SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM U5B REGISTRATION STATEMENT Filed Pursuant to Section 5 of the Public Utility Holding Company Act of 1935 NiSource Inc. ----------------------------------------- Name of Registrant Name, Title and Address of Officer to Whom Notices and Correspondence Concerning this Statement Should Be Addressed Jeffrey W. Grossman Vice President and Controller NiSource Inc. 801 East 86th Avenue, Merrillville, Indiana 46410-6272 Glossary of Defined Terms Act Public Utility Holding Company Act of 1935, as amended Columbia Columbia Energy Group Commission Securities and Exchange Commission FERC Federal Energy Regulatory Commission Financing The Form U-1 Application/Declaration filed by NiSource, et al. in U-1 File No. 70-9681 Merger The business combination among NiSource (IN), NiSource and Columbia Merger U-1 The Form U-1 Application/Declaration filed by NiSource, et al. in File No. 70-9551 NiSource New NiSource Inc., a Delaware corporation, renamed NiSource Inc. after the Merger NiSource NiSource Inc., an Indiana corporation (IN) REGISTRATION STATEMENT 1. Exact Name of Registrant: NiSource Inc. 2. Address of Principal Executive Offices: 801 East 86th Avenue, Merrillville, Indiana 46410-6272 3. Name and address of Chief Accounting Officer: Jeffrey W. Grossman, Vice President and Controller NiSource Inc., 801 East 86th Avenue, Merrillville, Indiana 46410-6272 4. Certain information as to the registrant and each subsidiary company thereof: Name of Company Organization State Type of Business ---------------------------------------------------- ---------------- ------- ----------------------------- NiSource Inc. Corporation DE Holding company NiSource Finance Corp. Corporation IN Financing subsidiary NiSource Capital Markets Inc. Corporation IN Financing subsidiary NIPSCO Capital Trust I Business Trust DE Financing subsidiary NiSource Corporate Services Company Corporation IN Management services Hamilton Harbour Insurance Services, Ltd. Corporation IN Insurance Services Northern Indiana Public Service Company Corporation IN Electric and gas utility Kokomo Gas and Fuel Company Corporation IN Gas utility KGF Trading Company Corporation IN Gas brokering Northern Indiana Fuel and Light Company, Inc. Corporation IN Gas utility Northern Indiana Trading Company, Inc. Corporation IN Gas brokering and other services Bay State Gas Company Corporation MA Gas utility Northern Utilities, Inc. Corporation NH Gas utility Bay State GPE, Inc. Corporation MA Electric generation EnergyUSA, Inc. Corporation IN Holding company EnergyUSA-TPC Corp. Corporation DE Gas marketing NI Fuel Company, Inc. Corporation IN Holding company for oil and gas exploration investments NI-TEX, Inc. Corporation IN Holding Company 2 Name of Company Organization State Type of Business ---------------------------------------------------- ---------------- ------- ----------------------------- NI-TEX Gas Services, Inc. Corporation DE Holding Company EnergyUSA, Inc. (MA) Corporation MA Propane Company EnergyUSA Retail, Inc. Corporation IN Retail Gas Marketing NI Energy Services Transportation, Inc. Corporation IN Gas pipeline NiSource Pipeline Group, Inc. Corporation IN Holding company PNGTS Holding Corp. Corporation MA Holding company Portland Natural Gas Transmission General ME Interstate gas pipeline System Partnership Granite State Gas Transmission Inc. Corporation NH Interstate gas pipeline Natural Gas Development Inc. Corporation MA Holding company Portland Natural Gas General ME Interstate gas pipeline Transmission System Partnership NI Energy Services, Inc. Corporation IN Holding company Crossroads Pipeline Company Corporation IN Interstate gas pipeline Primary Energy, Inc. Corporation IN Arranges energy-related projects Harbor Coal Company Corporation IN Holds General Partner interest in PCI Associates Lakeside Energy Corporation Corporation IN Power generation project company North Lake Energy Corporation Corporation IN Power generation project company Portside Energy Corporation Corporation IN Power generation project company Cokenergy, Inc. Corporation IN Power generation project company Ironside Energy LLC LLC IN Power generation project company Whiting Clean Energy, Inc. Corporation IN Power generation project company Nisource Energy Technologies, Inc. Corporation IN Holding Company NiSource Development Company, Inc. Corporation IN Holding company SunPower Corporation Corporation CA Silicon-based semi-conductor products 3 Name of Company Organization State Type of Business ---------------------------------------------------- ---------------- ------- ----------------------------- South Works Power Company Corporation IN Holds a lease NDC Douglas Properties, Inc. Corporation IN Holds investments in affordable housing projects Customer Information Services, Inc. Corporation IN Consulting services for customer information systems JOF Transportation Company Corporation IN Holding company KOGAF Enterprises, Inc. Corporation IN Real estate investments Cardinal Property Management, Inc. Corporation IN Real estate services Lake Erie Land Company Corporation IN Commercial and residential real estate development SCC Services, Inc. Corporation IN Commercial and residential real estate services Columbia Energy Group Corporation DE Holding company Columbia Gas Transmission Corporation Corporation DE Gas pipeline and storage Columbia Gulf Transmission Company Corporation DE Gas pipeline and storage Columbia Energy Group Service Corporation Corporation KY Service Company Columbia Service Partners, Inc. Corporation DE Energy-related services Columbia Gas of Kentucky, Inc. Corporation KY Gas utility Columbia Gas of Maryland, Inc. Corporation DE Gas utility Columbia Gas of Ohio, Inc. Corporation OH Gas utility Columbia Gas of Pennsylvania, Inc. Corporation PA Gas utility Columbia Gas of Virginia, Inc. Corporation VA Gas utility Columbia Insurance Corporation, Ltd. Corporation Bermuda Insurance Group Columbia Finance Corporation Corporation DE Holding Company Columbia Accounts Receivable Corporation DE Purchase and sale of trade Corporation receivables Columbia Pipeline Corporation Corporation DE Operates pipeline and gathering facilities Columbia Deep Water Services Company Corporation DE Gas Pipeline Development 4 Name of Company Organization State Type of Business ---------------------------------------------------- ---------------- ------- ----------------------------- Columbia Energy Group Capital Corporation Corporation DE Holding Company Tristar Gas Technologies, Inc. Corporation DE Holding Company EnerTek Partners, L.P. LP DE New Energy Business Technology Columbia Transmission Communications Corporation DE Telecommunications and Corporation information services Columbia Network Services Corporation Corporation DE Holding Company Columbia Energy Resources, Inc. Corporation DE Holding company Hawg Hauling & Disposal, Inc. Corporation WV Brine hauling and disposal services Columbia Natural Resources, Inc. Corporation TX Exploration & Production of Natural Gas Alamco-Delaware, Inc. Corporation DE Exploration & Production of Natural Gas Columbia Natural Resources Canada Ltd. Corporation WV Exploration & Production of Natural Gas Columbia Atlantic Trading Corporation Corporation DE Gas-related ventures Columbia LNG Corporation Corporation DE Owning and operating LNG storage and transportation facilities Columbia Energy Service Corporation Corporation DE Energy-related services Columbia Assurance Corporation OH Insurance business Columbia Remainder Corporation Corporation DE Holding Company BUSINESS 5. (a) Business NiSource Inc. ("NiSource") is an energy holding company that provides natural gas, electricity and other products and services to 3.6 million customers located within the energy corridor that runs from the Gulf Coast through the Midwest to New England. NiSource, organized as an Indiana holding company in 1987 under the name of NIPSCO Industries, Inc., changed its name to NiSource Inc. on April 14, 1999. In connection with the acquisition of Columbia Energy Group ("Columbia") on November 1, 2000, as discussed below, NiSource became a Delaware corporation. NiSource is a registered holding company under the Public Utility Holding Company Act of 1935, as amended (the "Act"), and derives substantially all its revenues and earnings from the operating results of its subsidiaries. 5 On November 1, 2000, NiSource completed its acquisition of Columbia for an aggregate consideration of approximately $6 billion, with 30% of the consideration paid in common stock with the remaining 70% paid in cash and Stock Appreciation Income Linked SecuritiesSM ("SAILSSM") which are units each consisting of a zero coupon debt security coupled with a forward equity contract in NiSource shares. NiSource also assumed approximately $2 billion in Columbia debt. As a result of the acquisition, NiSource is the largest natural gas distribution company operating east of the Rocky Mountains, as measured by number of customers. NiSource's principal subsidiaries include Columbia, a vertically-integrated natural gas distribution, transmission, storage and exploration and production holding company whose subsidiaries provide service to customers in the Midwest, the Mid-Atlantic and the Northeast; and Northern Indiana Public Service Company ("Northern Indiana"), a vertically-integrated gas and electric company providing service to customers in northern Indiana; and Bay State Gas Company ("Bay State"), a natural gas distribution company serving customers in New England. NiSource's primary business segments are: gas distribution; electric operations; gas transmission and storage; exploration and production; energy marketing; and other products and services. Gas Distribution NiSource's natural gas distribution operations in total serve more than 3.2 million customers in 9 states and operate over 54,048 miles of