February 26, 1997
Securities and Exchange Commission
6432 General Green Way
Alexandria, VA 23212-2413
Gentlemen:
We are transmitting herewith Indiana Energy, Inc.'s
Statement on Form U-3A-2.
Sincerely,
/s/Douglas S. Schmidt
Douglas S. Schmidt
DSS:rs
File No. 069-00312
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 ENERGY, 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 Energy, Inc. (Indiana Energy), 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 Indiana Gas
Company, Inc. (Indiana Gas) and IEI Investments,
Inc. (IEI Investments).
Indiana Gas is an Indiana corporation engaged
in the business of supplying gas service at retail,
including transportation, to ultimate consumers,
all within the state of Indiana. For the
twelve-month period ending December 31, 1996,
approximately 90 percent of Indiana Energy's
consolidated earnings were derived from the
operations of Indiana Gas and its subsidiaries.
Indiana Gas is a "subsidiary company" of Indiana
Energy and is also a "gas utility company" and a
"public utility company" (as such terms are defined
by the Act).
Indiana Gas owns all of the issued and
outstanding shares of common stock of Terre Haute
Gas Corporation (Terre Haute) and Richmond Gas
Corporation (Richmond), both of which are Indiana
corporations. 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, accounting records and financial
reports are 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.
Indiana Energy owns all of the outstanding
shares of capital stock of IEI Investments, an
Indiana corporation. IEI Investments was formed
for the purpose of grouping and controlling
nonregulated businesses of Indiana Energy and
investments therein and to separate them from
regulated businesses.
IEI Investments owns all of the issued and
outstanding shares of capital stock of IGC Energy,
Inc. (IGC Energy), an Indiana corporation. On
March 15, 1996, IGC Energy, Inc. and Citizens By-
Products Coal Company, a wholly owned subsidiary of
Citizens Gas and Coke Utility (Citizens Gas),
formed a jointly and equally owned Indiana limited
liability company to provide natural gas supply and
related services. The new entity, ProLiance
Energy, LLC (ProLiance), began providing services
to Indiana Gas and Citizens Gas effective April 1,
1996. ProLiance also provides products and
services to other gas utilities and customers in
Indiana and surrounding states. ProLiance assumed
the business of Indiana Energy Services, Inc., a
wholly owned subsidiary of IGC Energy and an
Indiana corporation, which had provided similar
services to other customers and from January 1,
1996, to March 31, 1996, to Indiana Gas. IGC
Energy is also a limited partner in Lima Resources
Associates, L.P. (LIMA), which is engaged in the
business of exploring for hydrocarbons. Other
limited partners are AlaTenn Pipeline Company,
Inc., Mississippi Energies, Inc. and A.G. Edwards
and Sons, Inc. The general partner of LIMA is
Laclede Energy Resources, Inc.
IEI Investments also owns all of the
outstanding voting securities of Energy Realty,
Inc. (Energy Realty). Energy Realty is an Indiana
corporation engaged in the business of real
estate. Energy Realty currently owns a warehouse
facility which is leased to Indiana Gas and is also
a limited partner in five affordable housing
investments.
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.
At the date of the filing of this Statement,
Indiana Energy had no properties and is solely a
holding company owning all of the issued and
outstanding shares of common stock of Indiana Gas
and IEI Investments.
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, 1996, these
included approximately 10,300 miles of distribution
mains; 484,643 meters, seven reservoirs for
underground storage of purchased gas with
approximately 103,415 acres of land owned and/or
held under storage easements with 10,836,824 Dth of
gas in storage providing a daily deliverability
capacity of 144,860 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 468,000 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.
Effective April 1, 1996, Indiana Gas purchases
all of its natural gas from ProLiance Energy, LLC.
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:
<TABLE>
Company Calendar Year DTH
<S> <C> <C>
Indiana Gas 1996 88,951,000 Sales
36,048,000 Transportation
124,999,000 Total Throughput
</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
Energy and subsidiaries, for the calendar year 1996,
together with a consolidating balance sheet of Indiana
Energy and subsidiary companies, as of the close of
such calendar year, are annexed hereto as Exhibit A.
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 26th day of February 1997.
