CABOT OIL & GAS CORP
10-K/A, EX-99.1, 2000-06-28
CRUDE PETROLEUM & NATURAL GAS
Previous: CABOT OIL & GAS CORP, 10-K/A, 2000-06-28
Next: MANAGED MUNICIPAL FUND INC, N-30D, 2000-06-28




                                                                    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, 1999

              CABOT OIL & GAS CORPORATION SAVINGS INVESTMENT PLAN
                            (Full Title of the Plan)

                          CABOT OIL & GAS CORPORATION
                   1200 Enclave Parkway, Houston, Texas 77077
                 (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

<TABLE>
<CAPTION>
                                                                        Page
                                                                        ----
<S>                                                                      <C>
Signature Page.......................................................... 2

Report of Independent Accountants, Financial Statements,
  and Supplemental Schedules............................................ F pages

Exhibit 23.1 - Consent of Independent Accountants
</TABLE>


                                   -1-

<PAGE>
                                 SIGNATURE PAGE


     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/  PAUL F. BOLING
                                       -----------------------------------------
                                       Paul F. Boling
                                       Vice President, Finance
                                       (Executive Officer Duly Authorized to
                                       Sign on Behalf of Registrant)

June 28, 2000

                                      -2-
<PAGE>
                          CABOT OIL & GAS CORPORATION
                            SAVINGS INVESTMENT PLAN
                 FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
                     WITH REPORT OF INDEPENDENT ACCOUNTANTS
                        AS OF DECEMBER 31, 1999 AND 1998
                    AND FOR THE YEAR ENDED DECEMBER 31, 1999


                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                         Page
                                                                         ----
<S>                                                                       <C>
Report of Independent Accountants........................................ 1

Financial Statements:

     Statement of Net Assets Available for Benefits
       as of December 31, 1999 and 1998.................................. 2

     Statement of Changes in Net Assets Available for
       Benefits for the Year Ended December 31, 1999..................... 3

     Notes to Financial Statements....................................... 4 - 11

Supplemental Schedule*:

     Schedule of Assets Held for Investment Purposes
       as of December 31, 1999........................................... 12

*    Other schedules required by Section  2520.103-10 of the Department of Labor
     Rules and  Regulations  for Reporting and Disclosure  under ERISA have been
     omitted because they are not applicable.
</TABLE>

                                      F-1

<PAGE>
                       REPORT OF INDEPENDENT ACCOUNTANTS

To the Participants and Administrator of the
Cabot Oil & Gas Corporation Savings Investment Plan

In our opinion, the accompanying  statement of net assets available for benefits
and the  related  statement  of  changes in net assets  available  for  benefits
present fairly, in all material respects,  the net assets available for benefits
of Cabot Oil & Gas Corporation Savings Investment Plan (the Plan) as of December
31, 1999 and 1998 and the changes in net assets  available  for benefits for the
year ended December 31, 1999 in conformity with accounting  principles generally
accepted in the United States. 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 of these
statements  in  accordance  with auditing  standards  generally  accepted in the
United  States,  which  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,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for the opinion expressed above.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental  schedule of the Plan is
presented for the purpose of  additional  analysis and is not a required part of
the basic financial statements but is supplementary  information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under the
Employee  Retirement  Income Security Act of 1974. The supplemental  schedule is
the responsibility of the Plan's management.  The supplemental schedule has been
subjected  to the  auditing  procedures  applied  in  the  audits  of the  basic
financial  statements  and, in our  opinion,  is fairly  stated in all  material
respects in relation to the basic financial statements taken as a whole.


                                              PricewaterhouseCoopers LLP


Houston, Texas
June 23, 2000

                                      F-2
<PAGE>
                           CABOT OIL & GAS CORPORATION
                             SAVINGS INVESTMENT PLAN
                 STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
                           DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                              December 31,
                                                      --------------------------
                                                          1999           1998
                                                      -----------    -----------
<S>                                                   <C>            <C>
Investments, at fair value (Notes 1 and 2):
  Cabot Oil & Gas Corporation Common Stock..........  $ 1,669,083    $ 1,711,862
 *Cabot Corporation Common Stock....................    2,766,568      4,122,299
 *Fidelity Magellan Fund............................    9,825,279      7,668,168
 *Spartan U.S. Equity Index Fund Portfolio..........    6,927,856      5,806,807
  Fidelity U.S. Bond Index Portfolio................    1,752,733      1,478,809
 *Fidelity Growth and Income Portfolio..............    3,277,564      3,014,746
  Fidelity Retirement Growth Fund...................    1,440,588        742,904
  Fidelity Stock Selector Fund......................    1,325,412      1,083,488
 *Fidelity Money Market Trust:
    Retirement Money Market Portfolio...............    4,471,091      4,944,224
  Loans to Participants.............................      613,852        747,427
                                                      -----------    -----------
Net assets available for plan benefits..............  $34,070,026    $31,320,734
                                                      ===========    ===========

*    Represents  more than five  percent  of the net assets  available  for plan
     benefits.
</TABLE>

                   The accompanying notes are an integral part
                         of these financial statements.

