SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 1995 A. Full Title of the Plan and the Address of the Plan, if Different from that of the Issuer named below: Indiana Gas Company, Inc. Retirement Savings Plan 1630 North Meridian Street Indianapolis, IN 46202 B. Name of issuer of the Securities Held Pursuant to the Plan and the Address of its Principal Executive Officer: Indiana Energy, Inc. 1630 North Meridian Street Indianapolis, IN 46202 ITEM 1 - Changes in the Plan Effective July 1, 1995, T. Rowe Price (the trustee) assumed trustee and recordkeeping responsibilities from Fifth Third Bank. Plan assets, except for Fund A, were sold and reinvested in four similar funds established by T. Rowe Price at the participants' current investment allocation percentages. ITEM 2 - Changes in Investment Policy None ITEM 3 - Contributions Under the Plan None ITEM 4 - Participating Employees Approximately 1,241 employees were participants in the Plan at December 31, 1995. ITEM 5 - Administration of the Plan (a) The following table sets forth the names of the persons who administer the Plan and all positions or offices held with the issuer, Indiana Energy, Inc. (IEI) and Indiana Gas Company, Inc. (IGC). Each person acts as a member of the Plan Committee and has an address at 1630 North Meridian Street, Indianapolis, Indiana 46202. Positions or Officers with issuer Name or Affiliate Lawrence A. Ferger President and Chief Executive Officer of IGC and IEI Niel C. Ellerbrook Senior Vice President & Chief Financial Officer of IGC; Vice President and Treasurer of IEI Paul T. Baker Senior Vice President & Chief Operating Officer of IGC Steven M. Schein Vice President and Treasurer of IGC Thomas J. Zabor Vice President of Human Resources, IGC As of December 31, 1995, the trust fund was managed by T. Rowe Price, as trustee. (b) The members of the Plan committee received no compensation from the Plan for Services as members of the Plan Committee during the fiscal year ended December 31, 1995. See Item 6(b) for information concerning compensation of the trustee. ITEM 6 - Custodian of Investments (a) Fifth Third Bank, Fifth Third Center, Cincinnati, Ohio 45263, acted as custodian of the securities and other investments of the Plan until July 1, 1995. Since July 1, 1995, T. Rowe Price, P.O. Box 17215, Baltimore, MD 21297-0354, has acted as custodian of the securities and other investments of the Plan. (b) Not Applicable (c) Both custodians are exempt under ERISA from having to furnish any bond in connection with the custody of security investments or other assets of the Plan. ITEM 7 - Reports to Participating Employees Employees participating in the plan receive annual summaries of the operations of the Plan (including financial date) and quarterly statements of participant accounts reflecting account balances, contributions to the account, and earnings for the account. ITEM 8 - Investment of Funds (a) (1) Not Applicable (a) (2) Not Applicable (b) Not Applicable ITEM 9 - Financial Statements and Exhibits (a) The following financial statements are included in this Form 11-k: Report of Independent Public Accountants Statement of Financial Condition as of December 31, 1995 Statement of Financial Condition as of December 31, 1994 Statement of Income and Other Changes in Plan Equity as of December 31, 1995 Statement of Income and Other Changes in Plan Equity as of December 31, 1994 Statement of Income and Other Changes in Plan Equity as of December 31, 1993 Notes to Financial Statements SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan committee has duly caused this annual report to be signed by the Undersigned thereunto duly authorized. