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 - June 15, 2000
(Date of earliest event reported)
Questar Pipeline Company
(Exact name of registrant as specified in charter)
STATE OF UTAH 0-14147 87-0307414
(State or other juris- (Commission (I.R.S. Employer
diction of incorporation File No.) Identification No.)
or organization)
P. O. Box 45360, 180 East 100 South, Salt Lake City, Utah 84145-0360
(Address of principal executive offices)
Registrant's telephone number, including area code (801) 324-5555
Not Applicable
(Former name or former address, if changed since last report.)
Item 5. Other Events.
On June 15, 2000, a lawsuit was filed against Questar Pipeline
Company ("Questar Pipeline" or the "Company") and several of its
affiliates. The lawsuit, which was filed in a Colorado state
district court, was brought by KN TransColorado, Inc. ("KNTC"), a
subsidiary of Kinder Morgan, Inc. Questar TransColorado, Inc.
("QTC"), a wholly owned subsidiary of Questar Pipeline, and KNTC are
50 percent partners in the TransColorado Gas Transmission Company
("TC Partnership"), the partnership that constructed, owns, and
currently operates the TransColorado pipeline project. Other
Questar Pipeline affiliates named in the lawsuit include Questar
Corporation, the Company's parent; QTC; and TC Partnership. QTC has
a contractual right to put its 50 percent interest in the TC
Partnership to KNTC during a 12-month period commencing March 31,
2001, for $121,000,000 (subject to adjustment).
The complaint basically alleges that Questar Pipeline and its
named Questar affiliates breached their fiduciary duties to TC
Partnership and KNTC by developing and working on a plan to
construct and operate a new pipeline that would compete with the
TransColorado pipeline and render such pipeline economically
unviable. (Questar Pipeline's proposed Main Line 104 project
mentioned in the Company's Form 10-K for 1999 is the project that
allegedly competes with the TransColorado pipeline.) The complaint
contains claims for declaratory relief, breach of fiduciary duty,
breach of contract, breach of implied covenants of good faith and
fair dealing, misrepresentation, tortious concealment, rescission,
estoppel, imposition of a constructive trust, an accounting, and
dissolution of the TC Partnership.
KNTC is seeking damages in the amount of $150,000,000, plus
punitive damages, and a declaratory judgment that KNTC's obligation
to purchase QTC's interest in the project be declared void and
unenforceable. KNTC's action to dissolve the TC Partnership, if not
timely dismissed, may constitute an event of default under the
terms of a credit agreement for which the Company has provided a
guaranty of $100,000,000.
Questar Pipeline and its affiliates deny any wrongdoing of any
kind, believe that the allegations are totally without merit, and
intend to vigorously defend all of the claims.
Questar Pipeline Company
(Registrant)
June 23, 2000 By /s/ D. N. Rose
(Date) D. N. Rose
President and Chief
Executive Officer