<PAGE>
                          CABOT OIL & GAS CORPORATION
                            SAVINGS INVESTMENT PLAN
            STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
                               DECEMBER 31, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S>                                                            <C>
Additions to net assets attributed to:
  Investment income:
    Interest.................................................. $    97,742
    Dividends.................................................   1,820,724
    Net depreciation in fair value of equities................    (862,442)
    Net appreciation in fair value of mutual funds............   2,487,615
                                                               -----------
      Total investment income.................................   3,543,639
  Contributions:
    Employer..................................................     723,773
    Participants..............................................   1,629,760
                                                               -----------
      Total additions.........................................   5,897,172
                                                               -----------
  Deductions from net assets attributed to:
    Benefits paid to participants............................    3,135,265
    Administrative fees......................................       12,615
                                                               -----------
      Total deductions.......................................    3,147,880
                                                               -----------
                                                                 2,749,292

Beginning of year...........................................    31,320,734
                                                               -----------

End of year.................................................   $34,070,026
                                                               ===========
</TABLE>

                  The accompanying notes are an integral part
                         of these financial statements.
<PAGE>


                          CABOT OIL & GAS CORPORATION
                            SAVINGS INVESTMENT PLAN
                         NOTES TO FINANCIAL STATEMENTS
                           DECEMBER 31, 1999 AND 1998
--------------------------------------------------------------------------------

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.

     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.
<PAGE>

     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
     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.

     -    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.
<PAGE>

     -    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  Savings Investment 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.

     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.
<PAGE>

     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 1999 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.

     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.
<PAGE>

     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 1999 and 1998,  employer  contributions were reduced by
     approximately $22,600 and $20,000,  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.

     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.
<PAGE>

     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 1999.

     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.

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,  1998  and  1999,   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.
<PAGE>

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.

6.   SUBSEQUENT EVENTS

     The Plan was  amended on March 1, 2000 to fully vest  certain  participants
     who were  terminated  due to a reduction in  workforce.  Additionally,  the
     amendment  grants service  credits to all employees who become  employed by
     the  Company  as a result of an  acquisition  or  merger  for  purposes  of
     eligibility and vesting.

<PAGE>
7.   INVESTMENTS

     The  following  invormation  represents  a  detailed  presentation  of  the
     Statement  of Changes in Net Assets  Available  for  Benefits  for the year
     ended December 31, 1999:

<TABLE>
<CAPTION>
                                                                       Participant Directed
                                           -------------------------------------------------------------------------------
                                                                        Spartan       Fidelity      Fidelity      Fidelity
                                          Cabot Oil &     Fidelity    U.S. Equity     U.S. Bond    Growth and    Retirement
                                         Gas Corporation  Magellan       Index          Index        Income        Growth
                                          Common Stock      Fund       Portfolio      Portfolio     Portfolio       Fund
                                           ----------    ----------    ----------    ----------    ----------    ----------
<S>                                        <C>           <C>           <C>           <C>           <C>           <C>
Additions to net assets attributed to:
 Investment income:
  Interest.................................$    2,772    $   30,755    $   13,703    $    5,703    $    8,837    $    3,081
  Dividends................................       817       813,485       121,178       118,285       217,175       166,671
  Net appreciation in fair
   value of investments....................   212,980     1,081,760     1,070,832      (130,151)       89,089       246,369
                                           ----------    ----------    ----------    ----------    ----------    ----------
     Total investment income...............   216,569     1,926,000     1,205,713        (6,163)      315,101       416,121
 Contributions:
  Employer.................................    32,692       200,012       144,587        39,421       122,077        41,149
  Participants.............................    68,285       619,646       369,655        96,554       320,818       123,528
                                           ----------    ----------    ----------    ----------    ----------    ----------
     Total additions.......................   317,546     2,745,658     1,719,955       129,812       757,996       580,798
Deductions from net assets attributed to:
 Benefits paid to participants.............   234,463     1,024,371       561,652        81,761       293,313        64,450
 Loan withdrawals..........................         -       116,977        26,340           723        28,468        30,585
 Administrative fees.......................        50         5,895           619           219           871         2,096
                                           ----------    ----------    ----------    ----------    ----------    ----------
     Total deductions......................   234,513     1,147,243       588,611        82,703       322,652        97,131
                                           ----------    ----------    ----------    ----------    ----------    ----------
Interfund Transfers (net)..................  (125,812)      558,696       (10,295)      226,815      (172,526)      214,017

