1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 1-4169
TEXAS GAS TRANSMISSION CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 61-0405152
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3800 Frederica Street, Owensboro, Kentucky 42301
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(502) 926-8686
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No_
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
1,000 shares as of November 7, 1997
REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS
H(1)(a) and (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM
WITH THE REDUCED DISCLOSURE FORMAT.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
INDEX
Page
Number
Part I. Financial Information
Item 1. Financial Statements ......................... 3
Consolidated Balance Sheets at
September 30, 1997 and December 31, 1996 ............ 3-4
Consolidated Statements of Operations
Three Months Ended September 30, 1997 and 1996 ...... 5
Consolidated Statements of Income
Nine Months Ended September 30, 1997 and 1996........ 6
Consolidated Statements of Cash Flows
Nine Months Ended September 30, 1997 and 1996 ....... 7
Condensed Notes to Consolidated Financial Statements .. 8-11
Item 2. Management's Narrative Analysis of
the Results of Operations ....................12-13
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K ............. 14
Signature ............................................. 15
<PAGE>
Item 1. Financial Statements
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Thousands of Dollars)
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
ASSETS 1997 1996
<S> <C> <C>
Current Assets:
Cash and temporary cash investments $ 426 $ 115
Receivables:
Trade 2,602 8,415
Affiliates 2,602 1,409
Other 2,693 2,136
Advances to affiliates 75,849 147,144
Costs recoverable from customers 15,020 26,620
Inventories 15,359 15,081
Deferred income taxes 11,376 4,945
Gas stored underground 11,115 11,115
Other 2,313 1,311
Total current assets 139,355 218,291
Advances to Affiliates - 25,000
Investments, at Cost 1,224 1,339
Property, Plant and Equipment:
Natural gas transmission plant, at cost 1,014,876 958,896
Less -- Accumulated depreciation and
amortization 94,878 65,265
Property, plant and equipment, net 919,998 893,631
Other Assets:
Gas stored underground 100,115 100,709
Costs recoverable from customers 47,558 54,817
Other 24,214 13,313
Total other assets 171,887 168,839
Total Assets $ 1,232,464 $ 1,307,100
</TABLE>
The accompanying condensed notes are an integral part of these
consolidated financial statements.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Thousands of Dollars)
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1997 1996
<S> <C> <C>
LIABILITIES AND STOCKHOLDER'S EQUITY
Current Liabilities:
Payables:
Trade $ 3,491 $ 4,850
Affiliates 26,245 41,954
Other 6,113 9,252
Transportation and exchange gas payable 760 3,306
Accrued liabilities 75,840 72,617
Costs refundable to customers 1,100 1,626
Total current liabilities 113,549 133,605
Long-Term Debt 251,496 253,611
Other Liabilities and Deferred Credits:
Deferred income taxes 144,682 143,288
Postretirement benefits other than pensions 37,712 43,765
Other 49,147 47,951
Total other liabilities and deferred credits 231,541 235,004
Contingent Liabilities and Commitments - -
Stockholder's Equity:
Common stock, $1.00 par value, 1,000 shares
authorized, issued and outstanding 1 1
Premium on capital stock and other paid-in
capital 636,046 678,146
Retained earnings (deficit) (169) 6,733
Total stockholder's equity 635,878 684,880
Total Liabilities and Stockholder's Equity $1,232,464 $1,307,100
</TABLE>
The accompanying condensed notes are an integral part of these
consolidated financial statements.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Thousands of Dollars)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended September 30,
1997 1996
<S> <C> <C>
Operating Revenues:
Gas transportation $ 52,993 $ 53,944
Gas sales 4,049 9,929
Other 116 510
Total operating revenues 57,158 64,383
Operating Costs and Expenses:
Cost of gas transportation 5,693 7,280
Cost of gas sold 3,949 9,483
Operation and maintenance 15,918 17,487
Administrative and general 14,509 14,164
Depreciation and amortization 10,696 10,359
Taxes other than income taxes 3,587 3,717
Total operating costs and expenses 54,352 62,490
Operating Income 2,806 1,893
Other (Income) Deductions:
Interest expense 4,880 5,198
Interest income (1,537) (3,005)
Miscellaneous other (income) deductions (258) 19
Total other deductions 3,085 2,212
Loss Before Income Taxes (279) (319)
Provision for (Benefit from) Income Taxes (233) 43
Net Loss $ (46) $ (362)
</TABLE>
The accompanying condensed notes are an integral part of these
consolidated financial statements.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(Thousands of Dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
1997 1996
<S> <C> <C>
Operating Revenues:
Gas transportation $ 209,256 $ 216,396
Gas sales 18,412 44,553
Other 1,044 1,528
Total operating revenues 228,712 262,477
Operating Costs and Expenses:
Cost of gas transportation 25,449 30,670
Cost of gas sold 18,471 43,976
