NIPSCO INDUSTRIES INC
U-3A-2, 1995-02-28
ELECTRIC & OTHER SERVICES COMBINED
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<PAGE>
FORM U-3A-2

File No. 69-340

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.

Statement by Holding Company Claiming Exemption
Under Rule U-2 from Provisions of the Public Utility
Holding Company Act of 1935

To be filed annually prior to March 1

NIPSCO Industries, Inc.
(Name of Company)

hereby files with the Securities and Exchange Commission, pursuant to
Rule U-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 other than any exempt wholesale
generator (EWG) or foreign utility company in which claimant directly
or indirectly holds an interest.

<TABLE> 
<CAPTION>
                            State of                        Nature of
  Name of Company         Organization      Location        Business
======================   =============  ================= ==============

<S>                         <C>          <C>               <C>
NIPSCO Industries, Inc.     Indiana      Hammond, Indiana  Holding
                                                           company

801 East Corp.              Indiana      Merrillville,     Management
                                         Indiana           services

Hamilton Harbour            Indiana      Hammond, Indiana  Captive
 Services, Ltd.                                            insurance
                                                           program

Kokomo Gas and Fuel         Indiana      Kokomo, Indiana   Gas utility
 Company

Lakeside Energy             Indiana      Merrillville,     Electric
 Corporation                             Indiana           generator
                                                           project

NIPSCO Capital Markets,     Indiana      Hammond, Indiana  Funding agent
 Inc.                                                      for all
                                                           non-utility
                                                           ventures

NIPSCO Development          Indiana      Hammond, Indiana  Investments 
 Company, Inc.                                             including
                                                           real estate 

Analytic Systems            Indiana      Hobart, Indiana   Fluid
 Laboratories, Inc. (1)                                    filtration
                                                           systems

G. R. Clark Corporation     Indiana      Hobart, Indiana   Design of
 (2)                                                       pollution
                                                           control
                                                           systems

Harbor Coal Company (2)     Indiana      Hammond, Indiana  Coal
                                                           pulverization
                                                           joint
                                                           venture

JOF Transportation          Indiana      Hammond, Indiana  Rail freight
 Company  (2)                                              joint-venture

Lake Erie Land Company      Indiana      Hammond, Indiana  Development
 (2)                                                       of
                                                           commercial
                                                           real estate
 
SCC Services, Inc. (3)      Indiana      Hammond, Indiana  Operation of
                                                           golf course
 
KOGAF Enterprises, Inc.     Indiana      Kokomo, Indiana   Real estate
 (2)                                                       investments

Metals Technology           Indiana      Shirley, Indiana  Metals
 Corporation (4)                                           foundry

NDC Douglas Properties,     Indiana      Hammond, Indiana  Affordable
 Inc. (2)                                                  housing
                                                           projects

NIPSCO International        Indiana      Hammond, Indiana  Investing in
 Power System Company (2)                                  overseas
                                                           power
                                                           generation

NIPSCO Security Services,   Indiana      Hammond, Indiana  Security
 Inc. (2)                                                  services
 
Process and Control         Indiana      Hobart, Indiana   Design of
 Technology Corporation                                    pollution
 (2)                                                       control
                                                           systems

Riverside Caloric Company   Indiana      Hammond, Indiana  Tire-derived
 (2)                                                       fuel
                                                           processing
                                                           facilities

RIC, Inc. (2)               Indiana      Schererville,     Real estate
                                         Indiana           investing and
                                                           management

Cardinal Property           Indiana      Schererville,     Building and
 Management, Inc. (5)                    Indiana           property
                                                           management

NIPSCO Energy Services,     Indiana      Hammond, Indiana  Supervises
 Inc.                                                      energy-
                                                           related 
                                                           diversified
                                                           projects

Crossroads Pipeline         Indiana      Hammond, Indiana  Intrastate
 Company (6)                                               gas
                                                           transmission

NIPSCO Energy Trading       Indiana      Hammond, Indiana  Gas and other
 Corp. (6)                                                 energy
                                                           brokering
                                                           businesses

NIPSCO Fuel Company,        Indiana      Hammond, Indiana  Investments
 Inc. (6)                                                  in gas and
                                                           oil ventures

NFCO Acquisition Company    Texas        Dallas, Texas     Investment in
 (7)                                                       gas and oil
                                                           properties

NI-TEX, Inc. (6)            Indiana      Hammond, Indiana  Gas supply
                                                           and
                                                           transpor-
                                                           tation

Triumph Natural Gas, Inc.   Delaware     Dallas, Texas     Gas supply
 (8)                                                       and brokering

Northern Indiana Fuel and   Indiana      Auburn, Indiana   Gas utility
 Light Company, Inc.

Northern Indiana Trading    Indiana      Auburn, Indiana   Gas brokering
 Company (9)

Northern Indiana Public     Indiana      Hammond, Indiana  Electric and
 Service Company                                           gas utility

NIPSCO Exploration Company, Indiana      Hammond, Indiana  Gas
 Inc. (10)                                                 exploration
                                                           investment
                                                           in off-shore
                                                           Gulf of
                                                           Mexico oil
                                                           and gas
                                                           leases

Shore Line Shops,           Indiana      Hammond, Indiana  Real estate
 Incorporated (10)                                         purchase and
                                                           sale of
                                                           transferred 
                                                           employees
                                                           residences

North Lake Energy           Indiana      Merrillville,     Electric
 Corporation                             Indiana           generation
                                                           project

     <FN>
     (1) Majority-owned subsidiary of NIPSCO Development Company, Inc.

     (2) Wholly-owned subsidiary of NIPSCO Development Company, Inc.

     (3) Wholly-owned subsidiary of Lake Erie Land Company.

     (4) Majority-owned subsidiary of KOGAF Enterprises, Inc.

     (5) Wholly-owned subsidiary of RIC, Inc.

     (6) Wholly-owned subsidiary of NIPSCO Energy Services, Inc.

     (7) Wholly-owned subsidiary of NIPSCO Fuel Company, Inc.

     (8) Majority-owned subsidiary of NIPSCO Energy Services, Inc.

     (9) Wholly-owned subsidiary of Northern Indiana Fuel and Light
         Company, Inc.

    (10) Wholly-owned subsidiary of Northern Indiana Public Service
         Company.
</TABLE>

2.  A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation,
transmission and distribution of electric energy for sale, or for the
production, transmission, and distribution of natural or manufactured
gas, indicating the location of principal generating plants,
transmission lines, producing fields, gas manufacturing plants, and
electric 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
electric energy or gas at the borders of such State.

The claimant, NIPSCO Industries, Inc. (Industries), owns no physical
properties. All the physical properties of Northern Indiana Public
Service Company (Northern Indiana), Kokomo Gas and Fuel Company (Kokomo
Gas) and Northern Indiana Fuel and Light Company, Inc. (NIFL) are
located in the State of Indiana.  Crossroads Pipeline Company
(Crossroads) owns a 202-mile natural gas pipeline running from
northwest Indiana to Cygnet, Ohio.  Only the Indiana portion of the
line is presently in service as an intrastate gas pipeline.

The only significant real properties owned by other subsidiaries of
Industries are:  the Southlake Complex, a 325,000 square foot office
building in Merrillville, Indiana, leased to Northern Indiana and owned
by NIPSCO Development Company, Inc. (Development); a 36-mile
intrastate natural gas pipeline, located in southern Texas and
half-owned by NI-TEX, Inc.;  a golf course and surrounding residential
development in Chesterton, Indiana, owned by Lake Erie Land Company;
and commercial real estate joint ventures, half-owned by KOGAF
Enterprises, located in Kokomo, Indiana.

Northern Indiana Public Service Company.  Northern Indiana is a
public utility operating company engaged in supplying natural gas and
electrical energy to the public.  It operates in 30 counties in the
northern part of Indiana, serving an area of about 12,000 square miles
with a population of approximately 2.2 million.  Northern Indiana, at
December 31, 1994, served approximately 631,800 customers with gas and
approximately 400,500 with electricity.

ELECTRIC.  Northern Indiana owns and operates four electric generating
stations using fossil fuels with net capability of 3,179,000 kilowatts
(kw), two hydroelectric generating plants with rated net capabilities
of 10,000 kw, four gas fired combustion turbine generating units with
net capabilities of 203,000 kw, for a total system capacity of
3,392,000 kw. All of Northern Indiana's generating units are located in
Northwest Indiana.

Northern Indiana has 292 substations with an aggregate transformer
capacity of 22,575,400 KVA.  Its transmission system with voltages from
34,500 to 345,000 consists of approximately 3,050 circuit miles of
line.  The electric distribution system extends into 21 counties and
consists of approximately 7,684 circuit miles of overhead and
approximately 1,156 cable miles of underground primary distribution
lines operating at various voltages from 2,400 to 12,500 volts.

GAS.  In 1994, all of the gas was transported by Natural Gas Pipeline
Company of America (Natural), Midwestern Gas Transmission Company
(Midwestern), Panhandle Eastern Pipe Line Company (Panhandle),
Trunkline Gas Company (Trunkline) and ANR Pipeline Company (ANR).
Approximately 20% of Northern Indiana's 1994 gas supply was purchased
from the spot market and generally on a 30-day agreement.

The transportation and storage rates of Natural, Midwestern,
Panhandle, Trunkline and ANR to Northern Indiana are subject to change
in accordance with rate proceedings filed with the Federal Energy
Regulatory Commission.

Northern Indiana has in operation an underground gas storage field at
Royal Center, Indiana, which currently has a storage capacity of 6.75
million Mcf. In addition, Northern Indiana has several gas storage
service agreements which make possible the withdrawal of substantial
quantities of gas from other storage facilities.  All of the storage
agreements have limitations on the daily withdrawal volumes and the
timing thereof.

Northern Indiana has a liquefied natural gas plant in LaPorte
County,Indiana, which is designed for peak shaving and has the following
capacities:  maximum storage of 4,000,000 Mcf; maximum liquefaction
rate (gas to liquid), 20,000 Mcf per day; maximum vaporization rate
(output to distribution system), 400,000 Mcf per day.  Northern Indiana
has approximately 12,854 miles of gas mains.

OTHER PROPERTIES.  Northern Indiana owns and has a substantial investment
in offices and service buildings, salesrooms, garages, repair shops,
motor vehicles, construction equipment and tools, and office
furniture and equipment, and also leases offices and storerooms in
various localities.  It also owns miscellaneous parcels of real estate
not now used in utility operations.

Kokomo Gas and Fuel Company.  Kokomo Gas is a public utility operating
company which provides natural gas and natural gas transportation
services to approximately 31,500 customers at December 31, 1994.
Kokomo's service territories include all of Howard County, and parts
of Carroll, Cass, Clinton, Miami, and Tipton Counties in Indiana.
Kokomo's service area has a population in excess of 100,000 people and
includes 23 cities, towns, and communities.

Kokomo Gas purchased gas on the spot market from NI-TEX, Inc. a
subsidiary of NIPSCO Energy Services, Inc., to satisfy all of its
system requirements in 1994.

Kokomo Gas has a liqueified natural gas plant in Howard County which has
the following capacities:  maximum storage of 400,000 Mcf; maximum
liquefication rate (gas to liquid), 2,850 Mcf per day; maximum
vaporization rate (output to distribution system), 30,000 Mcf per day.
Kokomo Gas also has a gas holder with a storage capacity of 12,000
Mcf.  Kokomo Gas has approximately 719 miles of mains.

Northern Indiana Fuel and Light Company, Inc.  NIFL is a public utility
operating company which provides natural gas and natural gas
transportation services to approximately 29,800 customers at
December 31, 1994.  NIFL's service territories include all of DeKalb and
Steuben, and parts of Allen, LaGrange, and Noble Counties in Indiana.
NIFL's service area has a population in excess of 66,700 people and
includes 22 cities, towns, and communities.

NIFL purchased gas on the spot market from a number of suppliers
including NI-TEX, Inc., a subsidiary of NIPSCO Energy Services, Inc.,
to satisfy all of its system requirements in 1994.  NIFL has
approximately 751 miles of gas mains.

Crossroads Pipeline Company.  In April 1993, Industries purchased a
20-inch crude-oil pipeline that extends from near the Illinois-Indiana
state line east 202 miles to Cygnet, Ohio.  The Crossroads line has
been converted from oil to natural gas and was approved in late
December, 1993, by the Indiana Utility Regulatory Commission as an
intrastate gas pipeline.  Crossroads was in operation during 1994.

3.  The following information for the year 1994 with respect to claimant
and each of its subsidiary public utility companies:

    (a)  Number of Kwh of electric energy sold (at retail or wholesale)
    and Mcf of natural or manufactured gas distributed at retail.

<TABLE>
<CAPTION>
                                         Total Electric     Retail Gas 
                                             Sales          Distributed
       Company                               (Kwh)             (Mcf)
    ===============================     ===============    =============
    (S)                                  <C>                 <C>
    Northern Indiana Public Service
     Company                             15,536,393,762      273,215,335
    Kokomo Gas and Fuel Company                    NONE        8,057,901
    Northern Indiana Fuel and Light
     Company, Inc.                                 NONE        8,626,056
</TABLE)

    (b)  Number of Kwh of electric energy and Mcf of natural or
    manufactured gas distributed at retail outside the State in which
    each such company is organized.

                 NONE.

    (c)  Number of Kwh of electric energy and Mcf of natural or
    manufactured gas sold at wholesale outside the State in which each
    such company is organized, or at the State line.


</TABLE>
<TABLE>
<CAPTION>
                                         Electric Sales      Gas Sales
       Company                               (Kwh)             (Mcf)
    ===============================     ===============    =============
    <S>                                    <C>                    <C>
    Northern Indiana Public Service
     Company                               188,417,000*           NONE
    Kokomo Gas and Fuel Company                   NONE            NONE
    Northern Indiana Fuel and Light
     Company, Inc.                                NONE            NONE

<FN>
    *  Sold 101,098,000 Kwh to Consumers Power Company at the
    Indiana-Michigan state line, 8,013,000 Kwh to Central Illinois
    Public Service Company at the Indiana-Illinois state line, and
    79,306,000 Kwh to Commonwealth Edison Company, Inc. at the
    Indiana-Illinois state line.
</TABLE>

    (d)  Number of Kwh of electric energy and Mcf of natural or
    manufactured gas purchased outside the State in which each such
    company is organized or at the State line.  

<TABLE>
<CAPTION>
                                          Electric
                                          Purchases       Gas Purchases
       Company                              (Kwh)             (Mcf)
   ===============================     ===============    =============
   <S>                                   <C>                   <C>

    Northern Indiana Public Service
     Company                             694,912,000**         NONE
    Kokomo Gas and Fuel Company                   NONE         NONE
    Northern Indiana Fuel and Light
     Company, Inc.                                NONE         NONE

<FN>
    **  Purchased 10,904,000 Kwh from Consumers Power Company at the
    Indiana-Michigan state line, 60,028,000 Kwh from Central Illinois
    Public Service Company at the Indiana-Illinois state line, and
    623,980,000 Kwh from Commonwealth Edison Company, Inc. at the
    Indiana-Illinois state line.
</TABLE>

4.  The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an EWG or
a foreign utility company, stating monetary amounts in United States
dollars:

    (a)  Name, location, business address and description of the
    facilities used by the EWG or foreign utility company for the
    generation,transmission and distribution of electric energy for
    sale or for the distribution at retail of natural or manufactured
    gas.

         Elm Energy and Recycling (UK) Ltd. ("Elm Energy"), an exempt
    wholesale generator, is a whole tires-to-energy facility whose
    registered address is Sparklemore House, Biddings Lane, Bilston,
    Wolverhampton WV159NN, England. The facility incinerates waste
    tires, raises steam and generates electricity for export to the
    grid.

    (b)  Name of each system company that holds an interest in such EWG
    or foreign utility company; and description of the interest held.

         Development holds a 95% equity ownership position in Elm
    Energy.

    (c)  Type and amount of capital invested, directly or indirectly, by
    the holding company claiming exemption; any direct or indirect
    guarantee of the security of the EWG or foreign utility company by
    the holding company claiming exemption; and any debt or other
    financial obligation for which there is recourse, directly or
    indirectly, to the holding company claiming exemption or another
    system company, other than the EWG or foreign utility company.

         Industries invested $23,121,000 for Ordinary Shares of Elm
    Energy indirectly through Development.  Industries has provided no
    guarantees nor is there any debt having recourse to Industries.

    (d)  Capitalization and earnings of the EWG or foreign utility 
    company during the reporting period.

<TABLE>
<CAPTION>

      Elm Energy and Recycling (UK) Ltd.              (Dollars in
                  1994                                 thousands)
   ======================================             ============
    <S>                                                  <C>
    Capitalization at December 31, 1994:
    Shareholders' equity                                 $17,993
    Long-term debt                                        37,868
                                                         _______

     Total                                               $55,861
                                                         =======

    Net income                                           $   369
                                                         =======
</TABLE>

    (e)  Identify any service, sales or construction contract(s) between
    the EWG or foreign utility company and a system company, and
    describe the services to be rendered or goods sold and fees or
    revenues under such agreement(s).

         Pursuant to the Engineering Services Agreement dated June 22,
    1994 between Elm Energy and Development, Development has agreed to
    provide personnel to supervise the engineering operations and
    planning related to the Whole Tyre Recycling Facility at
    Wolverhampton. Development is to be paid 250,000 pounds sterling
    yearly for these services with quarterly invoicing in arrears.
    Development received $194,387.50 in payment of these services
    during 1994. 

<TABLE> <S> <C>

<ARTICLE> OPUR3
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of NIPSCO Industries, Inc. for twelve months ended
December 31, 1994, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1994
<PERIOD-END>                               DEC-31-1994
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-ASSETS>                               3,944,543
<TOTAL-OPERATING-REVENUES>                   1,676,401
<NET-INCOME>                                   163,987
        

</TABLE>


(EXHIBIT A)
December 31, 1994 ORGANIZATION CHART

A.1  NIPSCO Industries, Inc.

A.2    801 East Corp.:
         Income Statement (No Activity)
         Statement of Retained Earnings (None - Zero Amounts)

A.3    Hamilton Harbour Insurance Services, Ltd.:
         Income Statement (No Activity)
         Statement of Retained Earnings (None - Zero Amounts)

A.4    Kokomo Gas and Fuel Company

A.5    Lakeside Energy Corporation:
         Balance Sheet (None - Zero Amounts)
         Income Statement (No Activity)
         Statement of Retained Earnings (None - Zero Amounts)

A.6    NIPSCO Capital Markets, Inc.

A.7    NIPSCO Development Company, Inc.
A.8      Analytic Systems Laboratories, Inc.
A.9      G. R. Clark Corporation
A.10     Harbor Coal Company
A.11     JOF Transportation Company
A.12     Lake Erie Land Company
A.13       SCC Services, Inc.
A.14     KOGAF Enterprises, Inc.
A.15       Metals Technology Corporation
A.16     NDC Douglas Properties, Inc.
A.17     NIPSCO International Power Systems Company:
           Income Statement (No Activity)
A.18     NIPSCO Security Services, Inc.
A.19     Process and Control Technology Corporation:
           Income Statement (No Activity)
A.20     Riverside Caloric Company
A.21     RIC, Inc.
A.22       Cardinal Property Management, Inc.

A.23   NIPSCO Energy Services, Inc.
A.24     Crossroads Pipeline Company
A.25     NIPSCO Energy Trading Corp.
A.26     NIPSCO Fuel Company, Inc.
A.27       NFCO Acquisition Company
A.28     NI-TEX, Inc.
A.29     Triumph Natural Gas, Inc.:
           Balance Sheet (None - Zero Amounts)
           Income Statement (No Activity)
           Statement of Retained Earnings (None - Zero Amounts)

A.30   Northern Indiana Fuel & Light Company, Inc.
A.31     Northern Indiana Trading Company

A.32   Northern Indiana Public Service Company
A.33     NIPSCO Exploration Company, Inc.
A.34     Shore Line Shops, Incorporated

A.35   North Lake Energy Corporation:
         Income Statement (No Activity)
         Statement of Retained Earnings (None - Zero Amounts)


<TABLE>
<CAPTION>
A.1  NIPSCO INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Utility Plant, At Original Cost
  (including construction work in
  progress of $221,830):                                            
    Electric                                             $3,858,118
    Gas                                                   1,258,801
    Common                                                  316,120
                                                         __________
                                                          5,433,039
    Less-Accumulated provision for
      depreciation and amortization                       2,202,082
                                                         __________
        Total Utility Plant                               3,230,957
                                                         __________

Other Property and Investments:
  Other property, at cost, less accumulated
    provision for depreciation                              126,632
  Investments, at equity                                     27,023
  Investments, at cost                                       10,355
                                                         __________
        Total Other Property and Investments                164,010
                                                         __________
  
Current Assets:                
  Cash and cash equivalents                                  40,441        
  Accounts receivable, less reserve of $4,899                86,299
  Fuel adjustment clause                                      1,614
  Gas cost adjustment clause                                 25,972
  Materials and supplies, at average cost                    66,397
  Electric production fuel, at average cost                  18,347
  Natural gas in storage, at last-in, first-out cost         77,794
  Payments and other                                         11,081
                                                         __________
        Total Current Assets                                327,945
                                                         __________

Other Assets:
  Regulatory assets                                         195,449
  Deferred charges and other non-current assets              26,182
                                                         __________
        Total Other Assets                                  221,631
                                                         __________

        TOTAL ASSETS                                     $3,944,543
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                     <C>
Capitalization:
  Common shareholders' equity                            $1,107,848
  Preferred stocks - 
    Northern Indiana Public Service Company: 
      Series without mandatory redemption provisions         86,389
      Series with mandatory redemption provisions            66,057 
    NIPSCO Industries, Inc.:
      Series with mandatory redemption provisions            35,000 
  Long-term debt, excluding amounts due within one year   1,180,338
                                                         __________
            Total Capitalization                          2,475,632
                                                         __________

