Exhibit 3.3

                             State of North Carolina
                      Department of the Secretary of State

                               ARTICLES OF MERGER
                    FOREIGN AND DOMESTIC BUSINESS CORPORATION

Pursuant to Sections 55-11-05 and 55-11-07 of the General Statutes of North
Carolina, the undersigned corporation does hereby submit the following Articles
of Merger as the surviving corporation in a merger between a domestic business
corporation and one or more foreign business corporations.

1.       The name of the surviving corporation is Piedmont Natural Gas Company,
         Inc, a corporation organized under the laws of North Carolina; the name
         of the merged corporation is North Carolina Natural Gas Corporation, a
         corporation organized under the laws of Delaware.

2.       Attached is a copy of the Plan of Merger that was duly approved in the
         manner prescribed by law by each of the corporations participating in
         the merger.

3.       With respect to the surviving corporation (check either a or b, as
         applicable):

         a. X Shareholder approval was not required for the merger.

         b.___Shareholder approval was required for the merger and the plan of
         merger was approved by the shareholders as required by Chapter 55 of
         the North Carolina General Statutes.

4.       With respect to the merged corporation (check either a or b, as
         applicable):

         a. X Shareholder approval was not required for the merger.

         b.___Shareholder approval was required for the merger, and the plan of
         merger was approved by the shareholders as required by Chapter 55 of
         the North Carolina General Statutes.

5.       The merger is permitted by the law of the state or country of
         incorporation or organization of each foreign entity which is a party.

6.       Each foreign entity which is a party has complied or shall comply with
         the applicable laws of its state or country of incorporation or
         organization.

7.       (Complete only if applicable - see instructions.) The mailing address
         of the surviving foreign corporation
         is:___________________________________________________________________.
         The surviving foreign corporation will file a statement of any
         subsequent change in its mailing address with the North Carolina
         Secretary of State.

8.       These articles will be effective upon filing, unless a delayed date
         and/or time is specified: September 30, 2003 at 11:59:59 p.m.

CORPORATIONS DIVISION              P.O. BOX 29622         RALEIGH, NC 27626-0622
(Revised January, 2002)                                                Form B-12



PIEDMONT NATURAL GAS COMPANY, INC.

BY:    /s/ Thomas E. Skains
       --------------------
       THOMAS E. SKAINS

ITS:   PRESIDENT

CORPORATIONS DIVISION              P.O. BOX 29622         RALEIGH, NC 27626-0622
(Revised January, 2002)                                                Form B-12