February 10, 1995 Securities and Exchange Commission Operations Center 6432 General Green Way Alexandria, VA 23212-2413 Gentlemen: We are transmitting herewith Indiana Gas Company, Inc.'s Quarterly Report on Form 10-Q for the quarter ended December 31, 1994, pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934. Very truly yours, /s/ Kathleen S. Morris Kathleen S. Morris KSM:rs Enclosure SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-6494 INDIANA GAS COMPANY, INC. (Exact name of registrant as specified in its charter) INDIANA 35-0793669 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1630 North Meridian Street, Indianapolis, Indiana 46202 (Address of principal executive offices) (Zip Code) 317-926-3351 (Registrant's telephone number, including area code) 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 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. Common Stock - Without par value 9,080,770 January 31, 1995 Class Number of shares Date TABLE OF CONTENTS Page Numbers Part I - Financial Information Consolidated Balance Sheets at December 31, 1994 and 1993 and September 30, 1994 Consolidated Statements of Income Three Months Ended December 31, 1994 and 1993, and Twelve Months Ended December 31, 1994 and 1993 Consolidated Statements of Cash Flows Three Months Ended December 31, 1994 and 1993, and Twelve Months Ended December 31, 1994 and 1993 Notes to Consolidated Financial Statements Management's Discussion and Analysis of Results of Operations and Financial Condition Part II - Other Information Item 6 - Exhibits and Reports on Form 8-K INDIANA GAS COMPANY, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS ASSETS (Thousands - Unaudited) December 31 September 30 1994 1993 1994 UTILITY PLANT: Original cost $835,329 $786,380 $824,839 Less - accumulated depreciation and amortization 297,485 274,366 291,823 537,844 512,014 533,016 NONUTILITY PLANT - NET 391 400 393 CURRENT ASSETS: Cash and cash equivalents 20 20 20 Accounts receivable, less reserves of $1,522, $2,467 and $1,238 respectively 31,469 45,836 14,251 Accrued unbilled revenues 26,573 42,768 6,607 Materials and supplies - at average cost 3,878 3,753 3,663 Liquefied petroleum gas - at average cost 947 1,154 940 Gas in underground storage - at last-in, first-out cost 60,401 53,064 64,753 Recoverable gas costs - 616 - Prepayments and other 1,402 1,585 244 124,690 148,796 90,478 DEFERRED CHARGES: Unamortized debt discount and expense 6,835 6,489 6,755 Environmental costs (see Note 9) 12,228 10,408 11,925 Other 14,362 4,562 7,415 33,425 21,459 26,095 $696,350 $682,669 $649,982 INDIANA GAS COMPANY, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS SHAREHOLDER'S EQUITY AND LIABILITIES (Thousands - Unaudited) December 31 September 30 1994 1993 1994 CAPITALIZATION: Common stock and paid-in capital $142,995 $142,995 $142,995 Retained earnings 122,079 115,460 117,300 Total common shareholder's equity 265,074 258,455 260,295 Long-term debt 153,815 164,901 156,851 418,889 423,356 417,146 CURRENT LIABILITIES: Maturities and sinking fund requirements of long-term debt - 10,000 - Notes payable 43,550 50,250 30,550 Accounts payable 39,644 50,061 34,808 Refundable gas costs 37,042 - 31,595 Customer deposits and advance payments 21,923 14,146 12,594 Accrued taxes 21,730 35,849 20,291 Accrued interest 4,498 5,123 2,815 Other current liabilities 21,300 15,175 14,055 189,687 180,604 146,708 DEFERRED CREDITS: Deferred income taxes 60,690 55,542 59,887 Unamortized investment tax credit 12,801 13,731 13,033 Customer advances for construction 1,284 1,021 1,162 Regulatory income tax liability 4,787 4,789 4,787 Other 8,212 3,626 7,259 87,774 78,709 86,128 COMMITMENTS AND CONTINGENCIES (See Note 9) - - - $696,350 $682,669 $649,982 INDIANA GAS COMPANY, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Thousands - Unaudited) Three Months Twelve Months Ended December 31 Ended December 31 1994 1993 1994 1993 OPERATING REVENUES $ 113,062 $ 151,892 $ 436,467 $ 495,633 COST OF GAS 62,511 93,246 250,253 305,285 MARGIN 50,551 58,646 186,214 190,348 OPERATING EXPENSES: Other operation and maintenance 18,168 19,533 80,617 86,524 Depreciation and amortization 7,649 6,912 29,914 27,138 Income taxes 6,511 8,998 16,980 16,865 Taxes other than income taxes 3,630 4,309 15,161 15,075 35,958 39,752 142,672 145,602 OPERATING INCOME 14,593 18,894 43,542 44,746 OTHER INCOME - NET 164 322 2,471 1,090 INCOME BEFORE INTEREST AND OTHER CHARGES 14,757 19,216 46,013 45,836 INTEREST 3,994 4,240 15,791 16,880 OTHER (16) (180) 3 (432) 3,978 4,060 15,794 16,448 NET INCOME $ 10,779 $ 15,156 $ 30,219 $ 29,388 INDIANA GAS COMPANY, INC. AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Thousands - Unaudited) Three Months Twelve Months Ended December 31 Ended December 31 1994 1993 1994 1993 CASH FLOWS FROM (REQUIRED FOR) OPERATING ACTIVITES: Net income $ 10,779 $ 15,156 $ 30,219 $ 29,388 Adjustments to reconcile net income to cash provided from operating activities - Depreciation and amortization 7,696 6,963 30,104 27,382 Deferred income taxes 802 643 3,432 3,076 Investment tax credit (232) (232) (930) (929) 8,266 7,374 32,606 29,529 Changes in assets and liabilities - Receivables - net (37,184) (63,625) 30,562 (11,947) Inventories 4,130 6,292 (7,255) (6,251) Accounts payable, customer deposits, advance payments and other current liabilities 21,410 10,873 3,485 (2,448) Accrued taxes and interest 3,122 6,051 (14,744) 9,254 Recoverable/refundable gas costs 5,447 6,837 37,658 (16,361) Prepayments (1,158) (1,289) 183 134 Other - net (5,912) 2,592 (5,785) (536) Total adjustments (1,879) (24,895) 76,710 1,374 Net cash flow from (required for) operations 8,900 (9,739) 106,929 30,762 CASH FLOWS FROM (REQUIRED FOR) FINANCING ACTIVITIES: Issuance of common stock - - - 40,000 Reduction in long-term debt (3,036) (10,000) (21,086) (10,000) Net change in short-term borrowings 13,000 39,998 (6,700) 19,852 Dividends (6,000) (5,800) (23,600) (21,800) Net cash flow from (required for) financing activities 3,964 24,198 (51,386) 28,052 CASH FLOWS REQUIRED FOR INVESTING ACTIVITIES: Capital expenditures (12,864) (14,459) (55,543) (58,814) Net cash flow required for investing activities (12,864) (14,459) (55,543) (58,814) NET INCREASE IN CASH - - - - CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 20 20 20 20 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 20 $ 20 $ 20 $ 20 Indiana Gas Company, Inc. and Subsidiary Companies Notes to Consolidated Financial Statements 1. Financial Statements. Indiana Gas Company, Inc. and its subsidiaries, Terre Haute Gas Corporation (Terre Haute) and Richmond Gas Corporation (Richmond) which are doing business as Indiana Gas Company, Inc. (Indiana Gas), provide natural gas and transportation services to a diversified base of customers in 281 communities in 48 of Indiana's 92 counties. The interim condensed consolidated financial statements included in this report have been prepared by Indiana Gas, without audit, as provided in the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted as provided in such rules and regulations. Indiana Gas believes that the information in this report reflects all adjustments necessary to fairly state the results of the interim periods reported, that all such adjustments are of a normally recurring nature, and the disclosures are adequate to make the information presented not misleading. These interim financial statements should be read in conjunction with the financial statements and the notes thereto included in Indiana Gas' latest annual report on Form 10-K. Because of the seasonal nature of Indiana Gas' gas distribution operations, the results shown on a quarterly basis are not necessarily indicative of annual results. 2. Cash Flow Information. For the purposes of the Consolidated Statements of Cash Flows, Indiana Gas considers cash investments with an original maturity of three months or less to be cash equivalents. Cash paid during the periods reported for interest and income taxes were as follows: Three Months Ended Twelve Months Ended December 31 December 31 Thousands 1994 1993 1994 1993 Interest (net of amount capitalized) $ 2,029 $ 1,820 $15,401 $14,956 Income taxes $ 2,963 $ 580 $26,263 $10,330 3. Revenues. To more closely match revenues and expenses, Indiana Gas records revenues for all gas delivered to customers but not billed at the end of the accounting period. 4. Gas in Underground Storage. Based on the cost of purchased gas during December 1994, the cost of replacing the current portion of gas in underground storage exceeded last-in, first-out cost at December 31, 1994, by approximately $2,140,000. 5. Refundable or Recoverable Gas Costs. The cost of gas purchased and refunds from suppliers, which differ from amounts recovered through rates are deferred and are being recovered or refunded in accordance with procedures approved by the Indiana Utility Regulatory Commission (IURC). 