Operation and maintenance 45,613 46,706
Administrative and general 42,875 45,507
Depreciation and amortization 31,883 31,435
Taxes other than income taxes 11,408 11,372
Total operating costs and expenses 175,699 209,666
Operating Income 53,013 52,811
Other (Income) Deductions:
Interest expense 14,904 15,796
Interest income (6,164) (9,939)
Miscellaneous other (income) deductions (426) 611
Total other deductions 8,314 6,468
Income Before Income Taxes 44,699 46,343
Provision for Income Taxes 17,665 18,428
Net Income $ 27,034 $ 27,915
</TABLE>
The accompanying condensed notes are an integral part of these
consolidated financial statements.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Thousands of Dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended September 30,
1997 1996
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 27,034 $ 27,915
Adjustments to reconcile to cash provided
from operations:
Depreciation and depletion 31,883 31,435
Provision for deferred income taxes (5,037) 8,805
Changes in receivables sold (9,200) (11,900)
Changes in receivables 14,456 18,356
Changes in inventories (278) (1,894)
Changes in other current assets 12,303 11,253
Changes in accounts payable (4,498) (16,868)
Changes in accrued liabilities (56) (38,007)
Other, including changes in noncurrent assets
and liabilities (19,110) 11,897
Net cash provided by operating activities 47,497 40,992
FINANCING ACTIVITIES:
Proceeds from long-term debt 99,031 -
Payment of long-term debt (100,000) -
Dividends and returns of capital (76,036) (61,394)
Other (8,163) -
Net cash used in financing activities (85,168) (61,394)
INVESTING ACTIVITIES:
Property, plant and equipment:
Capital expenditures, net of AFUDC (59,601) (29,004)
Proceeds from sales and salvage values,
net of costs of removal 1,288 (691)
Advances to affiliates, net 96,295 50,352
Net cash provided by investing activities 37,982 20,657
Increase in Cash and Cash Equivalents 311 255
Cash and Cash Equivalents at Beginning of Period 115 206
Cash and Cash Equivalents at End of Period $ 426 $ 461
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest (net of amount capitalized) $ 15,413 $ 17,093
Income taxes, net 27,268 9,210
</TABLE>
The accompanying condensed notes are an integral part of these
consolidated financial statements.
<PAGE>
TEXAS GAS TRANSMISSION CORPORATION AND SUBSIDIARY
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
A. Corporate Structure and Control, Seasonal Variation and Basis of Presentation
Corporate Structure and Control
Effective May 1, 1997, Texas Gas Transmission Corporation and its wholly
owned subsidiary, TGT Enterprises, Inc.,(collectively, the Company)became
a wholly owned subsidiary of Williams Interstate Natural Gas Systems, Inc.,
which is a wholly owned subsidiary of The Williams Companies, Inc.(Williams).
Prior to May 1, 1997, the Company was a wholly owned subsidiary of Williams.
Seasonal Variation
Operating income may vary by quarter. Based on current rate structure, the
Company experiences lower operating income in the second and third quarters
as compared to the first and fourth quarters.
Basis of Presentation
The consolidated financial statements have been prepared from the books
and records of the Company without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission (SEC). Certain
information and footnote disclosures normally included in consolidated
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The accompanying
unaudited consolidated financial statements include all adjustments, both
normal recurring and others, which, in the opinion of the Company's
management, are necessary to present fairly its financial position at
September 30, 1997 and December 31, 1996; results of operations and cash
flows for the nine months ended September 30, 1997 and 1996; and results
of operations for the three months ended September 30, 1997 and 1996. These
consolidated financial statements should be read in conjunction with the
financial statements, notes thereto and management's narrative analysis
contained in the Company's 1996 Annual Report on Form 10-K and the Company's
1997 First and Second Quarter Reports on Form 10-Q.
The Company was acquired in 1995 by Williams, and the acquisition was
accounted for using the purchase method of accounting. Accordingly, an
allocation of the purchase price was assigned to the assets and liabilities
of the Company, based on their estimated fair values. The accompanying
consolidated financial statements reflect the pushdown of the purchase
price allocation (amounts in excess of book value) to the Company. Included
in property, plant and equipment at September 30, 1997 is an aggregate of
approximately $430 million related to amounts in excess of the original
cost of the regulated facilities as a result of the Williams' and prior
acquisitions. This amount is being amortized over 40 years, the estimated
useful lives of these assets at the date of acquisition, at approximately
$11 million per year. Current Federal Energy Regulatory Commission (FERC)
policy does not permit the Company to recover through its rates amounts in
excess of original cost.