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN By: The Plan Committee as Plan Administrator /s/Lawrence A. Ferger Lawrence A. Ferger /s/Niel C. Ellerbrook Niel C. Ellerbrook /s/Paul T. Baker Paul T. Baker /s/Steven M. Schein Steven M. Schein /s/Thomas J. Zabor Thomas J. Zabor Date: June 28, 1995 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To Indiana Gas Company, Inc. Retirement Savings Plan Committee: We have audited the accompanying statements of financial condition of the INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN as of December 31, 1995, and 1994, and the related statements of income and other changes in plan equity for the three years ended December 31, 1995. These financial statements and the schedules referred to below are the responsibility of the plan committee. Our responsibility is to express an opinion on these financial statements and schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the plan committee, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Plan as of December 31, 1995, and 1994, and the changes in its plan equity for the three years ended December 31, 1995, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. ARTHUR ANDERSEN LLP Indianapolis, Indiana, June 10, 1996. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 1995 T. Rowe Price Indiana ----------------------------------------------------------------- Energy, Inc. Stable Equity International New Equity Spectrum Common Stock Value Income Balanced Stock Horizons Index Growth Participants' Fund Fund Fund Fund Fund Fund Fund Fund Loan Fund Total ASSETS: Investments, at current market value (cost $39,686,010)- Indiana Energy, Inc. common stock $22,771,495 $ - $ - $ - $ - $ - $ - $ - $ - $22,771,495 Collective/ Common Trust Fund - 6,733,899 - - - - - - - 6,733,899 Mutual Funds - - 7,404,291 4,554,734 440,534 981,897 463,492 357,286 - 14,202,234 Participants' loans - - - - - - - - 2,713,615 2,713,615 ----------- ---------- ---------- ---------- -------- ---------- -------- -------- ---------- ----------- Total investments 22,771,495 6,733,899 7,404,291 4,554,734 440,534 981,897 463,492 357,286 2,713,615 46,421,243 Employer contributions receivable 481,365 148,282 143,939 122,100 14,411 41,001 28,012 16,565 - 995,675 ----------- ---------- ---------- ---------- -------- ---------- -------- -------- ---------- ----------- PLAN EQUITY $23,252,860 $6,882,181 $7,548,230 $4,676,834 $454,945 $1,022,898 $491,504 $373,851 $2,713,615 $47,416,918 =========== ========== ========== ========== ======== ========== ======== ======== ========== =========== The accompanying notes are an integral part of this statement. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 1994 Indiana Energy, Provident Inc. Stable Mutual Common Stock Value Equity Value Line Participants' Fund A Fund B Fund C Fund D Loan Fund Total ASSETS: Investments, at market (cost $30,909,836) - Short-term funds $ 20,968 $ -- $ 67,976 $ 189,305 $ -- $ 278,249 Indiana Energy, Inc. common stock 17,922,207 -- -- -- -- 17,922,207 Common stock -- -- -- 1,992,107 -- 1,992,107 Equity Mutual Fund -- -- 4,854,979 -- -- 4,854,979 U. S. Treasury notes -- -- -- 1,149,637 -- 1,149,637 Guaranteed investment contracts -- 6,053,450 -- -- -- 6,053,450 Participants' loans receivable -- -- -- -- 2,474,301 2,474,301 ---------- ---------- ---------- ---------- ---------- ----------- Total investments 17,943,175 6,053,450 4,922,955 3,331,049 2,474,301 34,724,930 Cash -- 21,643 20,588 -- -- 42,231 Employer contributions receivable 599,542 136,577 120,696 122,998 -- 979,813 Other receivables 8,405 33,472 (2,612) 24,926 (2,863) 61,328 ---------- --------- --------- ---------- ---------- ----------- Total assets 18,551,122 6,245,142 5,061,627 3,478,973 2,471,438 35,808,302 ---------- --------- --------- ---------- ---------- ----------- LIABILITIES: Accrued new loans 46,146 (39,584) 306 (7,130) 262 -- Accrued forfeitures 34,529 12,024 6,497 6,455 -- 59,505 Accrued plan interfund transfers (52,566) 52,605 (117) 78 -- -- ---------- --------- --------- ---------- ---------- ----------- Total liabilities 28,109 25,045 6,686 (597) 262 59,505 ---------- --------- --------- ---------- ---------- ----------- PLAN EQUITY $18,523,013 $6,220,097 $5,054,941 $3,479,570 $2,471,176 $35,748,797 =========== ========== ========== ========== ========== =========== The accompanying notes are an integral part of this statement. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN STATEMENT OF INCOME AND OTHER CHANGES IN PLAN EQUITY FOR THE YEAR ENDED DECEMBER 31, 1995 T. Rowe Price ----------------------------------------------------------- Indiana Provident Inter- Parti- Energy, Inc. Stable Mutual Stable Equity national New Equity Spectrum cipants' Common Stock Value Equity Value Line Value Income Balanced Stock Horizons Index Growth Loan Fund A Fund B Fund C Fund D Fund Fund Fund Fund Fund Fund Fund Fund Total ADDITIONS: Employee contribu- tions $ 1446180 $ 249166 $ 260460 $ 245857 $ 240879 $ 274558 $ 232840 $ 9124 $ 37185 $ 26805 $ 14871 $ - $ 3037925 Employer contribu- tions 1071562 118232 134659 126694 261858 284613 242566 19770 59227 41515 24124 - 2384820 Interest income 3184 203999 1655 50249 - - - - - - - 163872 422959 Dividend income 1005824 - - 13728 205265 260391 121306 13276 103140 12286 23959 - 1759175 Unrealized apprecia- tion (deprecia- tion) of invest- ments 2852422 - - - - 659041 256677 4265 (45302) 14128 (5973) - 3735258 Realized gain (loss) on invest- ments 244209 - 829920 365127 - 46072 23872 - (1826) 2 - - 1507376 Other income (expense), net 19576 (9503) (2569) (8674) (4883) (368) (246) - - - - - (6667) --------- --------- ---------- -------- -------- -------- -------- ------- -------- ------- ------- -------- --------- 6642957 561894 1224125 792981 703119 1524307 877015 46435 152424 94736 56981 163872 12840846 DEDUCTIONS: Distribu- tion of benefits to participants (517545) (197970) (137289) (39998) (149330) (97224) (33369) - - - - - (1172725) INTERFUND TRANSFERS (1418609) (6442905) (6065593)(4148968) 6264647 6066706 3773553 405996 860829 392100 312244 - - LOAN REPAY- MENTS 732661 118956 111003 123815 90630 124411 95968 2560 9802 4807 4690 (1419303) - LOANS ISSUED (709617) (260072) (187187) (207400) (26885) (69970) (36333) (46) (157) (139) (64) 1497870 - --------- ---------- ---------- -------- -------- -------- -------- ------- -------- ------- ------- -------- --------- Net increase (decrease) 4729847 (6220097) (5054941)(3479570) 6882181 7548230 4676834 454945 1022898 491504 373851 242439 11668121 PLAN EQUITY, December 31, 1994 18523013 6220097 5054941 3479570 - - - - - - - 2471176 35748797 --------- ---------- ---------- -------- -------- -------- -------- ------- -------- ------- ------- -------- --------- PLAN EQUITY, December 31, 1995 $23252860 $ - $ - $ - $6882181 $7548230 $4676834 $454945 $1022898 $491504 $373851 $2713615 $47416918 ========= ========== ========== ======== ======== ======== ======== ======= ======== ======= ======= ======== ========= The accompanying notes are an integral part of this statement. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN STATEMENT OF INCOME AND OTHER CHANGES IN PLAN EQUITY FOR THE YEAR ENDED DECEMBER 31, 1994 Indiana Energy, Provident Inc. Stable Mutual Common Stock Value Equity Value Line Participants' Fund A Fund B Fund C Fund D Loan Fund Total ADDITIONS: Employee contributions $ 941,532 $ 302,458 $ 380,208 $ 373,031 $ -- $ 1,997,229 Employer contributions 1,100,565 304,462 333,922 340,433 -- 2,079,382 Interest income 4,260 275,954 2,160 81,092 118,794 482,260 Dividend income 566,816 -- -- 12,469 -- 579,285 Unrealized depreciation of assets (233,078) -- (40,973) (97,212) -- (371,263) Realized loss on investments -- -- -- (61,117) -- (61,117) Forfeitures (22,976) (11,494) (4,879) (3,667) -- (43,016) Other income (expense), net (13,494) (13,715) (1,072) (1,922) 43 (30,160) ---------- ---------- ---------- ---------- ---------- ----------- 2,343,625 857,665 669,366 643,107 118,837 4,632,600 DEDUCTIONS: Distribution of