     Net increase (decrease)...............   (42,779)    2,157,111     1,121,049       273,924       262,818       697,684

Beginning of year.......................... 1,711,862     7,668,168     5,806,807     1,478,809     3,014,746       742,904
                                           ----------    ----------    ----------    ----------    ----------    ----------
End of year................................$1,669,083    $9,825,279    $6,927,856    $1,752,733    $3,277,564    $1,440,588
                                           ==========    ==========    ==========    ==========    ==========    ==========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                                                                                   Non-Participant
                                                  Participant Directed                Directed
                                           --------------------------------------   ------------
                                                       Fidelity Money
                                            Fidelity    Market Trust:                  Cabot
                                              Stock      Retirement                 Corporation
                                            Selector    Money Market   Participant     Common
                                              Fund        Portfolio       Loans         Stock        Total
                                           ----------    ----------    ----------    ----------    ----------
<S>                                        <C>           <C>           <C>           <C>           <C>
Additions to net assets attributed to:
 Investment income:
  Interest.................................$    2,976    $   29,915    $        -    $        -    $    97,742
  Dividends................................   141,016       242,097             -             -      1,820,724
  Net appreciation in fair
   value of investments....................   129,715             -             -    (1,075,421)     1,625,173
                                           ----------    ----------    ----------    ----------    -----------
     Total investment income...............   273,707       272,012             -    (1,075,421)     3,543,639
 Contributions:
  Employer.................................    38,968       104,867             -             -        723,773
  Participants.............................    97,487       291,266      (357,479)            -      1,629,760
                                           ----------    ----------    ----------    ----------    -----------
     Total additions.......................   410,162       668,145      (357,479)   (1,075,421)     5,897,172
Deductions from net assets attributed to:
 Benefits paid to participants.............    69,667       504,731        50,932       249,925      3,135,265
 Loan withdrawals..........................    19,123        52,620      (274,836)            -              -
 Administrative fees.......................     1,569         1,296             -             -         12,615
                                           ----------    ----------    ----------    ----------    -----------
     Total deductions......................    90,359       558,647      (223,904)      249,925      3,147,880
                                           ----------    ----------    ----------    ----------    -----------
Interfund Transfers (net)..................   (77,879)     (582,631)            -       (30,385)             -

     Net increase (decrease)...............   241,924      (473,133)     (133,575)   (1,355,731)     2,749,292

Beginning of year.......................... 1,083,488     4,944,224       747,427     4,122,299     31,320,734
                                           ----------    ----------    ----------    ----------    -----------
End of year................................$1,325,412    $4,471,091    $  613,852    $2,766,568    $34,070,026
                                           ==========    ==========    ==========    ==========    ===========
</TABLE>
<PAGE>

                           CABOT OIL & GAS CORPORATION
                             SAVINGS INVESTMENT PLAN
                SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
                               DECEMBER 31, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                              Current of
               Description                         Units held      Cost       fair value
               -----------                         ----------   ----------   -----------
<S>                                                <C>          <C>          <C>
* Fidelity Retirement Money Market Portfolio...... 4,471,091    $4,471,091   $ 4,471,091
* Fidelity Magellan Fund..........................    71,912     6,674,881     9,825,279
* Spartan U.S. Equity Index Portfolio.............   132,998     3,900,105     6,927,856
* Fidelity U.S. Bond Index Portfolio..............   172,005     1,830,090     1,752,733
* Fidelity Growth & Income Fund...................    69,499     2,580,377     3,277,564
* Fidelity Retirement Growth Fund.................    55,729     1,151,740     1,440,588
* Fidelity Stock Selector Fund....................    41,419     1,134,324     1,325,412
* Cabot Oil & Gas Corporation common stock........   103,909     1,442,658     1,669,083
  Cabot Corporation common stock..................   135,782       979,253     2,766,568
* Participant loans...............................                 613,852       613,852
                                                               -----------   -----------
                                                               $24,778,371   $34,070,026
                                                               ===========   ===========

*  Represents a party-in-interest
</TABLE>
<PAGE>

                       CONSENT OF INDEPENDENT ACCOUNTANTS

We  hereby  consent  to the  incorporation  by  reference  in  the  Registration
Statements on Form S-8 (File No.'s 33-35478,  33-71134,  33-35476, 333-37632 and
33-53723) and Form S-3 (File  333-83819) of Cabot Oil & Gas  Corporation  of our
report dated June 23, 2000 relating to the financial statements and supplemental
schedule of Cabot Oil & Gas Corporation  Savings  Investment Plan, which appears
in this Form 11-K.


PricewaterhouseCoopers LLP

Houston, Texas
June 28, 2000


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission