CNG TRANSMISSION CORP
35-CERT, 1995-01-31
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<PAGE> 1
 
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
_____________________________________________
                                             :
         In the Matter of                    :         CERTIFICATE
                                             :              of
   CNG TRANSMISSION CORPORATION              :         NOTIFICATION
    Clarksburg, West Virginia                :            NO. 16
                                             :         ____________
        CNG IROQUOIS, INC.                   :
                                             :         TRANSACTIONS
         File No. 70-7641                    :         DURING PERIOD
 (Public Utility Holding Company Act of 1935):
_____________________________________________        October 1, 1994
                                                          through
                                                    December 31, 1994


TO THE SECURITIES AND EXCHANGE COMMISSION:

    By orders dated January 9, 1991, February 28, 1991 and May 7, 1991

(HCAR Nos. 25239, 25263 and 25308, respectively) ("Orders"), in the

above-captioned proceeding, the Securities and Exchange Commission

("Commission") permitted the Application-Declaration of CNG

Transmission Corporation ("Transmission") and CNG Iroquois, Inc.

("CNGI"), as amended, to become effective, thereby authorizing

Transmission to provide, through June 30, 1993, up to $35,000,000 of

financing to CNGI through the purchase of common stock of CNGI and/or

the making of open account advances to CNGI.  Transmission and CNGI

were also authorized by the Orders to provide, through June 30, 1993,

up to $35,000,000 in guaranties and indemnities on behalf of CNGI and

Iroquois Gas Transmission System, L. P. ("Iroquois"), respectively, at

any one time.  The purpose of the financing was to provide funds to

CNGI for use relating to its 9.4% general partnership interest in

Iroquois, which was formed to construct and own an interstate natural

gas pipeline extending from the Canadian border to Long Island, New

York.



<PAGE> 2

    By order dated July 6, 1993 (HCAR No. 25845), the Commission

extended the above-mentioned authorizations through June 30, 1996, up

to an aggregate amount of $20 million.  In addition, the Commission

pursuant to such Order authorized CNGI and Transmission to obtain

letters of credit and/or enter into reimbursement agreements on behalf

of Iroquois and CNGI respectively.

    This Certificate is filed in accordance with Rule 24 as

notification that the following transactions authorized by the Orders

have been carried out during the reporting quarter in accordance with

the terms and conditions of, and for the purposes represented by, the

Application-Declaration and the Orders.

    (1) Transmission purchased no shares of common stock during the

    quarter.  As of December 31, 1994, CNGI had 1,494 shares of common

    stock outstanding.

    (2) No open account advances were made by Transmission to CNGI

    during the quarter, and no such open account advances were

    outstanding as of December 31, 1994.

    (3) CNGI made no capital contributions to Iroquois during the

    fourth quarter of 1994.  As of December 31, 1994, CNGI has

    cumulatively made $16,487,882 of equity contributions to Iroquois.

    (4) On December 22, 1994, received $658,000 from Iroquois which

        represented CNGI's share from the partnership distribution.



<PAGE> 3


    The "past-tense" opinion required by paragraph F(2) of the

instructions as to exhibits for Form U-1 will be filed when all of the

transactions authorized pursuant to said Orders have consummated.

                                       CNG TRANSMISSION CORPORATION
                                       CNG IROQUOIS, INC.


                                       J. M. Hostetler
                                       Their Attorney

Dated this 31st day
of January, 1995



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