Cabot Oil & Gas Corporation
15375 Memorial Drive
Houston, Texas 77079
Telephone: 281/589-4600
Facsimile: 281/589-4912
June 25, 1999
Securities & Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: Cabot Oil & Gas Corporation Form 10-K/A
for the year ended December 31, 1998
Ladies and Gentlemen:
On behalf of Cabot Oil & Gas Corporation, transmitted herewith for filing
under the Securities and Exchange Act of 1934, as amended, is a copy of the
Company's December 31, 1998 Form 10-K/A, Amendment No. 1. Pursuant to Rule 302
of Regulation S-T, the Form 10-K/A has been executed by typing the name of the
signature.
This filing has been effected through the Securities and Exchange
Commission's EDGAR electronic filing system.
Please contact the undersigned at (281) 589-4642 with any questions or
statements you may have regarding this filing.
Sincerely,
JILL RIBBECK
Manager, Financial Reporting
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 10-K/A
AMENDMENT NO. 1 TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
Commission File Number 1-10447
CABOT OIL & GAS CORPORATION
(Exact name of registrant as specified in it charter)
DELAWARE 04-3072771
(State of incorporation) (IRS Employer ID No.)
15375 Memorial Drive, Houston, Texas 77079 (281) 589-4600
(Address of principal executive office) (Registrant's telephone)
The registrant hereby amends the annual report on Form 10-K to include
under Part IV, Item 14, a(3) the following:
EXHIBIT 99.1 - Annual Report on Form 11-K for the Cabot
Oil & Gas Corporation Savings Investment Plan
<PAGE>
CABOT OIL & GAS CORPORATION
INDEX TO FORM 10-K/A, AMENDMENT NO. 1
PAGE
Signature page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Exhibit 99.1 - Annual Report on Form 11-K for the Cabot
Oil & Gas Savings Investment Plan
-1-
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
CABOT OIL & GAS CORPORATION
BY: /s/ RAY R. SEEGMILLER
-----------------------------------------
Ray R. Seegmiller, Chairman of the Board,
Chief Executive Officer and President
June 25, 1999
-2-
EXHIBIT 99.1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 1998
CABOT OIL & GAS CORPORATION SAVINGS INVESTMENT PLAN
(Full title of the Plan)
CABOT OIL & GAS CORPORATION
15375 Memorial Drive, Houston, Texas 77079
(Name of issuer of securities held pursuant to the
plan and address of principal executive offices)
Commission file number 1-10447
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
INDEX
PAGE
Signature Page . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Report of Independent Accountants, Financial Statements,
and Supplemental Schedules . . . . . . . . . . . . . . . . . . . . F pages
Exhibit 23.1 - Consent of Independent Accountants
-1-
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Act of 1934, the
Administrator has duly caused this Annual Report to be signed by the undersigned
thereunto duly authorized.
