Pricing Supplement No. 8                                         Filing Under Rule 424(b)(5)
Dated:  July 1, 1997                                             Registration No. 33-54820
(To Prospectus, dated
 April 5, 1995, as supplemented
 by Prospectus Supplement,
 dated April 5, 1995)

                                   $55,000,000
                            Indiana Gas Company, Inc.
                           Medium-Term Notes, Series E
                                                                                            
Principal Amount:                    $3,500,000              Redeemable:  Yes __ No _X_
Original Issue Date:                 July 7, 1997            Initial Redemption Date:                 N/A
Interest Rate:                       6.68%                      Redemption Limitation Date: N/A
Overdue Interest Rate:               N/A                        Initial Redemption Price:   N/A
Stated Maturity Date:                July 7, 2027            Reduction Percentage:                    N/A
Issue Price:                         100%                    Regular Record Dates:                    A/S
Agents' Commission:                   .6%                    Form:
Proceeds to Company:                 99.4%                      Book Entry (DTC)                      _X_
Interest Payment Dates:              A/S                        Certificated                         ____


         Repayable at the Option of the Holder:  Yes_X__ No __
         Optional Repayment Date:  July 7, 2004
         Price to be Repaid (if other than unpaid principal
         amount plus accrued interest): ___N/A______________

Redemption  prices (if any): The Initial  Redemption  Price shall be __N/A__% of
the  principal  amount of such Notes to be  redeemed  and shall  decline on each
anniversary of the Initial Redemption Date by a Reduction Percentage of __N/A__%
of the principal  amount to be redeemed until the redemption price shall be 100%
of such principal amount.

Additional terms:  N/A



         Prior to the date of this  Pricing  Supplement,  the  Company  has sold
$45,000,000 aggregate principal amount of the Medium-Term Notes, Series E.

         N/A as used herein means "Not Applicable." A/S as used herein means "As
stated in the Prospectus Supplement referred to above."

         THESE   SECURITIES  HAVE  NOT  BEEN  APPROVED  OR  DISAPPROVED  BY  THE
SECURITIES AND EXCHANGE  COMMISSION OR ANY STATE  SECURITIES  COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED
UPON THE ACCURACY OR ADEQUACY OF THIS PRICING  SUPPLEMENT  OR THE  PROSPECTUS TO
WHICH IT RELATES. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.


(  )  Goldman, Sachs & Co.                            ( X )  Merrill Lynch & Co.