benefits to participants 252,410 113,190 53,812 30,397 53,277 503,086 ---------- ---------- ---------- ---------- ---------- ----------- 2,091,215 744,475 615,554 612,710 65,560 4,129,514 TRANSFERS OF PARTICIPANTS' BALANCES BETWEEN SAVINGS PLANS 5,429 (4,521) (1,519) (1,172) -- (1,783) OTHER PLAN INTERFUND TRANSFERS 27,772 (51,810) 50,302 (26,264) -- -- LOAN REPAYMENTS 426,987 131,424 131,382 129,717 (819,510) -- LOANS ISSUED (437,699) (253,981) (132,661) (156,224) 980,565 -- ---------- ---------- ---------- ---------- ---------- ----------- Net increase 2,113,704 565,587 663,058 558,767 226,615 4,127,731 TRANSFER OF ASSETS FROM THE RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES EFFECTIVE OCTOBER 1, 1994 7,490,819 1,799,893 1,102,206 772,285 950,143 12,115,346 PLAN EQUITY, December 31, 1993 8,918,490 3,854,617 3,289,677 2,148,518 1,294,418 19,505,720 ---------- ---------- ---------- ---------- ---------- ----------- PLAN EQUITY, December 31, 1994 $18,523,013 $6,220,097 $5,054,941 $3,479,570 $2,471,176 $35,748,797 =========== ========== ========== ========== ========== =========== The accompanying notes are an integral part of this statement. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN STATEMENT OF INCOME AND OTHER CHANGES IN PLAN EQUITY FOR THE YEAR ENDED DECEMBER 31, 1993 Indiana Energy, Provident Inc. Stable Mutual Common Stock Value Equity Value Line Participants' Fund A Fund B Fund C Fund D Loan Fund Total ADDITIONS: Employee contributions $ 719,498 $ 264,280 $ 325,701 $ 296,377 $ -- $ 1,605,856 Employer contributions 761,404 232,086 267,096 258,980 -- 1,519,566 Interest income 2,965 192,576 945 38,228 84,335 319,049 Dividend income 352,483 -- -- 8,636 -- 361,119 Unrealized appreciation of assets 853,151 -- 282,301 142,786 -- 1,278,238 Realized gain (loss) on investments -- 44,914 23,225 (12,047) -- 56,092 Other income (expense), net 28 (9,978) 143 (9,151) -- (18,958) ---------- ---------- ---------- ---------- ---------- ----------- 2,689,529 723,878 899,411 723,809 84,335 5,120,962 DEDUCTIONS: Distribution of benefits to participants 152,858 158,768 73,943 35,927 8,748 430,244 ---------- ---------- ---------- ---------- ---------- ----------- 2,536,671 565,110 825,468 687,882 75,587 4,690,718 TRANSFERS OF PARTICIPANTS' BALANCES BETWEEN SAVINGS PLANS (34,223) (9,844) (3,799) 3,105 (17,907) (62,668) OTHER PLAN INTERFUND TRANSFERS 351,953 (212,144) (155,127) 15,318 -- -- LOAN REPAYMENTS 265,650 104,842 116,848 122,014 (609,354) -- LOANS ISSUED (304,009) (184,530) (183,646) (158,092) 830,277 -- ---------- ---------- ---------- ---------- ---------- ----------- Net increase 2,816,042 263,434 599,744 670,227 278,603 4,628,050 PLAN EQUITY, December 31, 1992 6,102,448 3,591,183 2,689,933 1,478,291 1,015,815 14,877,670 ---------- ---------- ---------- ---------- ---------- ----------- PLAN EQUITY, December 31, 1993 $8,918,490 $3,854,617 $3,289,677 $2,148,518 $1,294,418 $19,505,720 ========== ========== ========== ========== ========== =========== The accompanying notes are an integral part of this statement. INDIANA GAS COMPANY, INC. RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. DESCRIPTION OF THE PLAN a. General Indiana Gas Company, Inc. (the Company) Retirement Savings Plan (the Plan) is a defined contribution plan. The Plan is administered by the Retirement Savings Plan Committee (the Committee) appointed by the President of the Company. Further details of the Plan are provided in the Summary Plan Description which has been distributed to all plan participants. Effective October 1, 1994, the assets of the Indiana Gas Company, Inc. Retirement Savings Plan for Bargaining Unit Employees were merged into the Indiana Gas Company, Inc. Retirement Savings Plan. Participants' benefits and account balances were not impacted as a result of the merger. Participants have the same options and benefits under the Retirement Savings