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
BY: CABOT OIL & GAS CORPORATION
ADMINISTRATIVE COMMITTEE,
Administrator of the Cabot
Oil & Gas Corporation Savings
Investment Plan
BY: /s/ RAY R. SEEGMILLER
-----------------------------------------
Ray R. Seegmiller, Chairman of the Board,
Chief Executive Officer and President
June 25, 1999
-2-
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
WITH REPORT OF INDEPENDENT ACCOUNTANTS
AS OF DECEMBER 31, 1998 AND 1997
AND FOR THE YEAR ENDED DECEMBER 31, 1998
TABLE OF CONTENTS
Page
Report of Independent Accountants. . . . . . . . . . . . . . . . . . . . 2
Financial Statements:
Statement of Net Assets Available for Benefits with
Fund Information as of December 31, 1998 and 1997 . . . . 3
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the Year Ended
December 31, 1998 . . . . . . . . . . . . . . . . . . . . 4
Notes to Financial Statements . . . . . . . . . . . . . . . . . 5
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1998 . . . . . . . . . . . . . . . . . 13
Item 27d - Schedule of Reportable Transactions for the
Year ended December 31, 1998. . . . . . . . . . . . . . . 14
F-1
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrative Committee of the Cabot Oil & Gas Corporation Savings
Investment Plan:
We have audited the accompanying statement of net assets available for benefits
of Cabot Oil & Gas Corporation Savings Investment Plan (the "Plan") as of
December 31, 1998 and 1997, and the related statement of changes in net assets
available for benefits for the year ended December 31, 1998. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1998 and 1997, and the changes in net assets available for benefits
for the year ended December 31, 1998 in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of the Plan
are presented for the purpose of additional analysis and are not a required part
of the basic financial statements, but are supplementary information required by
the Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The fund information
in the statement of net assets available for benefits and in the statement of
changes in net assets available for plan benefits is presented for purposes of
additional analysis rather than to present the net assets available for benefits
and changes in net assets available for plan benefits of each fund. The
supplemental schedules and fund information have been subjected to the auditing
procedures applied in the audit of the basic financial statements, and, in our
opinion, are fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
PricewaterhouseCoopers LLP
Houston, Texas
June 3, 1999
F-2
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
as of December 31, 1998 and 1997
<TABLE>
<CAPTION>
December 31,
------------------------------
1998 1997
----------- -----------
<S> <C> <C>
Investments, at Fair Market Value:
Participant Directed:
Fidelity Money Market Trust:
Retirement Money Market Portfolio $ 4,944,224 $ 4,549,738
Fidelity Magellan Fund 7,668,168 5,613,828
Spartan U.S. Equity Index Portfolio 5,806,807 4,781,376
Fidelity U.S. Bond Index Portfolio 1,478,809 1,214,573
Fidelity Growth & Income Portfolio 3,014,746 2,799,250
Fidelity Retirement Growth Fund 742,904 492,786
Fidelity Stock Selector Fund 1,083,488 1,020,652
Cabot Oil & Gas Corporation Common Stock 1,711,862 1,338,046
Participant Loans 747,427 777,743
Non-participant Directed:
Cabot Corporation Common Stock 4,122,299 4,266,962
----------- -----------
Net Assets Available for Benefits $31,320,734 $26,854,954
=========== ===========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
F-3
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
for the year ended December 31, 1998
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------
Fidelity Money
Market Trust: Spartan Fidelity Fidelity
Retirement Fidelity U.S. Equity U.S. Bond Growth and
Money Market Magellan Index Index Income
Portfolio Fund Portfolio Portfolio Portfolio
--------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C>
Additions:
Employer contributions ......... $ 134,008 $ 198,726 $ 164,717 $ 38,332 $ 131,148
Employee contributions ......... 236,869 389,790 403,662 70,526 321,232
Interest income ................ 36,842 19,609 7,696 6,118 2,394
Dividend income ................ 242,342 354,230 123,078 86,549 182,834
Net appreciation
(depreciation) in fair market
value of investments .......... -- 1,556,437 1,251,936 29,273 601,034
Participant loan repayments
and other...................... 132,118 133,440 69,779 26,578 34,990
--------- ---------- ---------- ---------- ----------
Total additions .............. 782,179 2,652,232 2,020,868 257,376 1,273,632
--------- ---------- ---------- ---------- ----------
Deductions:
Distributions to participants... 462,857 242,394 671,953 31,065 783,690
Loan withdrawals and other ..... 76,718 135,552 52,801 19,408 38,843
--------- ---------- ---------- ---------- ----------
Total deductions ............. 539,575 377,946 724,754 50,473 822,533
--------- ---------- ---------- ---------- ----------
Interfund transfers.............. 151,882 (219,946) (270,683) 57,333 (235,603)
--------- ---------- ---------- ---------- ----------
Net increase (decrease)....... 394,486 2,054,340 1,025,431 264,236 215,496
Net assets available for benefits:
Beginning of year.............. 4,549,738 5,613,828 4,781,376 1,214,573 2,799,250
---------- ---------- ---------- ---------- ----------
End of year ................... $4,944,224 $7,668,168 $5,806,807 $1,478,809 $3,014,746
========== ========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
F-4
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION (continued)
for the year ended December 31, 1998
<TABLE>
<CAPTION>
Non-Participant
Participant Directed Directed
----------------------------------------------------- ---------------
Fidelity Fidelity Cabot Oil & Cabot
Retirement Stock Gas Corporation Corporation
Growth Selector Common Participant Common
Fund Fund Stock Loans Stock Total
--------- --------- --------- --------- --------- -----------
<S> <C> <C> <C> <C> <C> <C>
Additions:
Employer contributions ......... $ 28,350 $ 52,824 $ 40,295 $ -- $ -- $ 788,400
Employee contributions ......... 62,687 122,501 71,284 -- -- 1,678,551
Interest income ................ 645 1,254 -- -- -- 74,558
Dividend income ................ 73,583 79,130 -- -- -- 1,141,746
Net appreciation
(depreciation) in fair market
value of investments .......... 112,586 58,948 (295,126) -- 66,361 3,381,449
Participant loan repayments
and other...................... 9,337 12,943 8,583 (341,483) -- 86,285
--------- ---------- ---------- ---------- ---------- -----------
Total additions .............. 287,188 327,600 (174,964) (341,483) 66,361 7,150,989
--------- ---------- ---------- ---------- ---------- -----------
Deductions:
Distributions to participants... 42,260 133,523 48,351 39,605 206,375 2,662,073
Loan withdrawals and other ..... 34,086 15,936 564 (350,772) -- 23,136
--------- ---------- ---------- ---------- ---------- -----------
Total deductions ............. 75,346 149,459 48,915 (311,167) 206,375 2,685,209
--------- ---------- ---------- ---------- ---------- -----------
Interfund transfers.............. 39,276 (115,305) 597,695 -- (4,649) --
--------- ---------- ---------- ---------- ---------- -----------
Net increase (decrease)....... 250,118 62,836 373,816 (30,316) (144,663) 4,465,780
Net assets available for benefits:
Beginning of year.............. 492,786 1,020,652 1,338,046 777,743 4,266,962 26,854,954
---------- ---------- ---------- ---------- ---------- -----------
End of year ................... $ 742,904 $1,083,488 $1,711,862 $ 747,427 $4,122,299 $31,320,734
========== ========== ========== ========== ========== ===========
</TABLE>
The accompanying notes are an integral part of the
financial statements.
F-5
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN:
The following brief description of the Cabot Oil & Gas Corporation Savings
Investment Plan (the "Plan") is provided for general information purposes
only. Participants should refer to the summary plan description and legal
plan document for more complete information.
GENERAL
Cabot Oil & Gas Corporation ("COGC" or "Company") was previously a
subsidiary of Cabot Corporation ("Cabot"). In February 1990, the Company
completed its initial public offering of approximately 18% of the total
outstanding shares of common stock and, accordingly, ceased to be a
wholly-owned subsidiary of Cabot. On March 28, 1991, Cabot completed an
exchange offer. Following the completion of the exchange offer, the Company
became 100% publicly-owned and ceased to be a subsidiary of Cabot.
Effective January 1, 1991, COGC established the Plan, a defined
contribution plan, in which participation is voluntary on the part of the
employees. Employees are eligible to become a participant in the Plan upon
the first day of employment.
Prior to the commencement of the Plan, COGC employees participated in the
Cabot Profit Sharing and Savings Plan ("PSSP") and the Cabot Employee Stock
Ownership Plan ("ESOP"). All COGC employees who were members of the PSSP
automatically became a participant in the Plan on January 1, 1991, were
100% vested with respect to balances in the PSSP and ESOP as of December
31, 1990, and had their PSSP and ESOP account balances transferred to the
Plan. The Plan assumed legal responsibility for the accrued benefits of
such affected employees on January 1, 1991.