<PAGE>
Certain reclassifications have been made in the 1996 financial
statements to conform to the 1997 presentation.
B. Contingent Liabilities and Commitments
Regulatory and Rate Matters and Related Litigation
FERC Order 636
Effective November 1, 1993, the Company restructured its
business to implement the provisions of FERC Order 636, which,
among other things, required pipelines to unbundle their merchant
role from their transportation services. FERC Order 636 also
provides that pipelines should be allowed the opportunity to
recover all prudently incurred transition costs which, for the
Company, are primarily related to Gas Supply Realignment (GSR)
costs and unrecovered purchased gas costs. Certain aspects of
the Company's FERC Order 636 restructuring are under appeal.
On July 16, 1996, the United States Court of Appeals for the
District of Columbia issued an order which in part affirmed and
in part remanded FERC Order 636. On February 27, 1997, FERC
issued Order 636-C in response to the court's remand affirming
that pipelines may recover all of their GSR costs, but requiring
pipelines to individually propose the percentage of such costs to
be allocated to interruptible transportation services, instead of
a uniform 10 percent allocation. However, the Company's GSR
settlement, discussed below, is not subject to appeal and should
be unaffected by this Order. The Order also prospectively
relaxed the eligibility requirements for receiving no-notice
service and reduced the right of first refusal matching period
from 20 years to five years. FERC Order 636-C is still subject
to potential rehearing at the FERC.
In September 1995, the Company received FERC approval of a
settlement agreement which resolves all issues regarding the
Company's recovery of GSR costs. The settlement provides that
the Company will recover 100 percent of its GSR costs up to $50
million, will share in costs incurred between $50 million and $80
million and will absorb any GSR costs above $80 million. Under
the settlement, all challenges to these costs, on the grounds of
imprudence or otherwise, will be withdrawn and no future
challenges will be filed. Ninety percent of the cost recovery is
collected through demand surcharges on the Company's firm
transportation rates; the remaining 10 percent should be
recovered from its interruptible transportation service.
Effective July 1, 1997, the FERC allowed the Company to suspend
its GSR surcharge applicable to firm transportation (FT) services
due to the full recovery of incurred GSR costs allocated to firm
services. The GSR cost increment included in the interruptible
transportation rates, as well as the no-notice service and FT
overrun rates, remains in effect. The Company expects to pay no
more than $80 million for GSR costs, primarily as a result of
contract terminations, and has provided reserves for the
remaining GSR costs it may be required to pay, as well as a
regulatory asset for the estimated future recovery of its GSR
costs.
General Rate Issues
On April 30, 1997, the Company filed a general rate case
(Docket No. RP97-344) which was effective November 1, 1997,
subject to refund. This new rate case reflects a requested
<PAGE>
annual revenue increase of approximately $70.9 million, based on
filed rates, primarily attributable to increases in the utility
rate base, operating expenses and rate of return and related
taxes. Settlement discussions commenced in October 1997. The
Company will establish a reserve to reflect the difference
between the rates effective on November 1, 1997 and the rates
expected to ultimately be effective upon settlement of the rate
case.
Royalty Claims and Producer Litigation
In connection with the Company's renegotiations of supply
contracts with producers to resolve take-or-pay and other
contract claims, the Company has entered into certain settlements
which may require the indemnification by the Company of certain
claims for royalties which a producer may be required to pay as a
result of such settlements. The Company has been made aware of
demands on producers for additional royalties and may receive
other demands which could result in claims against the Company
pursuant to the indemnification provision in its settlements.
Indemnification for royalties will depend on, among other things,
the specific lease provisions between the producer and the lessor
and the terms of the settlement between the producer and the
Company. The Company may file to recover 75 percent of any such
amounts it may be required to pay pursuant to indemnifications
for royalties under the provisions of FERC Order 528. The
Company has provided reserves for the estimated settlement costs
of its royalty claims and litigation.
Environmental Matters
As of September 30, 1997, the Company had a reserve of
approximately $3.4 million for estimated costs associated with
environmental assessment and remediation. This estimate depends
upon a number of assumptions concerning the scope of remediation
that will be required at certain locations and the cost of
remedial measures to be undertaken. The Company is continuing to
conduct environmental assessments and is implementing a variety
of remedial measures that may result in increases or decreases in
the total estimated costs.