Plan as they did under the Retirement Savings Plan for Bargaining Unit Employees. The transfer of $12,115,346 has been reflected in the December 31, 1994, Statement of Income and Other Changes in Plan Equity. Effective July 1, 1995, T. Rowe Price (the trustee) assumed trustee and recordkeeping responsibilities from Fifth Third Bank. Plan assets, except for Fund A, were sold and reinvested in four similar funds established by T. Rowe Price at the participants' current investment allocation percentages. Effective September 1, 1995, participants had four additional funds to invest in and made elections through a phone system. The four new investment options available on September 1 were the Equity Index Fund, the Spectrum Growth Fund, an International Stock Fund, and the New Horizons Fund. Participants can now make contribution elections and investment transfers in 5% increments versus the 10% limit previously required. Participant elections and investment transfer decisions can be made daily. b. Participation Employees age twenty-one (21) or older become eligible to participate in the Plan on January 1, April 1, July 1, or October 1 (valuation dates), coincident with or following completion of one (1) year of service. Each participant's account is adjusted daily for contributions, withdrawals, distributions, income earned, changes in the value of trust fund assets and expenses directly related to investment transactions. c. Contributions and Vesting Plan participants may elect to contribute up to 15% of their eligible compensation. All participants' contributions are fully vested. Annually, the Company contributes an amount equal to 2-1/2% of participants' eligible compensation. In addition, for nonbargaining participants, the Company matches 100% of the first 3% of eligible compensation contributed by nonbargaining participants and 50% of nonbargaining participants' contributions between 3% and 8% of their eligible compensation. For bargaining participants, the Company matches 50% of the first 4% of eligible compensation. Participants may also contribute any unused flexible benefit dollars to the plan with the Company matching this contribution at 50%. Company contributions become fully vested after a participant has completed five years of service. However, all participants employed by the Company on July 1, 1988, were deemed to have completed the years of service requirements regardless of the number of years of service actually completed as of that date. In addition, former employees of Terre Haute Gas corporation and Richmond Gas Corporation, which were employed by the Company in 1990, retain their years of credited service at their respective companies prior to the acquisitions when evaluating their eligibility and vested interest in the Plan. Contributions are subject to maximum limitations as defined in the Internal Revenue Code (the Code) and are invested in the Indiana Energy, Inc. Common Stock Fund, Stable Value Fund, T. Rowe Price Equity Income Fund, T. Rowe Price Balanced Fund, T. Rowe Price International Fund, T. Rowe Price New Horizons Fund, T. Rowe Price Equity Index Fund, Spectrum Growth Fund, as directed by participants. d. Federal Income Tax Effect to Participants The Plan was established as a qualified plan under Section 401(a) of the Code. This means that a participant is not subject to Federal income taxes on amounts contributed to the participant's account or earnings thereon, until such amounts are distributed to the participant or to a beneficiary in the event of the participant's death. Contributions to the participant's account are subject to Federal employment (FICA) taxes. If a participant receives a distribution from his/her account prior to obtaining age 59-1/2, such distribution is taxed as ordinary income and may be subject to an additional 10% penalty tax unless one of the statutory exceptions to such penalty tax