Benefits under the ESOP were frozen as of December 31, 1990. The ESOP
balance is comprised of Cabot and/or COGC common stock. The participant is
not eligible to withdraw, exchange, or take a loan against the ESOP balance
while an active COGC employee. Dividends earned on the ESOP common stock
are distributed to the other Plan investment election(s) according to the
participant's most recent investment election. If such an election is not
made by a participant, dividends from the ESOP are placed in the money
market fund.
CONTRIBUTIONS
A participant can contribute in the aggregate from 1% to 15% of eligible
compensation as defined in the Plan on a pre-tax (before federal and state
taxes are withheld) and/or after-tax basis through payroll deductions,
except for employees residing in the state of Pennsylvania. Pennsylvania
requires that state taxes be withheld before the pre-tax contribution. The
participant is always fully vested in his or her contributions made on
either a pre-tax or after-tax basis.
<PAGE>
The Company provides an incentive for each employee to participate in the
pre-tax portion of the Plan by matching 100% of the first 4% of eligible
compensation contributed. None of the after-tax contributions by a
participant are matched by the Company.
VESTING
The participant is credited with a year of vesting service for each plan
year in which he or she has 1,000 or more hours of service. The Company is
matching contribution vests 20% per year after the first year of vesting
service, with 100% vesting attained after five years of vesting service.
Service with Cabot prior to January 1, 1991 counts as vesting service under
the Plan to the extent and in the same manner as computed under PSSP. A
participant's account becomes 100% vested with less than five years of
vesting service as a result of either (i) permanent and total disability,
(ii) death (account value is paid to the designated beneficiary), or (iii)
attainment of age 65. The Plan was amended in February 1993 to fully vest
certain participants who were terminated due to a reduction in workforce.
If a participant leaves COGC and is rehired within five years, the prior
service with COGC will be restored under the Plan. Additionally, if the
participant was partially vested when the employment was initially
terminated, COGC will redeposit any amount of the matching contribution
which was forfeited from the account (because the participant left before
becoming 100% vested) after repayment by the participant of his or her
previous distribution, if any.
INVESTMENT OPTIONS AND OTHER ELECTIONS
The Plan offers eight different investment options with varying levels of
risk for the participant to choose from. The options available at the end
of each year were as follows:
- The Fidelity Retirement Money Market Portfolio seeks stability of
principal and high money market yields. The portfolio manager invests
in a variety of money market instruments, including certificates of
deposit, banker's acceptances, commercial paper, repurchase agreements
and obligations of the U.S. Government.
- The Fidelity Magellan Fund seeks capital appreciation primarily
through investments in common stock, diversified across many sectors
of the market. Some of the companies in the fund's portfolio are
well-known, while other firms are smaller or less well-known.
- The Spartan U.S. Equity Index Portfolio seeks to match the
compositions and total return of the Standard and Poor's Daily Stock
Price Index of 500 common stocks (the "S&P 500 Index"), while keeping
transaction costs and other expenses low. The portfolio manager tries
to achieve this objective by investing primarily in common stocks of
the 500 companies that make up the S&P 500 Index. Dividends are
reinvested automatically in participant accounts creating a
compounding effect on its value.
<PAGE>
- The Fidelity U.S. Bond Index Portfolio seeks to match the investment
returns of the Lehman Brothers Aggregate Bond Index.
- The Fidelity Growth & Income Portfolio is a growth and income fund. It
seeks high total return through a combination of current income and
capital appreciation. This fund invests primarily in domestic and
foreign stocks, focusing on those that pay current dividends and offer
potential growth of earnings, such as common stocks, securities
convertible into common stocks, preferred stocks and fixed-income
securities.
- The Fidelity Retirement Growth Fund is a growth fund that seeks
long-term capital appreciation by investing primarily in common
stocks, although it can invest in all types of securities. The Fund
was created exclusively for tax-advantaged accounts, and therefore
intends to realize capital gains without regard to a shareholder's
current tax liability.