Current Liabilities:
  Obligations due within one year -

    Northern Indiana Public Service Company:
      Commercial paper                                      156,500 
      First Mortgage Bonds -
        Series N, 4-5/8% - due May 15, 1995                  22,436
      Notes payable -
        Issued at interest rates between 6.00%
          and 6.33% with a weighted average
          interest rate of 6.15% and various
          maturities between January 4, 1995
          and February 14, 1995                              92,700

    NIPSCO Capital Markets, Inc.:
      Commercial paper                                       49,600
      Notes payable -
        Issued at interest rates of 6.27% and
          6.30% with a weighted average interest
          rate of 6.30% and maturities of
          January 17, 1995 and January 27, 1995              12,700

    Elm Energy and Recycling (UK), Ltd.:
      Term loan facility                                      3,262

    NDC Douglas Properties, Inc.:
      Notes payable                                           1,013
                                                         __________
                                                            338,211
                                                         __________

  Other Current Liabilities -
    Accounts payable                                        158,463
    Sinking funds due within one year                         2,578
    Dividends declared on common and preferred stocks        27,077
    Customer deposits                                         9,291
    Taxes accrued                                            50,168
    Interest accrued                                         10,561
    Other accruals                                           44,639
                                                         __________
                                                            302,777
                                                         __________
        Total Current Liabilities                           640,988
                                                         __________

Other:
  Deferred income taxes                                     575,323
  Deferred investment tax credits, being
    amortized over life of related property                 123,181
  Deferred credits                                           45,001
  Regulatory income tax liability                            18,599
  Other noncurrent liabilities                               65,819
                                                         __________
        Total Other                                         827,923
                                                         __________

          TOTAL LIABILITIES                              $3,944,543
                                                         ==========
<CAPTION>
CONSOLIDATED STATEMENT OF CAPITALIZATION
<S>                                                      <C>
Common shareholders' equity                              $1,107,848
                                                         __________
Preferred Stocks, Which Are Redeemable Solely
  At Option of Issuer:

    Northern Indiana Public Service Company -
      Cumulative preferred stock - $100 par value
        4-1/4% series - 211,266 shares outstanding           21,127
        4-1/2% series -  79,996 shares outstanding            8,000
        4.22% series  - 106,200 shares outstanding           10,620
        4.88% series  - 100,000 shares outstanding           10,000
        7.44% series  -  41,900 shares outstanding            4,190
        7.50% series  -  34,842 shares outstanding            3,484
        Premium on preferred stock                              254

      Cumulative preferred stock - no par value -
        Adjustable Rate (6.00% at December 31, 1994) -
          Series A (stated value - $50 per share),
          574,285 shares outstanding                         28,714
                                                         __________
                                                             86,389
                                                         __________

Redeemable Preferred Stocks, Subject to Mandatory
  Redemption Requirements or Whose Redemption
  Is Outside the Control of Issuer:

    Northern Indiana Public Service Company -

      Cumulative preferred stock - $100 par value -
        8.85%  series - 100,000 shares outstanding           10,000
        7-3/4% series -  55,568 shares outstanding            5,557
        8.35%  series -  75,000 shares outstanding            7,500

      Cumulative preferred stock - no par value -
        6.50% series  - 430,000 shares outstanding           43,000
                                                         __________
                                                             66,057
                                                         __________

    NIPSCO Industries, Inc. -
      Cumulative preferred shares - without
        par value - 8.75% series (stated value -
        $100 per share), 350,000 shares outstanding          35,000
                                                         __________
Long-term Debt                                            1,180,338
                                                         __________

            TOTAL CAPITALIZATION                         $2,475,632
                                                         ==========
<CAPTION>
CONSOLIDATED STATEMENT OF LONG-TERM DEBT
<S>                                                      <C>
Northern Indiana Public Service Company:
  First mortgage bonds - 
    Series O,  6-3/8% - due September 1, 1997            $   25,747
    Series P,  6-7/8% - due October 1, 1998                  14,509
    Series T,  7-1/2% - due April 1, 2002                    40,543
    Series U,  8-1/8% - due July 15, 2003                    55,239
    Series Z,  8-1/8% - due August 15, 2007                  39,569
    Series NN, 7.10%  - due July 1, 2017                     55,000
                                                         __________
          Total                                             230,607
                                                         __________

  Pollution control notes and bonds -
    Series A note - City of Michigan City -
      5.70% due October 1, 2003                              20,750
    Series 1988 bonds - Jasper County - 
      Series A, B and C
      3.68% weighted average at December 31, 1994, 
      due November 1, 2016                                  130,000
    Series 1988 bonds - Jasper County - Series D
      3.90% weighted average at December 31, 1994,
      due November 1, 2007                                   24,000
    Series 1994 Bonds - Jasper County - Series A
      6.15% weighted average at December 31, 1994,
      due August 1,2010                                      10,000
    Series 1994 bonds - Jasper County - Series B
      6.15% weighted average at December 31, 1994,
      due June 1, 2013                                       18,000
    Series 1994 bonds - Jasper County - Series C
      6.15% weighted average at December 31, 1994,
      due April 1, 2019                                      41,000
                                                         __________
          Total                                             243,750
                                                         __________

  Medium-term Notes -
     Issued at interest rates between 4.94% and
       7.64%, with a weighted average interest
       rate of 6.47% and various maturities
       between July 25, 1996 and January 19, 2024           594,750
                                                         __________

  Unamortized premium and discount on
    long-term debt, net                                      (3,756)
                                                         __________

          Total Long-term Debt of
            Northern Indiana Public Service Company       1,065,351
                                                         __________


NIPSCO Capital Markets, Inc.:
  Medium-term note - 9.95% - due June 10, 1996                7,500
  Unamortized discount                                           (9)
  Zero Coupon Notes - 7.57%, $72,500 at maturity,
    due December 1, 1997                                     58,373
                                                         __________
          Total Long-Term Debt of
            NIPSCO Capital Markets, Inc.                     65,864
                                                         __________


NIPSCO Development Company, Inc.:
  Lake Erie Land Company - Notes Payable -
    Interest rates between 8.50% and 9.50% with
      a weighted average interest rate of 8.91%
      and various maturities between July 5, 1996
      and June 30, 1998                                       3,155

  Elm Energy and Recycling (UK), Ltd. Term Loan
    Facility - 6.79% - due December 31, 2004                 34,606

  Metals Technology Corporation - Notes Payable -
    Mortgage note, 9.00% - due September 25, 2005                98

  NDC Douglas Properties, Inc. - Notes Payable -
    Interest rates between 6.72% and 7.94% with a
    weighted average interest rate of 7.54% and
    maturities through January 1, 2005                       11,264
                                                         __________
          Total Long-term Debt of
            NIPSCO Development Company, Inc.                 49,123
                                                         __________

          TOTAL LONG-TERM DEBT,
            EXCLUDING AMOUNTS DUE IN ONE YEAR            $1,180,338
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.1  NIPSCO INDUSTRIES, INC.
CONSOLIDATED INCOME STATEMENT
December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Gas                                                    $  681,909
  Electric                                                  994,492
                                                         __________
                                                          1,676,401
                                                         __________

Cost of Energy:
  Gas costs                                                 403,437
  Fuel for electric generation                              247,134
  Power purchased                                            32,503
                                                         __________
                                                            683,074
                                                         __________
Operating Margin                                            993,327
                                                         __________

Operating Expenses and Taxes (except income):
  Operation                                                 287,766
  Maintenance                                                80,170
  Depreciation and amortization                             194,283
  Taxes (except income)                                      72,227
                                                         __________
                                                            634,446
                                                         __________
Operating Income Before Utility Income Taxes                358,881
                                                         __________
Utility Income Taxes                                         97,732
                                                         __________
Operating Income                                            261,149
                                                         __________
Other Income (Deductions):
  Other, net                                                  2,216
                                                         __________
Income Before Interest and Other Charges                    263,365
                                                         __________

Interest and Other Charges:
  Interest on long-term debt                                 78,292
  Other interest                                             11,650
  Allowance for borrowed funds used during
    construction and carrying charges                        (4,374)
  Amortization of premium, reacquisition 
    premium, discount and expense on debt, net                3,897
  Dividend requirements on preferred stocks
    of subsidiary                                             9,913
                                                         __________
                                                             99,378
                                                         __________

Net Income                                                  163,987

Dividend Requirements on Preferred Shares                     3,063
                                                         __________

Balance Available for Common Shareholders                $  160,924
                                                         ==========

Average Common Shares Outstanding                        64,820,039

Earnings Per Average Common Share                        $     2.48
                                                         ==========

Dividends Declared Per Common Share                      $     1.47
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF COMMON SHAREHOLDERS' EQUITY
December 31, 1994
                                           (Dollars in Thousands)
                                   ______________________________________
                                                              Additional
                                                  Common       Paid-In
                                     Total        Shares       Capital
==============================     ==========    ==========    ==========
<S>                                <C>           <C>           <C>
Balance, December 31, 1993         $1,094,672    $  870,930    $   27,631

Net income                            163,987

Dividends:
  Preferred shares                     (3,063)
  Common shares                       (94,803)

Treasury shares acquired              (58,717)

Issued:
  Employee stock purchase plan            598                         293
  Long-term incentive plan              1,449                          31

Other                                   3,725                       1,702
                                   __________    __________    __________
Balance, December 31, 1994         $1,107,848    $  870,930    $   29,657
                                   ==========    ==========    ==========

<CAPTION>
                                           (Dollars in Thousands)
                                   ______________________________________    
                                                                Unearned 
                                    Retained      Treasury       Compen-
                                    Earnings       Shares        sation 
==============================     ==========    ==========    ==========
<S>                                <C>           <C>           <C>
Balance, December 31, 1993         $  380,888    $ (180,212)   $   (1,684)

Net income                            163,987

Dividends:
  Preferred shares                     (3,063)
  Common shares                       (94,803)

Treasury shares acquired                            (58,717)

Issued:
  Employee stock purchase plan                          305              
  Long-term incentive plan                            1,431           (13)

Other                                     (81)                        727
                                   __________    __________    __________

Balance, December 31, 1994         $  446,928    $ (237,193)   $     (970)
                                   ==========    ==========    ==========

<CAPTION>
                                   (Dollars in
                                    Thousands)           Shares
                                   ____________  ________________________    
                                    Currency                              
                                   Translation    Common        Treasury
                                   Adjustment     Shares        Shares 
==============================     ==========    ==========    ==========
<S>                                <C>           <C>           <C>
Balance, December 31, 1993         $   (2,881)   73,892,109    (8,063,271)

Net income                                   

Dividends:
  Preferred shares                            
  Common shares                               

Treasury shares acquired                                       (2,002,586)

Issued:
  Employee stock purchase plan                                     19,248
  Long-term incentive plan                                         59,889