The Company used lubricating oils containing polychlorinated
biphenyls (PCBs) and, although the use of such oils was
discontinued in the 1970's, has discovered residual PCB
contamination in equipment and soils at certain gas compressor
station sites. The Company continues to work closely with the U.
S. Environmental Protection Agency (EPA) and state regulatory
authorities regarding PCB issues and has programs to assess and
remediate such conditions where they exist, the costs of which
are a significant portion of the reserve discussed above.
The Company currently is either named as a potentially
responsible party or has received an information request
regarding its potential involvement at certain Superfund and
state waste disposal sites. The anticipated remediation costs,
if any, associated with these sites have been included in the
reserve discussed above.
The Company considers environmental assessment and remediation
costs and costs associated with compliance with environmental
standards to be recoverable through rates, as they are prudent
costs incurred in the ordinary course of business. The actual
costs incurred will depend on the actual amount and extent of
contamination discovered, the final cleanup standards mandated by
<PAGE>
the EPA or other governmental authorities, and other factors.
The Company's current rate design incorporates the recovery of
anticipated environmental costs, and it is the Company's intent
to continue seeking recovery of such costs, as anticipated,
through rate filings. Therefore, the estimated recoveries of
environmental assessment and remediation costs have been recorded
as regulatory assets in the accompanying balance sheets.
Summary of Contingent Liabilities and Commitments
While no assurances may be given, the Company does not believe
that the ultimate resolution of the foregoing matters, taken as a
whole and after consideration of amounts accrued, insurance
coverage, potential recovery from customers or other
indemnification arrangements, will have a materially adverse
effect on the Company's future financial position, results of
operations or cash flow requirements.
C. Adoption of Accounting Standards
The Financial Accounting Standards Board (FASB) has issued
Statement of Financial Accounting Standards (SFAS) No. 125,
"Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities," effective for transactions
occurring after December 31, 1996. The adoption of this standard
has not had a material impact on the Company's financial
position, results of operations or cash flow requirements.
The FASB has issued two new accounting standards, SFAS No. 130,
"Reporting Comprehensive Income," and SFAS No. 131, "Disclosures
about Segments of an Enterprise and Related Information,"
effective for fiscal years beginning after December 15, 1997.
These pronouncements will not materially change the Company's
financial reporting and disclosures.
D. Financing
The Company filed a Form S-3 Registration Statement with the
SEC on May 16, 1997, to register debt securities of $200 million
to be offered for sale on a delayed or continuous basis. On July
15, 1997, the Company sold $100 million of 7 1/4% Debentures due
July 15, 2027. The Debentures have no sinking funds and may be
called at any time, at the Company's option, in whole or in part,
at a specified redemption price, plus accrued and unpaid interest
to the date of redemption. Proceeds from the sale of the
Debentures were used to retire the Company's 9 5/8% Notes, which
matured on July 15, 1997.
<PAGE>
Item 2. Management's Narrative Analysis of the Results of
Operations
(Filed Pursuant to General Instruction H)
Financial Analysis of Operations
Nine Months Ended September 30, 1997 Compared to
Nine Months Ended September 30, 1996
The Company's gas sales result from requirements to meet its
pre-Order 636 gas purchase commitments, substantially all of
which are managed by the Company's gas marketing affiliate,
Williams Energy Service Company, as exclusive agent for the
Company. Although the sales and purchase commitments remain in
the Company's name, their management and any associated profit or
loss is solely the responsibility of the agent. Therefore, the
resulting sales and purchases have no impact on the Company's
results of operations.
Operating income for the nine months ended September 30, 1997
was comparable to 1996 due primarily to the favorable resolution
in 1997 of certain contractual issues and lower operating and
maintenance expenses, substantially offset by favorable 1996
adjustments to rate refund accruals and a change in mix of
transportation volumes under different rate structures. Compared
to 1996, net income was $0.9 million lower, due primarily to
lower interest on advances to Williams, partially offset by lower
operating costs.
Operating revenues decreased $33.8 million primarily due to
lower gas sales and lower transportation revenues attributable to
lower costs passed through to customers as provided in the
Company's rates. Total deliveries were 562.8 TBtu and 578.2 TBtu
for the nine months of 1997 and 1996, respectively.
Operating expenses decreased $34 million primarily
attributable to lower costs of gas sold and lower costs of gas
transportation. Costs of gas transportation are passed through
to customers and decreased partially due to the suspension of the
surcharge for the collection of GSR costs applicable to firm
transportation, as discussed in Note B of the Condensed Notes to
Consolidated Financial Statements.