- The Fidelity Stock Selector Fund is a growth fund. Using a
computer-aided quantitative approach, it seeks capital growth by
investing in common domestic and foreign stocks which are determined
to be undervalued relative to their industry's norms.
- Cabot Oil & Gas Corporation Common Stock Plan participants were
allowed to invest in COGC common stock effective the second quarter of
1994. Dividends paid on COGC common stock are automatically reinvested
in COGC common stock.
The Plan also allows the participants to (i) change the percentage of pay
withheld through payroll deduction a maximum of four times per year, with
changes taking effect the first pay period after advance notice, (ii)
change investment fund options for future contributions at any time,
directly by telephone with the Fidelity Management Trust Company
("Trustee"), (iii) transfer the total balance of his or her accumulated
investments from one fund to another twelve times per year, and (iv)
discontinue participation in the Plan at any time, to be effective the
first pay period after advance notice. Re-enrollment can be at any time,
except after a hardship withdrawal.
PAYMENT OF BENEFITS
A participant eligible for a distribution from the Plan may elect to
receive an immediate lump sum payment, or if the participant's account
balance exceeds $5,000 he or she can defer the payment up to age 70.5.
An exception is made for those participants who (i) had shares of Cabot
stock transferred from the PSSP and/or ESOP to the Plan and (ii) exchanged
shares of Cabot common stock in his or her PSSP and/or ESOP account for
shares of COGC common stock pursuant to an exchange offer completed by
Cabot in April 1991. Such participants can have the stock balance paid in
cash or as common stock certificates. If the participant decides to sell
such stock certificates, the commission fee will be reflected in the net
asset value of the stock trade. Balances transferred to the Plan from the
PSSP and/or ESOP retain payment options provided under the PSSP and/or
ESOP.
<PAGE>
WITHDRAWALS DURING EMPLOYMENT
A participant is eligible to make certain withdrawals while employed. The
first category of funds that are eligible for withdrawal represent amounts
that were transferred from the PSSP. The second category represents amounts
contributed under the Plan. Different rules apply to the withdrawal,
depending on the category. If the participant was a former member in the
PSSP, the participant is eligible to make either a voluntary withdrawal or
a hardship withdrawal from the amounts that were transferred. A voluntary
withdrawal may be made from the PSSP after-tax and employer contribution
accounts. Two voluntary withdrawals can be made per year, provided that not
more than two are made within three months of each other. A voluntary
withdrawal will be deducted from the participant's account in a specific
order as provided for in the Plan.
A participant is also eligible for a hardship withdrawal from his or her
PSSP pre-tax account under the following conditions, (i) in a year in which
the participant has already made two voluntary withdrawals and (ii) when
three months have not elapsed since the time of the last voluntary
withdrawal. Special rules apply which determine the hierarchy of access to
the various sources of funds including (i) the participant has already
withdrawn the full amount of both the after-tax contributions and the
vested Company contributions, (ii) the participant must have fully
exhausted the ability to obtain funds from any other source, including a
loan from the Plan, and (iii) the participant submitted an application to
the administrative committee for a hardship withdrawal. Following a
hardship withdrawal, there will be an automatic 12-month suspension of the
participant's pre-tax contributions.
A participant can withdraw at any time an amount equal to the after-tax
contributions made to the Plan after January 1, 1991. The minimum
withdrawal amount is $500. A withdrawal of after-tax contributions requires
a withdrawal of a proportionate share of investment earnings thereon, which
will be taxable and will include 10% early distribution tax if made before
age 59.5 under current tax laws. Additionally, the participant can withdraw
an amount equal to the pre-tax contributions made to the plan after January
1, 1991 at any time after age 59.5. This withdrawal will be taxable, but
will not include the 10% early distribution tax under current tax laws.