6. Allowance For Funds Used During Construction. An allowance for funds used during construction (AFUDC), which represents the cost of borrowed and equity funds used for construction purposes, is charged to construction work in progress during the period of construction and included in "Other Income - Net" and "Other" on the Consolidated Statements of Income. An annual AFUDC rate of 7.5 percent was used for all periods reported. The table below reflects the total interest capitalized and the portion of which was computed on borrowed funds and equity funds for all periods reported. Three Months Ended Twelve Months Ended December 31 December 31 Thousands 1994 1993 1994 1993 AFUDC-Borrowed Funds $ 63 $ 231 $ 187 $ 676 AFUDC-Equity Funds 51 189 152 553 Total AFUDC Capitalized $ 114 $ 420 $ 339 $1,229 7. Long-Term Debt. On October 28, 1994, $3 million of the outstanding 9 3/8% Series M, First Mortgage Bonds were retired. 8. Cash Management/Accounts Payable. Indiana Gas participates in a centralized cash management program with its parent, affiliated companies and banks which permits funding of checks as they are presented. Amounts borrowed from affiliated companies as well as checks written but not cashed are reflected in accounts payable. 9. Contingencies. A. Environmental Costs In the past, Indiana Gas and others, including its predecessors, former affiliates and/or previous landowners, operated facilities for the manufacturing of gas and storage of manufactured gas. These facilities are no longer in operation and have not been operated for many years. In the manufacture and storage of such gas, various byproducts were produced, some of which may still be present at the sites where these manufactured gas plants and storage facilities were located. While management believes those operations were conducted in accordance with the then-applicable industry standards, under currently applicable environmental laws and regulations, Indiana Gas, and the others, may now be required to take remedial action if certain materials are found at these sites. Indiana Gas has identified the existence, location and certain general characteristics of 26 gas manufacturing and storage sites. Indiana Gas conducted remediation at two sites and is nearing completion of the remedial investigation/feasibility study (RI/FS) at one of the sites under an agreed order between Indiana Gas and the Indiana Department of Environmental Management. Indiana Gas is assessing, on a site-by-site basis, whether any of the remaining 24 sites require remediation, to what extent it is required and the estimated cost of such action. Indiana Gas has completed preliminary assessments (PAs) on the majority of these sites and has completed site investigations (SIs) at 15 of these sites. Based upon the site work completed to date, Indiana Gas believes that some level of contamination may be present at a number of the remaining sites. Indiana Gas has not begun an RI/FS at any of the remaining sites but anticipates beginning more in the near future and completing the remaining SIs. Based upon the work performed to date, Indiana Gas has accrued remediation and related costs for the two sites where remediation has taken place. Indiana Gas has accrued the PA/SI and groundwater monitoring costs for the remaining 24 sites. Indiana Gas has further accrued estimated RI/FS costs and the costs of certain remedial actions at a number of the remaining sites where, based upon available information, these actions likely will be required. The total costs which may be incurred in connection with the remediation of all sites cannot be determined at this time. Indiana Gas has nearly completed the process of identifying all potentially responsible parties (PRPs) for each site. Indiana Gas, with the help of outside counsel, has prepared estimates for its share of environmental liabilities which may exist at each of the sites. Indiana Gas has accrued only its proportionate share of the estimated costs, as described above, based on equitable principles derived from case law or applied by parties in achieving settlements. Indiana Gas accrues for costs associated with environmental remediation obligations when such costs are probable and reasonably estimable. Indiana Gas does not believe it can provide an estimate of the reasonably possible total remediation costs for any site prior to completion of the RI/FS and the development of some sense of the timing for implementation of the resulting potential remedial alternatives. Indiana Gas has notified insurance carriers of potential claims where policies may provide coverage for these environmental costs. Indiana Gas has not recorded any receivables related to probable recovery from insurance carriers at this time. In January 1992, Indiana Gas filed