INDIANA ENERGY, INC.
(Name of Claimant)
By /s/Niel C. Ellerbrook
Niel C. Ellerbrook
Executive Vice President,
Treasurer and Chief
Financial Officer
Attest:
/s/Ronald E. Christian
Ronald E. Christian
Secretary
Name, title and address of officer to whom notices and
correspondence concerning this statement should be
addressed:
Niel C. Ellerbrook
Executive Vice President,
Treasurer and Chief
Financial Officer
Indiana Energy, Inc.
1630 North Meridian Street
Indianapolis, Indiana 46202
<TABLE>
INDIANA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(Thousands - Unaudited)
Indiana Indiana
Indiana Gas IEI IGC Energy Energy Adjustments
Energy Company, Investments, Energy, Realty, Services Debit
ASSETS Inc. Inc. Inc. Inc. Inc. Inc. (Credit) Consolidated
<S> <C> <C> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Utility plant - original cost $ - $946,934 $ - $ - $ - $ - $ - $946,934
Less - Accumulated depreciation
and amortization - 351,496 - - - - - 351,496
- 595,438 - - - - - 595,438
EQUITY IN NET ASSETS OF WHOLLY-
OWNED SUBSIDIARIES:
Indiana Gas Company, Inc. 291,453 - - - - - (291,453) -
IEI Investments, Inc. 14,864 - - - - - (14,864) -
IGC Energy, Inc. - - 14,345 - - - (14,345) -
Energy Realty, Inc. - - 518 - - - (518) -
Indiana Energy Services, Inc. - - - 3,475 - - (3,475) -
306,317 - 14,863 3,475 - - (324,655) -
NONUTILITY PLANT AND OTHER
INVESTMENTS - NET - 31 - 4,833 10,490 - - 15,354
CURRENT ASSETS:
Cash and cash equivalents 1,230 185 (2) 9,056 424 6,047 (16,755) 185
Accounts receivable, less reserves - 45,070 - 35 - 494 - 45,599
Accounts receivable from
affiliated companies 754 - 3 - 95 116 (968) -
Accrued unbilled revenues - 37,247 - - - - - 37,247
Materials and supplies - at
average cost - 4,075 - - - - - 4,075
Liquefied petroleum gas - at
average cost - 864 - - - - - 864
Gas in underground storage -
at last-in, first-out cost - 34,336 - - - - - 34,336
Recoverable gas costs - 16,949 - - - - - 16,949
Prepayments and other - 1,017 - - 7 - - 1,024
1,984 139,743 1 9,091 526 6,657 (17,723) 140,279
DEFERRED CHARGES:
Unamortized debt discount and
expense - 7,324 - - 104 - - 7,428
Other 3 8,392 - - - - - 8,395
3 15,716 - - 104 - - 15,823
$308,304 $750,928 $ 14,864 $ 17,399 $ 11,120 $ 6,657 $ (342,378) $766,894
</TABLE>
<TABLE>
INDIANA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1996
(Thousands - Unaudited)
Indiana Indiana
Indiana Gas IEI IGC Energy Energy Adjustments
Energy Company, Investments, Energy, Realty, Services, Debit
Inc. Inc. Inc. Inc. Inc. Inc. (Credit) Consolidated
<S> <C> <C> <C> <C> <C> <C> <C> <C>
SHAREHOLDERS' EQUITY AND LIABILITIES
CAPITALIZATION:
Common stock $146,445 $142,995 $ 1 $ 1 $ 1 $ 1 $142,999 $146,445
Paid-in capital - - 4,179 4,361 - - 8,540 -
Unearned compensation -
restricted stock grants (2,170) - - - - - - (2,170)
Retained earnings 163,868 148,458 10,684 9,983 517 3,474 173,116 163,868
Total common shareholders'
equity 308,143 291,453 14,864 14,345 518 3,475 324,655 308,143
Long-term debt - 139,733 - - 3,133 - - 142,866
308,143 431,186 14,864 14,345 3,651 3,475 324,655 451,009
CURRENT LIABILITIES:
Maturities and sinking fund
requirements of long-term debt - 35,000 - - 272 - - 35,272
Notes payable - 63,000 - - 3,800 - - 66,800