LOANS TO PARTICIPANTS
A participant can borrow up to 50% of his or her vested account balance
(excluding ESOP) while in the Plan. The amount borrowed may be from a
minimum of $1,000 to a maximum of $50,000, but never more than 50% of the
vested account balance. Only one loan can be outstanding at any one time. A
loan must be repaid by payroll deduction over a period not to exceed five
years; early payoff is permitted. The loan interest rate is set by the
administrative committee. For the 1998 Plan year, it was 1% above the prime
rate charged by COGC's principal commercial bank in effect at the time of
the loan. The set-up fee and the ongoing administrative fee for the loan
are charged directly to the participant's account on a quarterly basis. The
Plan was amended in 1996 to limit loans to members who are active
employees.
<PAGE>
WITHDRAWALS UPON TERMINATION OF EMPLOYMENT
A participant can withdraw the total vested amount in the Plan account as a
result of either (i) termination of employment (ii) retirement at age 65 or
at age 55 or later with 10 years of service or (iii) permanent and total
disability or death. The full value of the Plan account will be paid and
will be subject to income tax when the participant retires or qualifies as
permanently and totally disabled, unless an election is made by the
participant to roll over the funds as allowed by the Internal Revenue Code.
If death occurs before retirement, the full value of the account will be
paid to the designated beneficiary. The Plan was amended in 1996 to have
any portion of an eligible rollover distribution paid directly to an
eligible retirement plan specified by the distributee in a direct rollover.
DISPOSITION OF FORFEITURES BY PARTICIPANTS
A forfeiture of unvested benefits shall be accounted for in the following
manner. First, the forfeiture shall be credited to the Company contribution
account of a re-employed participant for whom a reinstatement of prior
forfeiture is required. Second, the forfeiture shall be applied toward the
account of a former participant pursuant to the unclaimed benefit
provisions of the Plan. To the extent that forfeitures for any Plan year
exceed the amounts required to reinstate the accounts noted above, they
will be applied against the next succeeding Company contribution.
For the years ended 1998 and 1997, employer contributions were reduced by
approximately $20,000 and $115,000, respectively, from forfeited nonvested
accounts.
ROLLOVER CONTRIBUTIONS
Generally, if a participant received a qualified total distribution as
defined in the Internal Revenue Code of 1986 as amended, the participant
can deposit or "rollover" those funds into the Plan if approved by the
Administrative Committee.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the employee's contribution,
the Company contributions and the proportionate allocation of the earnings
of the Plan, as defined.
PLAN TRUSTEE
Fidelity Management Trust Company was appointed trustee of the Plan by a
contract dated June 1, 1991. Under the contract, the trustee shall hold all
property received, manage the Plan and invest and reinvest Plan assets.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF PRESENTATION
The accompanying financial statements have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting
principles.
<PAGE>
USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of net assets available for
benefits at the date of the financial statements and the reported amounts
of changes in net assets available for benefits during the reporting
period. Actual results could differ from those estimates.
VALUATION OF INVESTMENTS
Investments are recorded at fair market value based on market prices that
have been provided by the Trustee.
NET APPRECIATION IN FAIR MARKET VALUE OF INVESTMENTS
The statement of changes in net assets available for Plan benefits presents
the net appreciation in the fair market value of investments which consists
of realized gains or losses and the unrealized appreciation (depreciation)
on those investments.
ADMINISTRATIVE EXPENSES
Administrative expenses consist of all expenses incident to the
administration, termination or protection of the Plan, including, but not
limited to, legal, accounting, investment manager and trustee fees. All
administrative expenses, except for expenses associated with loans to
participants, were paid by the Company in 1998.
RISKS AND UNCERTAINTIES
The Plan provides for various investment options in any combination of
stocks and mutual funds. Investment securities are exposed to various
risks, such as market and credit risk. Due to the level of risk associated
with certain investment securities, it is at least reasonably possible that
changes in the values of investment securities will occur in the near term
and that such changes could materially affect the amounts reported in the
statement of net assets available for plan benefits.
3. PLAN TERMINATION:
While the Company has not expressed any intent to discontinue its
contributions or terminate the Plan, it may to do so at any time. In the
event of such a discontinuance or termination of the Plan, all amounts
credited to the accounts of participants shall become fully vested and
non-forfeitable.