applies. e. Distributions Upon termination, a participant has the option to receive a lump sum distribution or periodic installments over a period not to exceed 10 years. If a lump sum is received, the participant may defer immediate taxation by rolling over the amount into a qualified plan or an individual retirement account (IRA). Effective January 1, 1993, the Unemployment Compensation Amendments Act of 1992 requires income tax withholding at a rate of 20% for any eligible rollover distribution that is not directly transferred to another qualified plan or IRA. This withholding requirement may not be waived by the participant receiving the distribution. Distributions made to participants who have reached age 70-1/2 are not subject to the 20% withholding requirement. f. Participant Loans The Plan allows eligible participants to borrow up to 50% of the vested amount of their participant's account with a minimum borrowing of $1,000. Each loan shall bear interest at a rate determined by the plan committee and is secured by the participant's remaining balance in his/her account. The term of the loan is mutually agreed upon by the plan committee and the participant. The loan repayment period shall not exceed 5 years, except in instances where the loan proceeds were used to acquire the principal residence of the participant. A participant may have no more than one loan outstanding at any point in time. Loan payments, both principal and interest, shall be reapplied to the participant's account and reinvested in the applicable fund based on the participant's current election. At December 31, 1995 and 1994, there were 457 and 455 participant loans outstanding, respectively. g. Plan Termination While it has not expressed any intention to do so, the Company has the right to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Upon partial or total termination of the Plan, the participants' accounts shall become fully vested and non- forfeitable. h. Trustee Fees and Administrative Costs Trustee fees and recordkeeping costs are paid by the Company. Investment management costs are paid for by the Plan and are included in other income (expense) in the accompanying Statements of Income and Other Changes in Plan Equity. 2. INVESTMENT PROGRAM Before July 1, 1995, participants could direct that their contributions be invested in one or more of the following funds: Fund A - An equity fund, which invests principally in shares of Indiana Energy, Inc. (IEI) common stock issued and purchased in the open market. (Indiana Energy, Inc. is the parent company of Indiana Gas Company, Inc.) Fund B - A fixed income fund, which invests principally in guaranteed investment contracts. Fund C - An equity investment fund, which invests principally in common stock. Fund D - A balanced fund, which invests principally in a mix of fixed income securities and common stock. After July 1, 1995, participants may direct that their contributions be invested in one or more of the following T. Rowe Price funds: IEI Common Stock Fund - An equity fund which invests principally in shares of Indiana Energy, Inc. (IEI) common stock issued and purchased in the open market. (Indiana Energy, Inc. is the parent company of Indiana Gas Company, Inc.) Stable Value Fund - A bank sponsored collective investment fund, which invests primarily in a portfolio of Guaranteed Investment Contracts (GIC's), Bank Investment Contracts (BIC's) and Structured Investment Contracts (SIC's). T. Rowe Price Equity Income Fund - A mutual fund, which most of the assets will be used to invest in common stocks of established companies and the remainder in foreign securities, convertible stocks and bonds. T. Rowe Price Balanced Fund - A mutual fund, which invests 60% in common stock of large established companies and 40% in various fixed income securities. T. Rowe Price International Stock Fund - A mutual fund, which invests primarily