a petition with the IURC seeking regulatory authority for, among other matters, recovery through rates of all costs Indiana Gas incurs in complying with federal, state and local environmental regulations in connection with past gas manufacturing activities. On February 26, 1992, Indiana Gas received authority from the IURC to employ deferred accounting for these costs. This authorization will extend until the IURC rules upon Indiana Gas' pending request to establish and implement an ongoing ratemaking mechanism that will be designed and intended to provide for the recovery of these costs. Indiana Gas has deferred all environmental costs previously paid or accrued. These costs are approximately $12.2 million (including assessment, remediation and related costs) as of December 31, 1994. The impact of complying with federal, state and local environmental regulations related to former manufactured gas plant sites on Indiana Gas' financial position and results of operations is contingent upon several uncertainties. These include the cost of compliance, the impact of joint and several liability upon the magnitude of the contingency, the ratemaking treatment authorized for these items by the IURC, as well as the recovery of environmental and related costs from insurance carriers. Indiana Gas believes it will be successful in recovering the costs which it has incurred and may incur through rates, from other potentially responsible parties and from insurance carriers. However, there can be no assurance as to the amount or timing of any such recoveries. B. Order No. 636 Transition Costs In accordance with Federal Energy Regulatory Commission (FERC) Order No. 636, Indiana Gas' pipeline service providers have made a number of filings to restructure services. Indiana Gas' pipeline service providers are seeking from customers, including Indiana Gas, recovery of certain costs related to the transition to restructured services. In February 1994, Indiana Gas included certain transition costs in a routine quarterly gas cost adjustment (GCA) filing with the IURC. As part of that proceeding, Indiana Gas was given authority to pass the Account 191 component of such costs through to ratepayers and to employ deferred accounting for all other components of transition costs pending the IURC's consideration of Indiana Gas' request for authority to recover those costs. As of December 31, 1994, Indiana Gas has estimated and deferred approximately $6.2 million of the other components of transition costs. In a recent order involving another gas utility in Indiana, the IURC determined that FERC Order No. 636 transition costs are recoverable as gas costs through the quarterly GCA process. Given this determination, Indiana Gas expects that transition costs it is assessed by its pipeline suppliers will be recovered through the quarterly GCA process. 10. Postretirement Benefits Other Than Pensions. Effective October 1, 1993, Indiana Gas adopted Statement of Financial Accounting Standards No. 106, Employers' Accounting for Postretirement Benefits Other Than Pensions (SFAS 106). SFAS 106 requires accounting for the costs of postretirement health care and life insurance benefits on the accrual basis. This means the costs of benefits paid in the future are recognized during the years that an employee provides service to Indiana Gas rather than the "pay-as-you-go" (cash) basis. In January 1992, Indiana Gas filed a petition with the IURC seeking regulatory authority for, among other matters, rate recovery of implementation of SFAS 106. Through a generic order issued on December 30, 1992, Indiana Gas received authority from the IURC to employ deferred accounting for these costs. This authorization will extend until the IURC rules upon Indiana Gas' pending request to adopt SFAS 106 for ratemaking purposes. Recent orders for other public utilities regulated by the IURC have authorized SFAS 106 to be adopted for ratemaking purposes. Indiana Gas has deferred approximately $7.1 million of SFAS 106 costs as of December 31, 1994. 