<PAGE>
4. TAX STATUS OF PLAN:
The Plan is designed to constitute a "Qualified Plan" under the provisions
of Section 401(a) of the Internal Revenue Code and, therefore, be exempt
from federal income tax under the provisions of Section 501(a). The Plan
obtained its latest determination letter on October 23, 1993, in which the
Internal Revenue Service stated that the Plan was in compliance with the
applicable requirements of the Internal Revenue Code. The Plan was amended
in 1994, 1996 and 1998, subsequent to the receipt of the determination
letter. The Plan Administrator and the Plan's tax counsel believe that the
Plan is currently designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code. Therefore, no
provision for income taxes has been included in the Plan's financial
statements.
5. PARTY IN INTEREST TRANSACTIONS:
The Plan invests in various Fidelity mutual funds and portfolios. These
investments are considered party in interest transactions because Fidelity
Management Trust Company serves as trustee of the Plan. The Plan management
has approved these investment options.
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1998
Employer's Identification Number: 04-3072771
Plan Number: 001
<TABLE>
<CAPTION>
Current or
Description Units Held Cost* Fair Value
- ------------------------------------------------- ---------- ----------- -----------
<S> <C> <C> <C>
Fidelity Money Market Trust:
Retirement Money Market Portfolio.............. 4,944,224 $ 4,944,224 $ 4,944,224 *
Fidelity Magellan Fund........................... 63,468 5,245,325 7,668,168 *
Spartan U.S. Equity Index Portfolio.............. 132,093 3,508,999 5,806,807 *
Fidelity U.S. Bond Index Portfolio............... 134,193 1,432,057 1,478,809
Fidelity Growth & Income Fund.................... 65,767 2,258,377 3,014,746 *
Fidelity Retirement Growth Fund.................. 36,221 687,524 742,904
Fidelity Stock Selector Fund..................... 37,739 995,516 1,083,488
Cabot Oil & Gas Corporation common stock ........ 114,124 1,643,489 1,711,862
Distributions Cabot Corporation common stock..... 147,552 1,065,392 4,122,299 *
Participant Loans (Interest rates
range from 7% to 10%).......................... 747,427 747,427
----------- -----------
$22,528,330 $31,320,734
=========== ===========
</TABLE>
* Represents 5% or more of the Plan's net assets.
<PAGE>
CABOT OIL & GAS CORPORATION
SAVINGS INVESTMENT PLAN
Item 27d - Schedule Of Reportable Transactions
for the year ended December 31, 1998
Employer's Identification Number: 04-3072771
Plan Number: 001
<TABLE>
<CAPTION>
SALES
NUMBER OF PURCHASE ----------------------- NET GAIN/
DESCRIPTION TRADES PRICE PRICE COST (LOSS)
- -------------------------------------- --------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C>
SINGLE TRANSACTIONS:
None -- -- -- -- --
SERIES OF TRANSACTIONS:
Fidelity Magellan Fund 136 $1,360,287
66 $ 862,384 $ 666,212 $196,172
Fidelity Growth & Income Fund 99 832,466
37 1,218,003 876,802 341,201
Fidelity Money Market Trust:
Retirement Money Market Portfolio 109 2,156,968
86 1,762,487 1,762,487 --
Spartan U.S. Equity Index Portfolio 123 1,355,019
56 1,581,523 1,041,174 540,349
</TABLE>
All other required information has been omitted for the reason that such
information is not applicable or can be obtained from information found
elsewhere in the financial statements.
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statements of
Cabot Oil & Gas Corporation on Form S-8 (File No.'s 33-35478 and 33-71134) of
our report dated June 3, 1999, on our audits of the financial statements and
supplemental schedules of the Cabot Oil & Gas Corporation Savings Investment
Plan as of December 31, 1998 and 1997, and for the year ended December 31, 1998,
which report is included in this Annual Report on Form 11-K.
PricewaterhouseCoopers LLP
Houston, Texas
June 25, 1999