Other                                   1,377                            
                                   __________    __________    __________
Balance, December 31, 1994         $   (1,504)   73,892,109    (9,986,720)
                                   ==========    ==========    ==========
</TABLE>


<TABLE>                                                      
<CAPTION>
A.2  801 EAST CORP.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      149
  Accounts receivable - associated companies                    237
                                                         __________
    Total Current Assets                                        386
                                                         __________

                                                         $      386
    TOTAL ASSETS                                         ==========

<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Current Liabilities:
  Total accounts payable                                 $      177
  Taxes accrued                                                  (3)
  Notes payable to associated companies                         256
  Taxes withheld payables                                       (44)
                                                         __________
    Total Current Liabilities                                   386
                                                         __________

      TOTAL LIABILITIES                                  $      386
                                                         ==========
</TABLE>

<TABLE>
<CAPTION>
A.2  801 EAST CORP.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.2  801 East Corp.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.3  HAMILTON HARBOUR INSURANCE SERVICES, LTD.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Prepayments                                            $       40
                                                         __________
    Total Current Assets                                         40
                                                         __________

      TOTAL ASSETS                                       $       40
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Current Liabilities:
  Total accounts payable                                 $       40
                                                         __________
    Total Current Liabilities                                    40
                                                         __________

      TOTAL LIABILITIES                                  $       40
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.3  HAMILTON HARBOUR INSURANCE SERVICES, LTD.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.3  HAMILTON HARBOUR INSURANCE SERVICES, LTD.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.4  KOKOMO GAS AND FUEL COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Utility Plant:
  Utility Plant                                          $   67,506
  Less - accumulated provision for depreciation             (24,271)
                                                         __________
    Total Utility Plant                                      43,235
                                                         __________

Other Property and Investments:
  Investments at cost                                             5
                                                         __________
    Total Other Property and Investments                          5
                                                         __________

Current Assets:
  Cash and cash equivalents                                   2,664
  Accounts receivable, less reserve                           3,281
  Gas cost adjustment clause                                 (1,561)
  Material and supplies at average cost                         333
  Natural gas in storage, at LIFO cost                        2,273
  Prepayments and other                                       6,502
                                                         __________
    Total Current Assets                                     13,492
                                                         __________

Other Assets:
  Regulatory assets                                             167
  Deferred charges and other                                     48
                                                         __________
    Total Other Assets                                          215
                                                         __________

      TOTAL ASSETS                                       $   56,947
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $   46,170
  Retained earnings                                            (605)
                                                         __________
    Total Capitalization                                     45,565
                                                         __________

Current Liabilities:
  Total accounts payable                                      3,310
  Customer deposits                                             443
  Taxes accrued                                               1,315
  Interest accrued                                              132
  Other accruals                                                126
                                                         __________
    Total Current Liabilities                                 5,326
                                                         __________

Other:
  Deferred income taxes                                       2,354
  Deferred income tax credits amortized                         753
  Deferred credits                                                2
  Regulatory income tax liability                             1,644
  Other non-current liabilities                               1,303
                                                         __________
    Total Other                                               6,056
                                                         __________

      TOTAL LIABILITIES                                  $   56,947
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.4  KOKOMO GAS AND FUEL COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Gas                                                    $   31,164
  Other income                                                 (183)
                                                         __________
    Total                                                    30,981
                                                         __________

Operating Expenses and Taxes:
  Gas costs                                                  19,946
  Operation expenses                                          3,516
  Administrative and general expenses                         3,338
  Taxes other than income                                       965
  Interest expense                                               24
  Tax expense                                                 1,122
                                                         __________
    Total                                                    28,911
                                                         __________

Net Income (Loss)                                        $    2,070
                                                         ==========
</TABLE>
 

<TABLE>
<CAPTION>
A.4  KOKOMO GAS AND FUEL COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $     (275)

Net Income                                                    2,070
Dividends declared common                                    (2,400)
                                                         __________

Balance at End of Year                                   $     (605)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.5  LAKESIDE ENERGY CORPORATION
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.5  LAKESIDE ENERGY CORPORATION
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.5  LAKESIDE ENERGY CORPORATION
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>



<TABLE>
<CAPTION>
A.6  NIPSCO CAPITAL MARKETS, INC. 
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        6
  Accounts receivable - associated companies                  1,062
  Notes receivable - associated companies                   130,227
  Prepayments                                                   131
                                                         __________
    Total Current Assets                                    131,426
                                                         __________

Other Assets:
  Deferred charges and other                                    444
                                                         __________
    Total Other Assets                                          444
                                                         __________

      TOTAL ASSETS                                       $  131,870
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $    1,000
  Retained earnings                                           2,206
  Retained earnings - current year                              366

NIPSCO Industries, Inc:
  Long-term debt other                                       65,873
  Unamortized discount - long term debt                          (9)
                                                         __________
    Total Capitalization                                     69,436
                                                         __________

Current Liabilities:
  Commercial paper - NIPSCO Capital Markets, Inc.            49,600
  Notes payable - NIPSCO Capital Markets, Inc.               12,700
  Total accounts payable                                         34
  Interest accrued                                               97
                                                         __________
    Total Current Liabilities                                62,431
                                                         __________

Other:
  Deferred credits                                                3
                                                         __________
    Total Other                                                   3
                                                         __________

      TOTAL LIABILITIES                                  $  131,870
                                                         ==========
</TABLE>
  

<TABLE>
<CAPTION>
A.6  NIPSCO CAPITAL MARKETS, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    8,208
                                                         __________
    Total                                                     8,208
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                            57
  Taxes other than income                                         1
  Interest expense                                            7,574
  Tax expense                                                   210
                                                         __________
    Total                                                     7,842
                                                         __________
Net Income (Loss)                                        $      366
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.6  NIPSCO CAPITAL MARKETS, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    2,206

Net Income                                                      366
                                                         __________

Balance at End of Year                                   $    2,572
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.7  NIPSCO DEVELOPMENT COMPANY, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $    1,918
  Notes receivable                                              427
  Other accounts receivable                                     161
  Accounts receivable - associated companies                  3,632
  Notes receivable - associated companies                     1,515
  Prepayments                                                    21
                                                         __________
    Total Current Assets                                      7,674
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                   11,094
  Investments at equity                                      24,521
  Investments at cost                                         4,842
                                                         __________
    Total Other Property and Investments                     40,457
                                                         __________

Other Assets:
  Deferred charges and other                                     76
                                                         __________
    Total Other Assets                                           76
                                                         __________

      TOTAL ASSETS                                       $   48,207
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Foreign currency translation adjustment                    (1,504)
  Retained earnings                                          (7,193)
  Retained earnings - current year                           (8,091)
                                                         __________
    Total Capitalization                                    (16,787)
                                                         __________

Current Liabilities:
  Total accounts payable                                      3,390
  Taxes accrued                                                 672
  Notes payable to associated companies                      63,393
                                                         __________
    Total Current Liabilities                                67,455
                                                         __________

Other:
  Deferred income taxes                                      (2,690)
  Deferred credits                                              229
                                                         __________
    Total Other                                              (2,461)
                                                         __________

      TOTAL LIABILITIES                                  $   48,207
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.7  NIPSCO DEVELOPMENT COMPANY, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    3,343
  Other income                                               (1,858)
                                                         __________
    Total                                                     1,485
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                         2,614
  Taxes other than income                                        72
  Depreciation expense                                          341
  Interest expense                                            4,425
  Tax expense                                                (2,595)
                                                         __________
    Total                                                     4,857
                                                         __________
Income (Loss) Before Subsidiaries                            (3,372)
                                                         __________

Subsidiary Gain (Loss)                                       (4,719)
                                                         __________

Net Income (Loss)                                        $   (8,091)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.7  NIPSCO DEVELOPMENT COMPANY, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (7,194)

Net Income                                                   (8,091)
                                                         __________

Balance at End of Year                                   $  (15,285)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.8  ANALYTIC SYSTEMS LABORATORIES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       21
  Other accounts receivable                                      81
  Material and supplies at average cost                          81
  Prepayments                                                     2
                                                         __________
    Total Current Assets                                        185
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       97
                                                         __________
    Total Other Property and Investments                         97
                                                         __________

Other Assets:
  Deferred charges and other                                      3
                                                         __________
    Total Other Assets                                            3
                                                         __________

      TOTAL ASSETS                                       $      285
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $      561
  Retained earnings                                          (1,672)
  Retained earnings - current year                             (935)
                                                         __________
    Total Capitalization                                     (2,046)
                                                         __________

Current Liabilities:
  Total accounts payable                                        807
  Notes payable to associated companies                       1,515
  Other accruals                                                  9
                                                         __________
    Total Current Liabilities                                 2,331
                                                         __________

      TOTAL LIABILITIES                                  $      285
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.8  ANALYTIC SYSTEMS LABORATORIES, INC. 
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      749
  Other income                                                    5
                                                         __________
    Total                                                       754
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                            275
  Administrative and general expenses                         1,202
  Taxes other than income                                        21
  Depreciation expense                                           23
  Interest expense                                              168
                                                         __________
    Total                                                     1,689
                                                         __________

Net Income (Loss)                                        $     (935)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.8  ANALYTIC SYSTEMS LABORATORIES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (1,672)

Net Income                                                     (935)
                                                         __________

Balance at End of Year                                   $   (2,607)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.9  G. R. CLARK CORPORATION
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      561
  Other accounts receivable                                     766
  Accounts receivable - associated companies                    135
  Prepayments                                                    15
                                                         __________
    Total Current Assets                                      1,477
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       17
                                                         __________

    Total Other Property and Investments                         17
                                                         __________

Other Assets:
  Deferred Charges and Other                                     12
                                                         __________
    Total Other Assets                                           12
                                                         __________

      TOTAL ASSETS                                       $    1,506
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Additional paid-in-capital                                  2,236
  Retained earnings                                            (813)
  Retained earnings - current year                             (173)
                                                         __________
    Total Capitalization                                      1,251
                                                         __________

Current Liabilities:
  Total accounts payable                                         69
  Notes payable to associated companies                           3
  Other accruals                                                 27
                                                         __________
    Total Current Liabilities                                    99
                                                         __________

Other:
  Deferred income taxes                                         156
                                                         __________
    Total Other                                                 156
                                                         __________

      TOTAL LIABILITIES                                  $    1,506
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.9  G. R. CLARK CORPORATION
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      294
  Other income                                                  (13)
                                                         __________
    Total                                                       281
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                            272
  Administrative and general expenses                           274
  Interest expense                                               17
  Tax expense                                                  (109)
                                                         __________
    Total                                                       454
                                                         __________

Net Income (Loss)                                        $     (173)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.9  G. R. CLARK CORPORATION
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $     (813)

Net Income                                                     (173)
                                                         __________

Balance at End of Year                                   $     (986)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.10  HARBOR COAL COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        5
  Accounts receivable - associated companies                  2,311
  Prepayments                                                    33
                                                         __________
    Total Current Assets                                      2,349
                                                         __________