11. Reclassifications. Certain reclassifications have been made to the prior periods' financial statements to conform to the current year presentation. These reclassifications have no impact on margin or net income previously reported. Indiana Gas Company, Inc. and Subsidiary Companies Management's Discussion and Analysis of Results of Operations and Financial Condition Results of Operations Earnings Net income for the three- and twelve-month periods ended December 31, 1994, when compared to the same periods one year ago are listed below. Periods Ended December 31 (Millions) 1994 1993 Three Months $10.8 $15.2 Twelve Months $30.2 $29.4 The following discussion highlights the factors contributing to these results. Margin (Revenues Less Cost of Gas) Margin for the quarter ended December 31, 1994, decreased $8.1 million compared to the same period last year. The decrease was primarily due to weather 26 percent warmer than the same period last year and 25 percent warmer than normal, resulting in a decrease in space heating sales during the period. Margin for the twelve-month period ended December 31, 1994, decreased $4.1 million compared to the same period last year. The decrease for the twelve-month period reflects weather 8 percent warmer than the same period last year and 7 percent warmer than normal, offset somewhat by additional residential and commercial customers. Total system throughput (combined sales and transportation) decreased 14 percent (5.1 MMDth) for the first quarter of fiscal 1995 when compared to the same period one year ago. This was due primarily to decreases in residential and commercial space heating sales caused by warmer weather. Throughput decreased 2 percent (1.8 MMDth) for the twelve-month period ended December 31, 1994, when compared to the same period last year. This is due primarily to decreases in residential and commercial space heating sales caused by warmer weather, offset by an increase in throughput for industrial customers and an increase in residential and commercial customers. Indiana Gas' rates for transportation generally provide the same margins as are earned on the sale of gas under its sales tariffs. Approximately one-half of total system throughput represents gas used for space heating and is affected by weather. Total average cost per unit of gas purchased decreased to $2.68 for the three-month period ended December 31, 1994, compared to $3.05 for the same period one year ago. For the twelve-month period, cost of gas per unit decreased to $2.78 in the current period compared to $2.90 for the same period last year. Adjustments to Indiana Gas' rates and charges related to the cost of gas are made through gas cost adjustment (GCA) procedures established by Indiana law and administered by the Indiana Utility Regulatory Commission (IURC). The GCA passes through increases and decreases in cost of gas to Indiana Gas' customers dollar for dollar. Operating Expenses Operation and maintenance expenses decreased approximately $1.4 million for the three-month period ended December 31, 1994, when compared to the same period one year ago. The decrease is attributable to lower labor- related costs, including health care and pension costs, and other general expenses. Operation and maintenance expenses for the twelve- month period decreased approximately $5.9 million compared to the same period last year. The decrease is primarily due to labor and related costs which are lower than the levels last year when additional operation and maintenance projects were in progress. Depreciation and amortization expense increased for the three- and twelve-month periods ended December 31, 1994, when compared to the same periods one year ago as the result of additions to utility plant to serve new customers and to maintain dependable service to existing customers. Federal and state income taxes decreased for the three-month period ended December 31, 1994, when compared to the same period one year ago due to lower taxable income. Federal and state income taxes remained approximately the same for the twelve-month period when compared to the same period last year. Taxes other than income taxes decreased for the three- month period ended December 31, 1994, when compared to the same period one year ago due to lower gross receipts tax expenses. Taxes other than income taxes remained approximately the same for the twelve-month period when compared to the same period last year. Interest Expense Interest expense decreased for the three- and twelve- month periods ended December 31, 1994, when compared to the same periods one year ago due to a decrease in average debt outstanding slightly offset by an increase in interest rates. Other Operating Matters 1995 Settlement Agreement During 1994, Indiana Gas, the Office of Utility Consumer Counselor (OUCC) and a group of large-volume users entered a series of negotiations designed to increase Indiana Gas' opportunity to earn on its recent capital investments while avoiding the necessity of a general rate filing. As a result of these negotiations, the IURC approved on October 