Financial Condition and Liquidity
Through the years, the Company has consistently maintained its
financial strength and experienced strong operational results.
Williams' ownership of the Company further enhances its financial
and operational strength, as well as allows the Company to take
advantage of new opportunities for growth. The Company expects
to access public and private capital markets, as needed, to
finance its capital requirements.
The Company is a participant with other Williams subsidiaries
in a $1 billion credit agreement under which the Company may
borrow up to $200 million, subject to borrowings by other
affiliated companies. Interest rates vary with current market
conditions. To date, the Company has had no amounts outstanding
under this facility.
<PAGE>
The Company filed a Form S-3 Registration Statement with the
SEC on May 16, 1997, to register debt securities of $200 million
to be offered for sale on a delayed or continuous basis. On July
15, 1997, the Company sold $100 million of 7 1/4% Debentures due
July 15, 2027. The Debentures have no sinking funds and may be
called at any time, at the Company's option, in whole or in part,
at a specified redemption price, plus accrued and unpaid interest
to the date of redemption. Proceeds from the sale of the
Debentures were used to retire the Company's 9 5/8% Notes, which
matured on July 15, 1997.
The Company is a participant in Williams' cash management
program. The advances due the Company by Williams are
represented by demand notes payable. Those amounts that the
Company anticipates Williams will repay in the next twelve months
are classified as current assets, while the remainder are
classified as noncurrent. The interest rate on intercompany
demand notes is the London Interbank Offered Rate on the first
day of the month plus 0.35%.
The Company's capital expenditures for the first nine months
of 1997 and 1996 were $60 million and $29 million, respectively.
Capital expenditures for 1997 are expected to approximate $66
million. The Company's debt as a percentage of total
capitalization at September 30, 1997 and December 31, 1996 was
28.3% and 27.0%, respectively.
On July 21, 1997, the Company filed an application with the
FERC to authorize construction, installation and operation of a
4,600 horsepower compressor engine and associated facilities at
its Haughton Compressor Station in Louisiana. The project is
expected to cost $6 million. The Company proposes to have the
facilities in service by November 1, 1998.
On April 30, 1997, the Company filed a general rate case
(Docket No. RP97-344) which was effective November 1, 1997,
subject to refund. This new rate case reflects a requested
annual revenue increase of approximately $70.9 million, based on
filed rates, primarily attributable to increases in the utility
rate base, operating expenses and rate of return and related
taxes. Settlement discussions commenced in October 1997. The
Company will establish a reserve to reflect the difference
between the rates effective on November 1, 1997 and the rates
expected to ultimately be effective upon settlement of the rate
case.
The FERC recently issued orders addressing, among other
things, the authorized rates of return for certain of the
Company's interstate natural gas pipeline affiliates
(Affiliates). In the orders, the FERC continued its practice of
utilizing a methodology for calculating rates of return that
incorporate a long-term growth rate component. The long-term
growth rate component used by the FERC is now a projection of
United States gross domestic product growth rates. Generally,
calculating rates of return utilizing a methodology which
includes a long-term growth rate component results in rates of
return that are lower than they would be if the long-term growth
rate component were not included in the methodology. The
Affiliates plan to challenge their respective FERC orders in an
effort to have the FERC change its rate of return methodology.
Similar issues may arise in the Company's new rate case,
effective November 1, but would have no effect on the Company's
current settled rates.
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
<PAGE>
S I G N A T U R E
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
TEXAS GAS TRANSMISSION CORPORATION
DATE: November 10, 1997 BY:/s/ S. W. Harris
S. W. Harris
Duly Authorized Officer, Controller
and Chief Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000097452
<NAME> TEXAS GAS TRANSMISSION CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 426
<SECURITIES> 0
<RECEIVABLES> 2,602
<ALLOWANCES> 0
<INVENTORY> 15,359
<CURRENT-ASSETS> 139,355
<PP&E> 1,014,876
<DEPRECIATION> 94,878
<TOTAL-ASSETS> 1,232,464
<CURRENT-LIABILITIES> 113,549
<BONDS> 251,496
0
0
<COMMON> 1
<OTHER-SE> 635,877
<TOTAL-LIABILITY-AND-EQUITY> 1,232,464
<SALES> 18,412
<TOTAL-REVENUES> 228,712
<CGS> 18,471
<TOTAL-COSTS> 89,533
<OTHER-EXPENSES> 43,291
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 14,904
<INCOME-PRETAX> 44,699
<INCOME-TAX> 17,665
<INCOME-CONTINUING> 27,034
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 27,034
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