Other Property and Investments:
  Investments at equity                                        (322)
                                                         __________
    Total Other Property and Investments                       (322)
                                                         __________

      TOTAL ASSETS                                       $    2,027
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                     <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                            (249)
  Retained earnings - current year                           (3,327)
                                                         __________
    Total Capitalization                                     (3,575)
                                                         __________

Current Liabilities:
  Total accounts payable                                        325
  Notes payable to associated companies                       6,910
                                                         __________
    Total Current Liabilities                                 7,235
                                                         __________

Other:
  Deferred income taxes                                      (1,633)
                                                         __________

    Total Other                                              (1,633)
                                                         __________

      TOTAL LIABILITIES                                  $    2,027
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.10  HARBOR COAL COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                     <C>
Operating Revenues:
  Total operating revenue                                $   (4,939)
                                                         __________
    Total                                                    (4,939)
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                           101
  Taxes other than income                                        51
  Interest expense                                              300
  Tax expense                                                (2,064)
                                                         __________
    Total                                                    (1,612)
                                                         __________

Net Income (Loss)                                        $   (3,327)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.10  HARBOR COAL COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $     (249)
                                                                     
Net Income                                                   (3,327)
                                                         __________

Balance at End of Year                                   $   (3,576)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.11  JOF TRANSPORTATION COMPANY     
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                     <C>
Current Assets:
  Cash and cash equivalents                              $    2,538
  Accounts receivable - associated companies                    122
                                                         __________
    Total Current Assets                                      2,660
                                                         __________

Other Property and Investments:
  Investments at equity                                       2,284
                                                         __________
    Total Other Property and Investments                      2,284
                                                         __________

      TOTAL ASSETS                                       $    4,944
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                           2,999
  Retained earnings - current year                              955
                                                         __________
    Total Capitalization                                      3,955
                                                         __________

Current Liabilities:
  Total accounts payable                                        585
  Taxes accrued                                                 (55)
                                                         __________
    Total Current Liabilities                                   530
                                                         __________

Other:
  Deferred income taxes                                         459
                                                         __________
    Total Other                                                 459
                                                         __________

      TOTAL LIABILITIES                                  $    4,944
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.11  JOF TRANSPORTATION COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    1,412
  Other income                                                   75
                                                         __________
    Total                                                     1,487
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                             1
  Taxes other than income                                        (4)
  Tax expense                                                   535
                                                         __________
    Total                                                       532
                                                         __________

Net Income (Loss)                                        $      955
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.11  JOF TRANSPORTATION COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    2,999

Net Income                                                      955
                                                         __________

Balance at End of Year                                   $    3,954
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.12  LAKE ERIE LAND COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      294
  Notes receivable                                              375
  Other accounts receivable                                     194
  Accounts receivable - associated companies                  1,599
  Material and supplies at average cost                         967
  Prepayments                                                   142
                                                         __________
    Total Current Assets                                      3,571
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                    7,909
  Investments at equity                                          56
  Investments at cost                                         3,211
                                                         __________
    Total Other Property and Investments                     11,176
                                                         __________

      TOTAL ASSETS                                       $   14,747
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Additional paid-in capital                                  6,050
  Retained earnings                                          (1,994)
  Retained earnings - current year                             (909)
  Long term debt excluding amounts due                        3,155
                                                         __________
    Total Capitalization                                      6,303
                                                         __________

Current Liabilities:
  Total accounts payable                                      1,324
  Customer deposits                                               8
  Taxes accrued                                                  76
  Interest accrued                                               20
  Notes payable to associated companies                       6,856
  Other accruals                                                128
                                                         __________
    Total Current Liabilities                                 8,412
                                                         __________

Other:
  Deferred income taxes                                          23
  Deferred credits                                                9
                                                         __________
    Total Other                                                  32
                                                         __________

      TOTAL LIABILITIES                                  $   14,747
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.12  LAKE ERIE LAND COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    2,058
  Other income                                                 (372)
                                                         __________
    Total                                                     1,686
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                            529
  Administrative and general expenses                         1,107
  Taxes other than income                                        40
  Depreciation expense                                          406
  Interest expense                                              753
  Tax expense                                                  (361)
                                                         __________
    Total                                                     2,474
                                                         __________

Income (Loss) Before Subsidiaries                              (788)
                                                         __________
Subsidiary Gain (Loss)                                         (121)
                                                         __________

Net Income (Loss)                                        $     (909)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.12  LAKE ERIE LAND COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (1,994)

Net Income                                                     (909)
                                                         __________

Balance at End of Year                                   $   (2,903)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.13  SCC SERVICES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      109
  Other accounts receivable                                      96
  Accounts receivable - associated companies                  1,038
  Material and supplies at average cost                         144
                                                         __________
    Total Current Assets                                      1,387
                                                         __________

Other Assets:
  Deferred charges and other                                     29
                                                         __________
    Total Other Assets                                           29
                                                         __________

      TOTAL ASSETS                                       $    1,416
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Additional paid-in-capital                                     57
  Retained earnings                                             119
  Retained earnings - current year                             (121)
                                                         __________
    Total Capitalization                                         56
                                                         __________

Current Liabilities:
  Total accounts payable                                      1,280
                                                         __________

    Total Current Liabilities                                 1,280
                                                         __________

Other:
  Deferred credits                                               80
                                                         __________

    Total Other                                                  80
                                                         __________

      TOTAL LIABILITIES                                  $    1,416
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.13  SCC SERVICES, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    2,578
                                                         __________
    Total                                                     2,578
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                         2,634
  Taxes other than income                                       138
  Tax expense                                                   (73)
                                                         __________
    Total                                                     2,699
                                                         __________

Net Income (Loss)                                        $     (121)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.13  SCC SERVICES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      119

Net Income                                                     (121)
                                                         __________

Balance at End of Year                                   $       (2)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.14  KOGAF ENTERPRISES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       42
  Notes receivable                                              605
  Other accounts receivable                                     188
                                                         __________
    Total Current Assets                                        835
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                      243
  Investments at equity                                       1,551
                                                         __________
    Total Other Property and Investments                      1,794
                                                         __________

      TOTAL ASSETS                                       $    2,629
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $    2,103
  Retained earnings                                              29
  Retained earnings - current year                              188
                                                         __________
    Total Capitalization                                      2,320
                                                         __________

Current Liabilities:
  Total accounts payable                                          3
  Taxes accrued                                                  52
  Notes payable to associated companies                         300
                                                         __________
    Total Current Liabilities                                   355
                                                         __________

Other:
  Deferred income taxes                                         (46)
                                                         __________
    Total Other                                                 (46)
                                                         __________

      TOTAL LIABILITIES                                  $    2,629
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.14  KOGAF Enterprises, Inc.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      256
                                                         __________
    Total                                                       256
                                                         __________
Operating Expenses and Taxes:
  Administrative and general expenses                           120
  Depreciation expense                                            6
  Tax expense                                                     5
                                                         __________
    Total                                                       131
                                                         __________
Income (Loss) Before Subsidiaries                               125
                                                         __________

Subsidiary Gain (Loss)                                           63
                                                         __________

Net Income (Loss)                                        $      188
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.14  KOGAF ENTERPRISES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $       29

Net Income                                                      188
                                                         __________

Balance at End of Year                                   $      217
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.15  METALS TECHNOLOGY CORPORATION
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      547
  Other accounts receivable                                     462
  Material and supplies at average cost                         400
                                                         __________
    Total Current Assets                                      1,409
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                      441
                                                         __________
    Total Other Property and Investments                        441
                                                         __________

      TOTAL ASSETS                                       $    1,850
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $      310
  Additional paid-in-capital                                      1
  Retained earnings                                           1,116
  Retained earnings - current year                               92
  Less - cost of treasury shares                               (212)
  Long term debt - other                                         98
                                                         __________
    Total Capitalization                                      1,405
                                                         __________

Current Liabilities:
  Other current liabilities                                      10
  Total accounts payable                                        224
  Taxes accrued                                                 154
  Other accruals                                                 57
                                                         __________
    Total Current Liabilities                                   445
                                                         __________

      TOTAL LIABILITIES                                  $    1,850
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.15  METALS TECHNOLOGY CORPORATION
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      147
                                                         __________
    Total                                                       147
                                                         __________

Operating Expenses and Taxes:
  Tax expense                                                    55
                                                         __________
    Total                                                        55
                                                         __________

Net Income (Loss)                                        $       92
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.15  METALS TECHNOLOGY CORPORATION
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    1,115

Net Income                                                       92
                                                         __________

Balance at End of Year                                   $    1,207
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.16  NDC DOUGLAS PROPERTIES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       39
  Notes receivable                                               63
  Other accounts receivable                                       2
  Accounts receivable - associated companies                    936
                                                         __________
    Total Current Assets                                      1,040
                                                         __________
Other Property and Investments:
  Investments at equity                                      12,836
                                                         __________
    Total Other Property and Investments                     12,836
                                                         __________

      TOTAL ASSETS                                       $   13,876
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                             (11)
  Retained earnings - current year                             (314)
  Long term debt excluding amounts due                       11,264
                                                         __________
    Total Capitalization                                     10,940
                                                         __________

Current Liabilities:
  Total accounts payable                                         21
  Interest accrued                                              234
  Notes payable to associated companies                       1,647
  Other accruals                                              1,013
                                                         __________
    Total Current Liabilities                                 2,915
                                                         __________
Other:
  Deferred income taxes                                          11
  Deferred credits                                               10
                                                         __________
    Total Other                                                  21
                                                         __________

      TOTAL LIABILITIES                                  $   13,876
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.16  NDC DOUGLAS PROPERTIES, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $   (1,162)
                                                         __________
    Total                                                    (1,162)
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                            90
  Taxes other than income                                         1
  Interest expense                                              351
  Tax expense                                                (1,290)
                                                         __________
    Total                                                      (848)
                                                         __________

Net Income (Loss)                                        $     (314)
                                                         ==========
</TABLE>  


<TABLE>
<CAPTION>
A.16  NDC DOUGLAS PROPERTIES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      (11)

Net Income                                                     (314)
                                                         __________

Balance at End of Year                                   $     (325)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.17  NIPSCO INTERNATIONAL POWER SYSTEMS COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        1
                                                         __________
    Total Current Assets                                          1
                                                         __________

      TOTAL ASSETS                                       $        1
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                              (1)
                                                         __________
    Total Capitalization                                          0
                                                         __________

Current Liabilities:
  Notes payable to associated companies                           1
                                                         __________
    Total Current Liabilities                                     1
                                                         __________

      TOTAL LIABILITIES                                  $        1
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.17  NIPSCO INTERNATIONAL POWER SYSTEMS COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.17  NIPSCO INTERNATIONAL POWER SYSTEMS COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $       (1)

Net Income                                                        0
                                                         __________