Accounts payable - 67,018 - - - 3,173 17,398 52,793
Accounts payable to affiliated
companies 22 - - 6 150 11 189 -
Customer deposits and advance
payments - 16,533 - - - - - 16,533
Accrued taxes - 13,971 - 573 - (2) 136 14,406
Accrued interest - 4,497 - - 64 - - 4,561
Other current liabilities - 21,210 - 2,475 2,850 - (139) 26,674
22 221,229 - 3,054 7,136 3,182 17,584 217,039
DEFERRED CREDITS:
Deferred income taxes - 67,421 - - - - - 67,421
Unamortized investment tax credit - 10,941 - - - - - 10,941
Customer advances for construction - 1,488 - - - - - 1,488
Regulatory income tax liability - 2,835 - - - - - 2,835
Other 139 15,828 - - 333 - 139 16,161
139 98,513 - - 333 - 139 98,846
$308,304 $750,928 $ 14,864 $ 17,399 $ 11,120 $ 6,657 $342,378 $766,894
</TABLE>
<TABLE>
INDIANA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME
TWELVE MONTHS ENDED DECEMBER 31, 1996
(Thousands - Unaudited)
Indiana Indiana
Indiana Gas IEI IGC Energy Energy Adjustments
Energy Company, Investments, Energy Realty, Services, Debit
Inc. Inc. Inc. Inc. Inc. Inc. (Credit) Consolidated
<S> <C> <C> <C> <C> <C> <C> <C> <C>
UTILITY OPERATING REVENUES $ - $548,766 $ - $ - $ - $ - $ - $548,766
COST OF GAS - 340,770 - - - - - 340,770
MARGIN - 207,996 - - - - - 207,996
UTILITY OPERATING EXPENSES:
Other operation - 74,808 - - - - - 74,808
Maintenance - 9,875 - - - - - 9,875
Depreciation and amortization - 33,738 - - - - - 33,738
Income taxes - 21,637 - - - - - 21,637
Taxes other than income taxes - 16,779 - - - - - 16,779
- 156,837 - - - - - 156,837
UTILITY OPERATING INCOME - 51,159 - - - - - 51,159
INTEREST AND OTHER:
Interest expense - 16,200 - - - - - 16,200
Allowance for borrowed funds
used during construction - (356) - - - - - (356)
Other amortization - 187 - - - - - 187
Other income - net - (993) - - - - - (993)
- 15,038 - - - - - 15,038
UTILITY INCOME - 36,121 - - - - - 36,121
NONUTILITY INCOME 40,393 - 4,531 4,387 163 3,222 48,424 4,272
NET INCOME $ 40,393 $ 36,121 $ 4,531 $ 4,387 $ 163 $ 3,222 $ 48,424 $ 40,393
</TABLE>
<TABLE>
INDIANA ENERGY, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF RETAINED EARNINGS
TWELVE MONTHS ENDED DECEMBER 31, 1996
(Thousands - Unaudited)
Indiana Indiana
Indiana Gas IEI IGC Energy Energy Adjustments
Energy, Company, Investments, Energy, Realty, Services, Debit
Inc. Inc. Inc. Inc. Inc. Inc. (Credit) Consolidated
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE DECEMBER 31, 1995 $148,587 $137,837 $ 6,153 $ 5,596 $ 354 $ 252 $150,192 $148,587
ADD:
Net Income 40,393 36,121 4,531 4,387 163 3,222 48,424 40,393
188,980 173,958 10,684 9,983 517 3,474 198,616 188,980
DEDUCT:
Dividends on Common Stock 25,112 25,500 - - - - (25,500) 25,112
BALANCE DECEMBER 31, 1996 $163,868 $148,458 $ 10,684 $ 9,983 $ 517 $ 3,474 $173,116 $163,868
</TABLE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<LEGEND>
This schedule contains summary financial information extracted from Indiana
Energy, Inc.'s consolidating financial statements as of December 31, 1996, 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-30-1997
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 766,894
<TOTAL-OPERATING-REVENUES> 548,766
<NET-INCOME> 40,393
</TABLE>