26, 1994, a stipulation and settlement agreement which provided, among other things, for the following: (1) an increase in Indiana Gas' authorized utility operating income from $47.1 million to $51.1 million beginning in fiscal 1995; (2) with certain specified exceptions, Indiana Gas may not file a petition to increase its base rates until September 1, 1995; and (3) an agreement to a number of operational and other service enhancements for large- volume customers. Furthermore, as part of the agreement, the OUCC agreed to perform another investigation during fiscal year 1995 to consider an additional increase to Indiana Gas' authorized utility operating income. Environmental Matters Indiana Gas is currently conducting environmental investigations and work at certain sites that were the location of former manufactured gas plants. For further information regarding the status of investigation and remediation of the sites, financial reporting, ratemaking and other potentially responsible parties, see Note 9. Federal Energy Regulatory Commission Matters In accordance with Federal Energy Regulatory Commission (FERC) Order No. 636, Indiana Gas' pipeline service providers have made a number of filings to restructure services. Indiana Gas' pipeline service providers are seeking from customers, including Indiana Gas, recovery of certain costs related to the transition to restructured services. For further information regarding the financial reporting and ratemaking, see Note 9. Postretirement Benefits Other Than Pensions Effective October 1, 1993, Indiana Gas adopted Statement of Financial Accounting Standards No. 106, Employers' Accounting for Postretirement Benefits Other Than Pensions (SFAS 106). SFAS 106 requires accounting for the costs of postretirement health care and life insurance benefits on the accrual basis. This means the costs of benefits paid in the future are recognized during the years that an employee provides service to Indiana Gas rather than the "pay-as-you-go" (cash) basis. For further information regarding the financial reporting and ratemaking, see Note 10. Liquidity and Capital Resources New construction to provide service to a growing customer base and normal system maintenance and improvements will continue to require substantial capital expenditures. For the twelve months ended December 31, 1994, Indiana Gas' capital expenditures totaled $55.5 million. Of this amount, 71 percent was provided by funds generated internally (net income less dividends plus charges to net income not requiring funds). Capital expenditures for fiscal 1995 are estimated at $54.7 million of which $12.9 million have been expended during the three-month period ended December 31, 1994. Indiana Gas' goal is to fund internally approximately 75 percent of its construction program. Capitalization objectives for Indiana Gas are 55-65 percent common equity and 35-45 percent long-term debt. This will help Indiana Gas to maintain its high creditworthiness. The long-term debt of Indiana Gas is currently rated Aa3 by Moody's Investors Service and AA- by Standard & Poor's Corporation and Duff & Phelps. On October 28, 1994, $3 million of the outstanding 9 3/8% Series M, First Mortgage Bonds were retired. The nature of Indiana Gas' business creates large short- term cash working capital requirements primarily to finance customer accounts receivable, unbilled utility revenues resulting from cycle billing, gas in underground storage and construction expenditures until permanently financed. Short-term borrowings tend to be greatest during the heating season when accounts receivable and unbilled utility revenues are at their highest. Depending on cost, commercial paper or bank lines of credit are used as sources of short-term financing. Indiana Gas' commercial paper is rated P-1 by Moody's and A-1+ by Standard & Poor's. Long-term financial strength and flexibility require maintaining throughput volumes, controlling costs and, if absolutely necessary, securing timely increases in rates to recover costs and provide a fair and reasonable return to shareholders. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27 Financial Data Schedule Filed herewith. (b) No Current Reports on Form 8-K were filed during the quarter ended December 31, 1994. SIGNATURES 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. INDIANA GAS COMPANY, INC. Registrant Dated February 10, 1995 /s/Niel C. Ellerbrook Niel C. Ellerbrook Senior Vice President and Chief Financial Officer Dated February 10, 1995 /s/Jerome A. Benkert Jerome A. Benkert Controller