Balance at End of Year                                   $       (1)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.18  NIPSCO SECURITY SERVICES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        3
  Other accounts receivable                                     118
  Accounts receivable - associated companies                    184
  Material and supplies at average cost                          62
  Prepayments                                                     4
                                                         __________
    Total Current Assets                                        371
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       12
                                                         __________
    Total Other Property and Investments                         12
                                                         __________

      TOTAL ASSETS                                       $      383
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Additional paid-in-capital                                     54
  Retained earnings                                             (10)
  Retained earnings - current year                             (286)
                                                         __________
    Total Capitalization                                       (241)
                                                         __________

Current Liabilities:
  Total accounts payable                                         51
  Customer deposits                                              12
  Taxes accrued                                                   1
  Notes payable to associated companies                         538
  Taxes withheld payables                                         2
                                                         __________
    Total Current Liabilities                                   604
                                                         __________

Other:
  Deferred income taxes                                          (1)
  Deferred credits                                               21
                                                         __________
    Total Other                                                  20
                                                         __________

      TOTAL LIABILITIES                                  $      383
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.18  NIPSCO SECURITY SERVICES, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      282
                                                         __________
    Total                                                       282
                                                         __________
Operating Expenses and Taxes:
  Operating expenses                                            150
  Administrative and general expenses                           560
  Taxes other than income                                        24
  Depreciation expense                                            1
  Interest expense                                               19
  Tax expense                                                  (185)
                                                         __________
    Total                                                       569
                                                         __________

Net Income (Loss)                                        $     (287)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.18  NIPSCO SECURITY SERVICES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994  
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      (10)

Net Income                                                     (287)
                                                         __________

Balance at End of Year                                   $     (297)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.19  PROCESS AND CONTROL TECHNOLOGY CORPORATION
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Other Assets:
  Deferred charges and other                             $    1,184
                                                         __________
    Total Other Assets                                        1,184
                                                         __________

      TOTAL ASSETS                                       $    1,184
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Additional paid-in-capital                             $      800
  Retained earnings                                            (755)
                                                         __________
    Total Capitalization                                         45
                                                         __________

Current Liabilities:
  Total accounts payable                                      1,118
  Other accruals                                                 21
                                                         __________
    Total Current Liabilities                                 1,139
                                                         __________

      TOTAL LIABILITIES                                  $    1,184
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.19  PROCESS AND CONTROL TECHNOLOGY CORPORATION
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>

  
<TABLE>
<CAPTION>
A.19  PROCESS AND CONTROL TECHNOLOGY CORPORATION
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $     (755)

Net Income                                                        0
                                                         __________

Balance at End of Year                                   $     (755)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.20  RIVERSIDE CALORIC COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        1
  Accounts receivable - associated companies                     39
                                                         __________
    Total Current Assets                                         40
                                                         __________

Other Property and Investments:
  Investments at equity                                       2,000
                                                         __________
    Total Other Property and Investments                      2,000
                                                         __________

      TOTAL ASSETS                                       $    2,040
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings - current year                              (73)
                                                         __________
    Total Capitalization                                        (72)
                                                         __________

Current Liabilities:
  Total accounts payable                                         15
  Taxes accrued                                                  (9)
  Notes payable to associated companies                       2,104
                                                         __________
    Total Current Liabilities                                 2,110
                                                         __________

Other:
  Deferred credits                                                2
                                                         __________
    Total Other                                                   2
                                                         __________

      TOTAL LIABILITIES                                  $    2,040
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.20  RIVERSIDE CALORIC COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Expenses and Taxes:
  Administrative and general expenses                    $       17
  Interest expense                                              104
  Tax expense                                                   (48)
                                                         __________
    Total                                                        73 
                                                         __________

Net Income (Loss)                                        $      (73)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.20  RIVERSIDE CALORIC COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $        0

Net Income                                                      (73)
                                                         __________

Balance at End of Year                                   $      (73)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.21  RIC, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $        7
  Other accounts receivable                                      14
  Accounts receivable - associated companies                    225
                                                         __________
    Total Current Assets                                        246
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       14
  Investments at equity                                         (27)
                                                         __________
    Total Other Property and Investments                        (13)
                                                         __________

Other Assets:
  Deferred charges and other                                     20
                                                         __________
    Total Other Assets                                           20
                                                         __________

      TOTAL ASSETS                                       $      253
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                     <C>
Capitalization:
  Common shares without par value                        $        1
  Additional paid-in-capital                                    350
  Retained earnings                                          (2,680)
  Retained earnings - current year                             (493)
                                                         __________
    Total Capitalization                                     (2,822)
                                                         __________

Current Liabilities:
  Total accounts payable                                         67
  Customer deposits                                               1
  Notes payable to associated companies                       2,875
                                                         __________
    Total Current Liabilities                                 2,943
                                                         __________

Other:
  Deferred income taxes                                         121
  Deferred credits                                               11
                                                         __________
    Total Other                                                 132
                                                         __________

      TOTAL LIABILITIES                                  $      253
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.21  RIC, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $        6
                                                         __________
    Total                                                         6
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                            129
  Administrative and general expenses                           145
  Taxes other than income                                         9
  Depreciation expense                                            1
  Interest expense                                              219
  Tax expense                                                   (51)
                                                         __________
    Total                                                       452
                                                         __________

Income (Loss) Before Subsidiaries                              (446)
                                                         __________

Subsidiary Gain (Loss)                                          (46)
                                                         __________

Net Income (Loss)                                        $     (492)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.21  RIC, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (2,680)

Net Income                                                     (492)
                                                         __________

Balance at End of Year                                   $   (3,172)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.22  CARDINAL PROPERTY MANAGEMENT, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       43
  Accounts receivable - associated companies                     70
                                                         __________

    Total Current Assets                                        113
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       24
                                                         __________
    Total Other Property and Investments                         24
                                                         __________

Other Assets:
  Deferred charges and other                                      2
                                                         __________

    Total Other Assets                                            2
                                                         __________

      TOTAL ASSETS                                       $      139
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                              18
  Retained earnings - current year                              (46)
                                                         __________
    Total Capitalization                                        (27)
                                                         __________

Current Liabilities:
  Total accounts payable                                         57
  Notes payable to associated companies                          44
                                                         __________
    Total Current Liabilities                                   101
                                                         __________

Other:
  Deferred income taxes                                           3
  Deferred credits                                               62
                                                         __________
    Total Other                                                  65
                                                         __________

      TOTAL LIABILITIES                                  $      139
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.22  CARDINAL PROPERTY MANAGEMENT, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      518
                                                         __________
    Total                                                       518
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                           568
  Taxes other than income                                        15
  Depreciation expense                                            4
  Interest expense                                                1
  Tax expense                                                   (24)
                                                         __________
    Total                                                       564
                                                         __________

Net Income (Loss)                                        $      (46)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.22  CARDINAL PROPERTY MANAGEMENT, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                     <C>
Balance at Beginning of Year                             $       19

Net Income                                                      (46)
                                                         __________

Balance at End of Year                                   $      (27)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.23  NIPSCO ENERGY SERVICES, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       55
  Other accounts receivable                                      25
  Accounts receivable - associated companies                  6,262
                                                         __________
    Total Current Assets                                      6,342
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       51
  Investments at equity                                       8,527
                                                         __________
    Total Other Property and Investments                      8,578
                                                         __________

      TOTAL ASSETS                                       $   14,920
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                             848
  Retained earnings - current year                             (169)
                                                         __________
    Total Capitalization                                        680
                                                         __________

Current Liabilities:
  Total accounts payable                                      5,777
  Notes payable to associated companies                       8,412
  Taxes withheld payables                                        (1)
                                                         __________

    Total Current Liabilities                                14,188
                                                         __________

Other:
  Deferred credits                                               52
                                                         __________
    Total Other                                                  52
                                                         __________

      TOTAL LIABILITIES                                  $   14,920
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.23  NIPSCO ENERGY SERVICES, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      (17)
                                                         __________
    Total                                                       (17)
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                           780
  Taxes other than income                                        11
  Interest expense                                              280
  Tax expense                                                  (379)
                                                         __________
    Total                                                       692
                                                         __________
Income (Loss) Before Subsidiaries                              (709)
                                                         __________
Subsidiary Gain (Loss)                                          540
                                                         __________

Net Income (Loss)                                        $     (169)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.23 NIPSCO ENERGY SERVICES, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      848

Net Income                                                     (169)
                                                         __________

Balance at End of Year                                   $      679
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.24  CROSSROADS PIPELINE COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Utility Plant:
  Plant                                                  $   26,320
  Less - accumulated provision for depreciation
   and amortization                                            (475)
                                                         __________
    Total Utility Plant                                      25,845
                                                         __________

Current Assets:
  Cash and cash equivalents                                      28
  Accounts receivable, less reserve                           1,349
  Material and supplies at average cost                          44
  Prepayments and other                                         106
                                                         __________
    Total Current Assets                                      1,527
                                                         __________

      TOTAL ASSETS                                       $   27,372
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                            (109)
  Retained earnings - current year                           (1,056)
                                                         __________
    Total Capitalization                                     (1,164)

Current Liabilities:
  Total accounts payable                                      1,114
  Taxes accrued                                                 383
  Notes payable to associated companies                      26,844
                                                         __________
    Total Current Liabilities                                28,341
                                                         __________

Other:
  Deferred income taxes                                         106
  Deferred credits                                               89
                                                         __________

    Total Other                                                 195
                                                         __________

      TOTAL LIABILITIES                                  $   27,372
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.24  CROSSROADS PIPELINE COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Gas                                                    $    1,770
  Other income                                                    1
                                                         __________
    Total                                                     1,771
                                                         __________

Operating Expenses and Taxes:
  Operation expenses                                            801
  Administrative and general expenses                           951
  Taxes other than income                                       184
  Interest expense                                            1,542
  Tax expense                                                  (651)
                                                         __________
    Total                                                     2,827
                                                         __________

Net Income (Loss)                                        $   (1,056)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.24  CROSSROADS PIPELINE COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $     (109)

Net Income                                                   (1,056)
                                                         __________

Balance at End of Year                                   $   (1,165)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.25  NIPSCO ENERGY TRADING CORP.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $    3,822
  Other accounts receivable                                   4,456
  Reserve - customer accounts                                  (465)
  Accounts receivable - associated companies                  1,105
                                                         __________
    Total Current Assets                                      8,918
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       89
                                                         __________
    Total Other Property and Investments                         89
                                                         __________

      TOTAL ASSETS                                       $    9,007
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                           4,044
  Retained earnings - current year                              438
                                                         __________
    Total Capitalization                                      4,483
                                                         __________

Current Liabilities:
  Total accounts payable                                      4,759
                                                         __________
    Total Current Liabilities                                 4,759
                                                         __________

Other:
  Deferred income taxes                                        (300)
  Deferred credits                                               65
                                                         __________
    Total Other                                                (235)
                                                         __________

      TOTAL LIABILITIES                                  $    9,007
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.25  NIPSCO Energy Trading Corp.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    1,014
  Other income                                                  207
                                                         __________
    Total                                                     1,221
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                           514
  Taxes other than income                                        18
  Depreciation expense                                           12
  Tax expense                                                   239
                                                         __________
    Total                                                       783
                                                         __________

