above named Claimant has caused this statement
to be duly executed on its behalf by its authorized
officer on this 23rd day of February 1999.
INDIANA GAS COMPANY, INC.
(Name of Claimant)
By /s/Niel C. Ellerbrook
Niel C. Ellerbrook
President
Attest:
/s/Anthony E. Ard
Anthony E. Ard
Secretary
Name, title and address of officer to whom notices
and correspondence concerning this statement should be
addressed:
Niel C. Ellerbrook
President
Indiana Gas Company,Inc.
1630 North Meridian Street
Indianapolis, Indiana 46202
<TABLE>
INDIANA GAS COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
(Thousands - Unaudited)
ASSETS December 31, 1998
<S> <C>
UTILITY PLANT:
Original cost $ 946,602
Less - Accumulated depreciation and amortization 376,133
570,469
CURRENT ASSETS:
Cash and cash equivalents 20
Accounts receivable, less reserves 28,668
Accrued unbilled revenues 40,577
Liquefied petroleum gas - at average cost 892
Gas in underground storage - at
last-in, first-out cost 18,150
Prepayments and other 4,903
93,210
DEFERRED CHARGES AND OTHER ASSETS:
Unamortized debt discount and expense 12,653
Regulatory income tax asset 1,778
Other 2,622
17,053
$ 680,732
</TABLE>
<TABLE>
INDIANA GAS COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
(Thousands - Unaudited)
SHAREHOLDER'S EQUITY AND LIABILITIES December 31, 1998
<S> <C>
CAPITALIZATION:
Common stock and paid-in capital $ 142,995
Retained earnings 102,885
Total common shareholder's equity 245,880
Long-term debt 181,964
427,844
CURRENT LIABILITIES:
Maturities and sinking fund requirements of
long-term debt 10,000
Notes payable 48,675
Accounts payable 30,589
Refundable gas costs 14,343
Customer deposits and advance payments 22,416
Accrued taxes 9,848
Accrued interest 4,746
Other current liabilities 14,871
155,488
DEFERRED CREDITS AND OTHER LIABILITIES:
Deferred income taxes 60,580
Accrued postretirement benefits other than pensions 25,884
Unamortized investment tax credit 9,082
Other 1,854
97,400
$ 680,732
</TABLE>
<TABLE>
INDIANA GAS COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME
(Thousands - Unaudited)
Twelve Months Ended
December 31, 1998
<S> <C>
OPERATING REVENUES $ 420,459
COST OF GAS 231,889
MARGIN 188,570
OPERATING EXPENSES:
Operation and maintenance 85,871
Depreciation and amortization 32,758
Income taxes 14,058
Taxes other than income taxes 13,882
146,569
OPERATING INCOME 42,001
OTHER INCOME - NET 626
INCOME BEFORE INTEREST EXPENSE 42,627
INTEREST EXPENSE 15,802
NET INCOME $ 26,825
</TABLE>
<TABLE>
INDIANA GAS COMPANY, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
(Thousands - Unaudited)
Twelve Months Ended
December 31, 1998
<S> <C>
BALANCE DECEMBER 31, 1997 $ 103,411
ADD:
Net Income 26,825
130,236
DEDUCT:
Dividends 27,351
27,351
BALANCE DECEMBER 31, 1998 $ 102,885
</TABLE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<LEGEND>
This schedule contains summary financial information extracted from Indiana
Gas Company, Inc.'s consolidating financial statements as of December 31, 1998,
and for the twelve months then ended and is qualified in its entirety by
reference to such statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 680,732
<TOTAL-OPERATING-REVENUES> 420,459
<NET-INCOME> 26,825
</TABLE>