in common stocks of established, non-U.S. companies. T. Rowe Price New Horizons Fund - A mutual fund, which invests primarily in a diversified group of small, emerging growth companies. T. Rowe Price Equity Index Fund - A mutual fund, which will invest in all 500 stocks composing the S&P 500. T. Rowe Price Spectrum Growth Fund - A mutual fund, which invests in a number of other T. Rowe Price Mutual Funds. The number of participants directing contributions in each fund at December 31, 1995 and 1994, were as follows: Number of Participants ------------ 1995 1994 Fund B (Stable Value) - 722 Fund C (Provident Mutual Equity Fund) - 668 Fund D (Value Line Fund) - 603 Indiana Energy, Inc. Common Stock 1,102 1,156 T. Rowe Price- Stable Value Fund 705 - Equity Income Fund 729 - Balanced Fund 622 - International Stock Fund 122 - New Horizons Fund 218 - Equity Index Fund 170 - Spectrum Growth Fund 125 - 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Basis of Accounting Account records maintained by the Trustee are on the cash basis. The accompanying financial statements have been prepared on an accrual basis. Assets of the Plan are valued at current market value. b. Investments Investments are stated at current market value (see Schedule I). Investment transactions are reported on the trade date. The change in market value from the beginning of the year to the date of sale for investments sold during the year is reported separately in the Statement of Income and Other Changes in Plan Equity as a realized gain (loss) on investments. The net realized gain or loss on investments included in the plan equity is as follows: Realized Gain Proceeds of Cost of (Loss) on Sale Asset Investments IEI Common Stock Fund A $ 1,565,857 $ 1,321,648 $ 244,209 Stable Value Fund B 12,493,837 12,493,837 - Provident Mutual Equity Fund C 6,362,986 5,533,066 829,920 Value Line Fund D 9,645,424 9,280,297 365,127 Stable Value Fund - - - Equity Income Fund 619,713 595,841 46,072 Balanced Fund 784,469 738,397 23,872 International Stock Fund 46 46 - New Horizons Fund 83,429 85,255 (1,826) Equity Index Fund 345 343 2 Spectrum Growth Fund 64 64 - ----------- ----------- ---------- Total $31,556,170 $30,048,794 $1,507,376 =========== =========== ========== On July 30, 1993, Indiana Energy, Inc. declared a three-for-two stock split for shareholders of record on September 17, 1993. The shares were issued on October 1, 1993. The number of shares disclosed in the Schedule of Assets Held for Investment Purposes reflect this stock split. The current market value of individual assets that represent 5% or more of the Plan's equity as of December 31, 1995 and 1994 are as follows: 1995 1994 Indiana Energy, Inc. common stock $22,771,495 $17,922,207 T. Rowe Price- Equity Income Fund 7,404,291 - Stable Value Fund 6,733,899 Balanced Fund 4,554,734 - G.I.C. Investment Fund for Employee Benefit Plans - 6,053,450 Provident Mutual Newbold Equity Fund - 4,854,979 c. Reclassifications Certain reclassifications have been made in the Company's financial statements of prior years to confirm to the current year presentation. The descriptions of the financial statements comply with the requirements set forth by Form 11(K) under the Securities and Exchange Commission. 4. UNREALIZED APPRECIATION OF ASSETS The unrealized appreciation of assets included in the Plan equity is as follows: T. Rowe Price ----------------------------------------------------- IEI Provident Inter- Common Stable Mutual Value Stable Equity national New Equity Spectrum Stock Value Equity Line Value Income Balanced Stock Horizons Index Growth Fund A Fund B Fund C Fund D Fund Fund Fund Fund Fund Fund Fund Total Balance as of December 31, 1993 $1,870,206 $ - $379,773 $171,751 $ - $ - $ - $ - $ - $ - $ - $2,421,730 Transfer from the Retirement Savings Plan for Bargaining Unit Employees as of October 1, 1994 2,065,317 - 166,756 59,465 - - - - - - - 2,291,538 Net change for 1994 (943,445) - (15,397) (273,804) - - - - - - - (1,232,646) ---------- -------- -------- -------- -------- -------- -------- ------ -------- ------- ------- ---------- Balance as of December 31, 1994 2,992,078 - 531,132 (42,588) - - - - - - - 3,480,622 Net change for 1995 2,852,422 - (531,132) 42,588 - 659,041 256,677 4,265 (45,302) 14,128 (5,973) 3,246,714 ---------- -------- -------- -------- -------- -------- -------- ------ -------- ------- ------- ---------- Balance as of December 31, 1995 $5,844,500 $ - $ - $ - $ - $659,041 $256,677 $4,265 $(45,302) $14,128 $(5,973) $6,727,336 ========== ======== ======== ======== ======== ======== ======== ====== ======== ======= ======= ========== 5. TAX STATUS The Internal Revenue Service issued a determination letter dated April 19, 1996, stating that the Plan was qualified in accordance with applicable plan design requirements as of that date. In the opinion of the Plan Committee, the Plan is currently designed and continues to operate in a manner that qualifies it under Internal Revenue Code (IRC) Section 401(a) and, therefore, is exempt from income taxes under the provisions of IRC Section 501(a). Accordingly, no provision for Federal income taxes has been made. 6. REPORTABLE TRANSACTIONS "Reportable Transactions" of the Plan are shown on Schedule II. There were no party-in-interest transactions in either 1995 or 1994. SCHEDULE I INDIANA GAS COMPANY, INC. EIN 35-0793669 RETIREMENT SAVINGS PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1995 Current Shares/ Average Market Description Par Value Cost Value INVESTMENTS: Indiana Energy, Inc. Common Stock 953,449 $16,919,098 $22,771,495 Stable Value Fund 6,733,899 6,733,899 6,733,899 T. Rowe Price- Equity Income Fund 370,030 6,745,250 7,404,291 Balanced Fund 344,534 4,298,057 4,554,734 International Stock Fund 36,021 436,269 440,534 New Horizons Fund 47,897 1,027,199 981,897 Equity Index Fund 26,932 449,364 463,492 Spectrum Growth Fund 26,485 363,259 357,286 PARTICIPANTS' LOAN FUND, interest ranging from 7.0% to 11.5% 2,713,615 2,713,615 ----------- ----------- $39,686,010 $46,421,243 =========== =========== SCHEDULE II INDIANA GAS COMPANY, INC. EIN 35-0793669 RETIREMENT SAVINGS PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 Current Value of Asset on Number of Purchase Selling Cost of Transaction Net Party Involved Description of Asset Transactions Price Price Asset Date Gain PURCHASES: Fifth-Third Bank- Fund B Fidelity Inst. Cash Portfolio 4 $6,000,000 $ - $6,000,000 $6,000,000 $ - Fund B The G.I.C. Investment Fund for Employee Benefit Plans 3 440,387 - 440,387 440,387 - Fund C Provident Mutual Fund 8 445,000 - 445,000 445,000 - Fund D Fifth Third Banksafe Trust 3 4,130,534 - 4,130,534 4,130,534 - T. Rowe Price- Indiana Energy, Inc. * 9,047,884 - 9,047,884 9,047,884 - Stable Value Fund * 7,370,115 - 7,370,115 7,370,115 - Equity Income Fund * 7,361,499 - 7,361,499 7,361,499 - Balanced Fund * 4,772,854 - 4,772,854 4,772,854 - International Stock Fund * 436,269 - 436,269 436,269 - New Horizons Fund * 1,105,548 - 1,105,548 1,105,548 - Equity Index Fund * 449,437 - 449,437 449,437 - Spectrum Growth Fund * 363,258 - 363,258 363,258 - SALES: Fifth Third Bank- Fund B Fidelity Inst. Cash Portfolio 2 - 6,000,000 6,000,000 6,000,000 - Fund B The G.I.C. Investment Fund for Employee Benefit Plans 3 - 6,493,837 6,493,837 6,493,837 - Fund C Provident Mutual Fund 1 - 6,081,899 4,720,847 5,251,979 829,920 Fund D Fifth Third Banksafe Trust 4 - 4,331,177 4,331,177 4,331,177 - T. Rowe Price- Indiana Energy, Inc. * - 1,286,081 1,044,350 1,286,081 241,732 Stable Value Fund * - 636,488 636,488 636,488 - Equity Income Fund * - 662,239 619,050 662,239 43,189 Balanced Fund * - 498,676 477,574 498,676 21,102 New Horizons Fund * - 76,523 78,410 76,523 (1,887) Equity Index Fund * - 76 75 76 1 * Information not available from trustee