Net Income (Loss)                                        $      438
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.25  NIPSCO ENERGY TRADING CORP.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    4,044

Net Income                                                      438
                                                         __________

Balance at End of Year                                   $    4,482
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.26  NIPSCO FUEL COMPANY, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Other accounts receivable                              $      175
  Accounts receivable - associated companies                  1,814
  Prepayments                                                    25
                                                         __________
    Total Current Assets                                      2,014
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                   37,558
  Investments at equity                                         477
  Investments at cost                                         1,000
                                                         __________
    Total Other Property and Investments                     39,035
                                                         __________

Other Assets:
  Deferred charges and other                                    435
                                                         __________
    Total Other Assets                                          435
                                                         __________

      TOTAL OTHER ASSETS                                 $   41,484
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                          (5,291)
  Retained earnings - current year                           (2,471)
                                                         __________
    Total Capitalization                                     (7,761)
                                                         __________

Current Liabilities:
  Total accounts payable                                      1,933
  Notes payable to associated companies                      40,818
                                                         __________
    Total Current Liabilities                                42,751
                                                         __________

Other:
  Deferred income taxes                                       6,483
  Deferred credits                                               11
                                                         __________
    Total Other                                               6,494
                                                         __________

      TOTAL LIABILITIES                                  $   41,484
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.26  NIPSCO FUEL COMPANY, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $    4,571
  Other income                                                   14
                                                         __________
    Total                                                     4,585
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                          1,763
  Administrative and general expenses                           446
  Taxes other than income                                         2
  Amortization and depletion                                  3,606
  Interest expense                                            2,691
  Tax expense                                                (1,426)
                                                         __________
    Total                                                     7,082
                                                         __________

Income (Loss) Before Subsidiaries                            (2,497)
                                                         __________

Subsidiary Gain (Loss)                                           26
                                                         __________

Net Income (Loss)                                        $   (2,471)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.26  NIPSCO FUEL COMPANY, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (5,291)

Net Income                                                   (2,471)
                                                         __________

Balance at End of Year                                   $   (7,762)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.27  NFCO ACQUISITION COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       68
  Other accounts receivable                                      23
  Material and supplies at average cost                           2
                                                         __________
    Total Current Assets                                         93
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                      429
                                                         __________
    Total Other Property and Investments                        429
                                                         __________

      TOTAL ASSETS                                       $      522
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Additional paid-in-capital                             $      451
  Retained earnings - current year                               26
                                                         __________
    Total Capitalization                                        477
                                                         __________

Current Liabilities:
  Total accounts payable                                         45
                                                         __________
    Total Current Liabilities                                    45
                                                         __________

      TOTAL LIABILITIES                                  $      522
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.27  NFCO ACQUISITION COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      177
                                                         __________
    Total                                                       177
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                            105
  Administrative and general expense                              1
  Amortization and depletion                                     29
  Tax expense                                                    16
                                                         __________
    Total                                                       151
                                                         __________

Net Income (Loss)                                        $       26
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.27  NFCO ACQUISITION COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $        0

Net Income                                                       26
                                                         __________

Balance at End of Year                                   $       26
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.28  NI-TEX, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $    3,534
  Other accounts receivable                                       1
  Accounts receivable - associated companies                  5,402
  Natural gas in storage, at LIFO cost                          530
  Prepayments                                                    23
                                                         __________
    Total Current Assets                                      9,490
                                                         __________

Other Property and Investments:
  Investments at equity                                       5,219
                                                         __________
    Total Other Property and Investments                      5,219
                                                         __________

Other Assets:
  Deferred charges and other                                     40
                                                         __________
    Total Other Assets                                           40
                                                         __________

      TOTAL ASSETS                                       $   14,749
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                           2,269
  Retained earnings - current year                            3,546
                                                         __________
    Total Capitalization                                      5,816
                                                         __________

Current Liabilities:
  Total accounts payable                                      8,234
  Taxes accrued                                                 327
                                                         __________
    Total Current Liabilities                                 8,561
                                                         __________

Other:
  Deferred income taxes                                         350
  Deferred credits                                               22
                                                         __________
    Total Other                                                 372
                                                         __________

      TOTAL LIABILITIES                                  $   14,749
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.28  NI-TEX, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $   69,423
  Other income                                                   93
                                                         __________
    Total                                                    69,516
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                         63,352
  Administrative and general expenses                           145
  Taxes other than income                                        33
  Interest expense                                              254
  Tax expense                                                 2,186
                                                         __________
    Total                                                    65,970
                                                         __________

Net Income (Loss)                                        $    3,546
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.28  NI-TEX, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    2,268

Net Income                                                    3,546
                                                         __________

Balance at End of Year                                   $    5,814
                                                         ==========
</TABLE>

<TABLE>
<CAPTION>
A.29  TRIUMPH NATURAL GAS, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.29  TRIUMPH NATURAL GAS, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.29  TRIUMPH NATURAL GAS, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>

<TABLE>
<CAPTION>
A.30  NORTHERN INDIANA FUEL & LIGHT COMPANY, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Utility Plant:
  Utility Plant                                          $   57,900
  Less - accumulated provision for depreciation             (14,507)
                                                         __________
    Total Utility Plant                                      43,393
                                                         __________

Other Property and Investments:
  Investments at equity                                         573
  Investments at cost                                             3
                                                         __________
    Total Other Property and Investments                        576
                                                         __________

Current Assets:
  Cash and cash equivalents                                     130
  Accounts receivable, less reserve                           2,641
  Gas adjustment clause                                        (311)
  Material and supplies at average cost                         529
  Natural gas in storage, at LIFO cost                        2,529
  Prepayments and other                                          21
                                                         __________
    Total Current Assets                                      5,539
                                                         __________

Other Assets:
  Regulatory assets                                             473
  Deferred charges and other                                  1,071
                                                         __________
    Total Other Assets                                        1,544
                                                         __________

      TOTAL ASSETS                                       $   51,052
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $   30,674
  Additional paid-in-capital                                  7,294
  Retained earnings                                           2,600
                                                         __________
    Total Capitalization                                     40,568
                                                         __________

Current Liabilities:
  Total accounts payable                                      2,468
  Customer deposits                                             150
  Taxes accrued                                                (279)
  Interest accrued                                               34
  Other accruals                                              2,217
                                                         __________
    Total Current Liabilities                                 4,590
                                                         __________

Other:
  Deferred income taxes                                       1,845
  Deferred income tax credits amortized                         606
  Deferred credits                                            1,113
  Regulatory income tax liability                             2,330
                                                         __________
    Total Other                                               5,894
                                                         __________

      TOTAL LIABILITIES                                  $   51,052
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.30  NORTHERN INDIANA FUEL & LIGHT COMPANY, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Gas                                                    $   28,381
  Other income                                                 (386)
                                                         __________
    Total                                                    27,995
                                                         __________

Operating Expenses and Taxes:
  Gas costs                                                  17,680
  Operation expenses                                          2,926
  Administrative and general expenses                         4,371
  Taxes other than income                                       661
  Interest expense                                              502
  Tax expense                                                   787
                                                         __________
    Total                                                    26,927
                                                         __________
Subsidiary Gain (Loss)                                          143
                                                         __________

Net Income (Loss)                                        $    1,211
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.30  NORTHERN INDIANA FUEL & LIGHT COMPANY, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $    1,389

Net Income                                                    1,211
                                                         __________

Balance at End of Year                                   $    2,600
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.31  NORTHERN INDIANA TRADING COMPANY
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       24
  Other accounts receivable                                   1,048
  Accounts receivable - associated companies                    100
                                                         __________
    Total Current Assets                                      1,172
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                      422
                                                         __________
    Total Other Property and Investments                        422
                                                         __________

      TOTAL ASSETS                                       $    1,594
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $        1
  Retained earnings                                             429
  Retained earnings - current year                              143
                                                         __________
    Total Capitalization                                        573
                                                         __________

Current Liabilities:
  Total accounts payable                                        883
  Taxes accrued                                                 100
  Refunds due customers within one year                           1
                                                         __________
    Total Current Liabilities                                   984
                                                         __________

Other:
  Deferred income taxes                                          37
                                                         __________
    Total Other                                                  37
                                                         __________

      TOTAL LIABILITIES                                  $    1,594
                                                         ==========
</TABLE>
                                              

<TABLE>
<CAPTION>
A.31  NORTHERN INDIANA TRADING COMPANY
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Other income                                           $      220
                                                         __________
    Total                                                       220
                                                         __________

Operating Expenses and Taxes:
  Tax expense                                                    77
                                                         __________
    Total                                                        77
                                                         __________

Net Income (Loss)                                        $      143
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.31  NORTHERN INDIANA TRADING COMPANY
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      429

Net Income                                                      143
                                                         __________

Balance at End of Year                                   $      572
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.32  NORTHERN INDIANA PUBLIC SERVICE COMPANY
CONSOLIDATED BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Utility Plant, At 0riginal Cost (Including
  Construction Work in Progress of $215,395:
    Electric                                             $3,858,118
    Gas                                                   1,107,075
    Common                                                  316,120
                                                         __________
                                                          5,281,313

    Less - accumulated provision for
      depreciation and amortization                       2,162,828
                                                         __________
        Total Utility Plant                               3,118,485
                                                         __________

Other Property and Investments                               10,155
                                                         __________

Current Assets:
  Cash and cash equivalents                                  20,994
  Accounts receivable, less reserve of $3,955                80,977
  Fuel adjustment clause                                      1,614
  Gas cost adjustment clause                                 27,844
  Materials and supplies at average cost                     63,835
  Electric production fuel, at average cost                  18,347
  Natural gas in storage, at last-in, first-out cost         72,462
  Prepayments and other                                      10,169
                                                         __________
        Total Current Assets                                296,242
                                                         __________

Other Assets:
  Regulatory assets                                         194,809
  Deferred charges and other                                  4,620
                                                         __________
        Total Other Assets                                  199,429
                                                         __________

        TOTAL ASSETS                                     $3,624,311
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shareholder's equity                            $1,016,680
  Preferred stocks -
    Series without mandatory redemption provisions           86,389
    Series with mandatory redemption provisions              66,057
  Long-term debt                                          1,065,351
                                                         __________
        Total Capitalization                              2,234,477
                                                         __________

Current Liabilities:
  Obligations due within one year -
    Commercial paper                                        156,500
    First mortgage bonds -
      Series N, 4-5/8% - due May 15, 1995                    22,436
    Notes payable -
      Issued at interest rates between 6.00% and
        6.33% with a weighted average interest rate
        of 6.15% and various maturities between
        January 4, 1995 and February 14, 1995                92,700
                                                         __________
                                                            271,636
                                                         __________

  Other Current Liabilities -
    Accounts payable                                        142,018
    Sinking funds due within one year                         2,578
    Dividends declared on common and preferred stocks        44,758
    Customer deposits                                         8,678
    Taxes accrued                                            55,349
    Interest accrued                                         10,043
    Other accruals                                           43,154
                                                         __________
                                                            306,578
                                                         __________
        Total Current Liabilities                           578,214
                                                         __________

Other:
  Deferred income taxes                                     569,298
  Deferred investment tax credits, being
    amortized over life of related property                 121,822
  Deferred credits                                           41,758
  Regulatory income tax liability                            14,625
  Other noncurrent liabilities                               64,117
                                                         __________
        Total Other                                         811,620
                                                         __________
    
        TOTAL CAPITALIZATION AND LIABILITIES             $3,624,311
                                                         ==========
<CAPTION>
CONSOLIDATED STATEMENT OF CAPITALIZATION
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Common Shareholder's Equity:
  Common shares - without par value - authorized
    75,000,000 shares - issued and outstanding
    73,282,258 shares                                    $  859,488
  Additional paid-in capital                                 11,903
  Retained earnings                                         145,289
                                                         __________
    Total Common Shareholder's Equity                     1,016,680
                                                         __________

Preferred Stocks, Which Are Redeemable
  Solely at Option of Northern Indiana
  Public Service Company:
    Cumulative preferred stock - $100 par value -
      4-1/4% series - 211,266 shares outstanding             21,127
      4-1/2% series -  79,996 shares outstanding              8,000
      4.22%  series - 106,200 shares outstanding             10,620
      4.88%  series - 100,000 shares outstanding             10,000
      7.44%  series -  41,900 shares outstanding              4,190
      7.50%  series -  34,842 shares outstanding              3,484
      Premium on preferred stock                                254

    Cumulative preferred stock - no par value
      Adjustable Rate (6.00% at December 31, 1994) -
        Series A (stated value - $50 per share),
        574,285 shares outstanding                           28,714
                                                         __________
                                                             86,389
                                                         __________
Redeemable Preferred Stocks, subject to
  mandatory redemption requirements or
  whose redemption is outside the control of
  Northern Indiana Public Service Company:
    Cumulative preferred stock - $100 par value -
      8.85%  series - 100,000 shares outstanding             10,000
      7-3/4% series -  55,568 shares outstanding              5,557
      8.35%  series -  75,000 shares outstanding              7,500
    Cumulative preferred stock - no par value -
      6.50%  series - 430,000 shares outstanding             43,000
                                                         __________
                                                             66,057
                                                         __________
Long-term Debt                                            1,065,351
                                                         __________

        TOTAL CAPITALIZATION                             $2,234,477
                                                         ==========
<CAPTION>
CONSOLIDATED STATEMENT OF LONG-TERM DEBT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
First Mortgage Bonds -
  Series O,  6-3/8% - due September 1, 1997              $   25,747
  Series P,  6-7/8% - due October 1, 1998                    14,509
  Series T,  7-1/2% - due April 1, 2002                      40,543
  Series U,  8-1/8% - due July 15, 2003                      55,239
  Series Z,  8-1/8% - due August 15, 2007                    39,569
  Series NN, 7.10%  - due July 1, 2017                       55,000
                                                         __________
                                                            230,607
                                                         __________
Pollution Control Notes and Bonds -
  Series A note - City of Michigan City -
    5.70% due October 1, 2003                                20,750
  Series 1988 bonds - Jasper County -
    Series A, B, and C,
    3.68% weighted average at December 31, 1994,
    due November 1, 2016                                    130,000
  Series 1988 bonds - Jasper County - Series D,
    3.90% weighted average at December 31, 1994,
    due November 1, 2007                                     24,000
  Series 1994 bonds - Jasper County - Series A,
    6.15% at December 31, 1994, due August 1, 2010           10,000
  Series 1994 bonds - Jasper County - Series B,
    6.15% at December 31, 1994, due June 1, 2013             18,000
  Series 1994 bonds - Jasper County - Series C,
    6.15 at December 31, 1994, due April 1, 2019             41,000
                                                         __________
                                                            243,750
                                                         __________
Medium-term Notes -
  Issued at interest rates between 4.94% and 7.64%,
    with a weighted average interest rate of 6.47%
    with various maturities between July 25, 1996
    and January 19, 2024                                    594,750
                                                         __________

Unamortized premium and discount on long-term
  debt, net                                                  (3,756)
                                                         __________

        TOTAL LONG-TERM DEBT, EXCLUDING
          AMOUNTS DUE WITHIN ONE YEAR                    $1,065,351
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.32  NORTHERN INDIANA PUBLIC SERVICE COMPANY 
CONSOLIDATED STATEMENT OF INCOME
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Gas                                                    $  619,503
  Electric                                                  994,492
                                                         __________
                                                          1,613,995
                                                         __________
Cost of Energy:
  Gas costs                                                 365,811
  Fuel for electric generation                              247,134
  Power purchased                                            32,503
                                                         __________
                                                            645,448
                                                         __________
Operating Margin                                            968,547
                                                         __________

Operating Expenses and Taxes (except income):
  Operation                                                 275,514
  Maintenance                                                78,872
  Depreciation and amortization                             191,426
  Taxes (except income)                                      70,417
                                                         __________
                                                            616,229
                                                         __________
Operating Income Before Utility Income Taxes                352,318
                                                         __________
Utility Income Taxes                                         96,257
                                                         __________
Operating Income                                            256,061
                                                         __________
Other Income (Deductions):
  Other, net                                                  3,726
                                                         __________
Income Before Interest Charges                              259,787
                                                         __________
Interest Charges:
  Interest on long-term debt                                 70,771
  Other interest                                              9,550
  Allowance for borrowed funds used during
    construction and carrying charges                        (4,034)
  Amortization of premium, reacquisition
    premium, discount, and expense on debt, net               3,597
                                                         __________

                                                             79,884
                                                         __________
Net Income                                                  179,903

Dividend Requirements on Preferred Stocks                     9,913
                                                         __________

Balance Availabie for Common Shares                      $  169,990
                                                         ==========

Common Dividends Declared                                $  168,815
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.32  NORTHERN INDIANA PUBLIC SERVICE COMPANY
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $  144,114
  Add:
    Net Income                                              179,903

  Deduct:
    Dividends on cumulative preferred shares                  9,913
    Common share dividends                                  168,815
                                                         __________

Balance at End of Year                                   $  145,289
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.33  NIPSCO EXPLORATION COMPANY, INC.
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $      814
  Accounts receivable - associated companies                  2,293
                                                         __________
    Total Current Assets                                      3,107
                                                         __________

      TOTAL ASSETS                                       $    3,107
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $    1,400
  Retained earnings                                             104
  Retained earnings - current year                            1,125
                                                         __________
    Total Capitalization                                      2,629
                                                         __________

Current Liabilities:
  Total accounts payable                                        737
                                                         __________
    Total Current Liabilities                                   737
                                                         __________

Other:
  Deferred income taxes                                        (259)
                                                         __________
    Total Other                                                (259)
                                                         __________

      TOTAL LIABILITIES                                  $    3,107
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>                                                                   
A.33  NIPSCO EXPLORATION COMPANY, INC.
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      352
  Other income                                                1,513
                                                         __________
    Total                                                     1,865
                                                         __________

Operating Expenses and Taxes:
  Operating expenses                                              4
  Taxes other than income                                       574
  Interest expense                                               54
  Tax expense                                                   108
                                                         __________
    Total                                                       740
                                                         __________

Net Income (Loss)                                        $    1,125
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.33  NIPSCO EXPLORATION COMPANY, INC.
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $      104

Net Income                                                    1,125
                                                         __________

Balance at End of Year                                   $    1,229
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.34  SHORE LINE SHOPS, INCORPORATED  
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Current Assets:
  Cash and cash equivalents                              $       87
  Accounts receivable - associated companies                    553
                                                         __________
    Total Current Assets                                        640
                                                         __________

Other Property and Investments:
  Other property at cost less depreciation                       16
  Investments at cost                                           783
                                                         __________
    Total Other Property and Investments                        799
                                                         __________

      TOTAL ASSETS                                       $    1,439
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Capitalization:
  Common shares without par value                        $       74
  Retained earnings                                          (1,957)
  Retained earnings - current year                               (2)
                                                         __________
    Total Capitalization                                     (1,885)
                                                         __________

Current Liabilities:
  Total accounts payable                                      2,549
  Taxes accrued                                                  18
  Notes payable to associated companies                       1,035
                                                         __________
    Total Current Liabilities                                 3,602
                                                         __________

Other:
  Deferred income taxes                                        (278)
                                                         __________
    Total Other                                                (278)
                                                         __________

      TOTAL LIABILITIES                                  $    1,439
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.34  SHORE LINE SHOPS, INCORPORATED  
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Operating Revenues:
  Total operating revenue                                $      (45)
                                                         __________

    Total                                                       (45)
                                                         __________

Operating Expenses and Taxes:
  Administrative and general expenses                            11
  Taxes other than income                                        12
  Interest expense                                               46
  Tax expense                                                  (112)
                                                         __________
    Total                                                       (43)
                                                         __________

Net Income (Loss)                                        $       (2)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.34  SHORE LINE SHOPS, INCORPORATED  
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
Balance at Beginning of Year                             $   (1,957)

Net Income                                                       (2)
                                                         __________

Balance at End of Year                                   $   (1,959)
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.35  NORTH LAKE ENERGY CORPORATION  
BALANCE SHEET
December 31, 1994
(Dollars in Thousands)
ASSETS
<S>                                                      <C>
Other Property and Investments:
  Other property at cost less depreciation               $      154
                                                         __________
    Total Other Property and Investments                        154
                                                         __________

      TOTAL ASSETS                                       $      154
                                                         ==========
<CAPTION>
CAPITALIZATION AND LIABILITIES
<S>                                                      <C>
Current Liabilities:
  Total accounts payable                                 $      154
                                                         __________
    Total Current Liabilities                                   154
                                                         __________

      TOTAL LIABILITIES                                  $      154
                                                         ==========
</TABLE>  


<TABLE>
<CAPTION>
A.35  NORTH LAKE ENERGY CORPORATION  
INCOME STATEMENT
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(No Activity)                                            $        0
                                                         ==========
</TABLE>


<TABLE>
<CAPTION>
A.35  NORTH LAKE ENERGY CORPORATION  
STATEMENT OF RETAINED EARNINGS
For the Year Ended December 31, 1994
(Dollars in Thousands)
<S>                                                      <C>
(None - Zero Amounts)                                    $        0
                                                         ==========
</TABLE>



<PAGE>
EX-99.B
NIPSCO Industries, Inc.

        The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on the 28th day of February, 1995.

                                  NIPSCO Industries, Inc.

                                  By  /s/ Jerry M. Springer
                                    _________________________

Corporate Seal                      Jerry M. Springer
Attest:                             Controller


Nina M. Rausch
Secretary



Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:

                          Jerry M. Springer
                          Controller
                          NIPSCO Industries, Inc.
                          5265 Hohman Avenue
                          Hammond, Indiana  46320




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