pipeline. Through its wholly-owned subsidiary, Columbia, NiSource owns five distribution subsidiaries that provide natural gas to approximately 2.1 million residential, commercial and industrial customers in Ohio, Pennsylvania, Virginia, Kentucky and Maryland. NiSource also distributes natural gas to approximately 751,000 customers in northern Indiana through three subsidiaries: Northern Indiana, Kokomo Gas and Fuel Company and Northern Indiana Fuel and Light Company, Inc. Additionally, NiSource's subsidiaries, Bay State and Northern Utilities, Inc., distribute natural gas to more than 320,000 customers in areas of Massachusetts, Maine and New Hampshire. The distribution subsidiaries pursue initiatives that give residential and small commercial customers the opportunity to choose their natural gas suppliers and to use the distribution subsidiaries for transportation service. This ability to choose a supplier was previously limited to larger commercial and industrial customers. Electric Operations Through its subsidiary Northern Indiana, NiSource generates and distributes electricity to approximately 430,000 customers in 21 counties in the northern part of Indiana. Northern Indiana owns and operates four coal-fired electric generating stations with a net capability of 3,179 megawatts, four gas-fired combustion turbine generating units with a net capability of 203 megawatts and two hydroelectric generating plants with a net capability of 6 10 megawatts. In total these facilities provide for a total system net capability of 3,392 megawatts. Northern Indiana is interconnected with five neighboring electric utilities. During the year ended December 31, 2000, Northern Indiana generated 94.8% and purchased 5.2% of its electric requirements. Gas Transmission and Storage NiSource's gas transmission and storage subsidiaries own and operate approximately 16,500 miles of interstate pipelines and operate one of the nation's largest underground natural gas storage systems. Through its subsidiaries, Columbia Gas Transmission Corporation ("Columbia Transmission") and Columbia Gulf Transmission Company ("Columbia Gulf"), it owns and operates an interstate pipeline network extending from offshore in the Gulf of Mexico to Lake Erie, New York, and the eastern seaboard. Together, Columbia Transmission and Columbia Gulf serve customers in 16 northeastern, mid-Atlantic, mid-western and southern states and the District of Columbia. The gas transmission and storage subsidiaries are engaged in several projects that will expand its service territory and throughput. The largest such project is the proposed 442-mile Millennium Pipeline Project in which Columbia Transmission is participating. As proposed, the project will transport approximately 700 Bcf of natural gas per day from the Lake Erie region to eastern markets. This project is currently awaiting approval by the Federal Energy Regulatory Commission ("FERC"). Exploration and Production NiSource's Columbia Energy Resources, Inc. ("Columbia Resources"), is an exploration and production subsidiary that explores for, develops, gathers and produces natural gas and oil in Appalachia and Canada. As of December 31, 2000, Columbia Resources has net proven gas and oil reserve holdings of 1.1 trillion cubic feet equivalent and owns and operates 6,200 miles of gathering pipelines. Energy Marketing NiSource provides non-regulated energy marketing and services through its subsidiary EnergyUSA, Inc. and its subsidiary EnergyUSA-TPC Corp. ("TPC") These operations include energy marketing and asset management services to LDCs, wholesale, commercial and industrial customers. TPC primarily provides energy-related asset management and asset portfolio replacement opportunities for LDCs and fuel requirement services for electric utilities, independent power producers and cogeneration facilities. TPC also provides natural gas sales and management services to industrial and commercial customers, engages in natural gas marketing activities and provides gas supply to Northern Indiana, Kokomo Gas and Fuel Company and Northern 7 Indiana Fuel and Light Company, Inc. under spot and/or term contracts. Other Products and Services NiSource develops power projects through its subsidiary, Primary Energy, Inc., which works with industrial customers in managing the engineering, construction, operation and maintenance of "inside the fence" cogeneration plants that provide cost-effective, long-term sources of energy for energy-intensive facilities. NiSource has also invested in a number of distributed generation technologies including fuel cells and microturbine ventures. NiSource is also building a dark-fiber optics telecommunications network primarily along its pipeline rights-of-way between New York and Washington D.C. NiSource is pursuing strategic alternatives for its telecommunications network, has recently exited the pipeline construction business and is in the process of selling the line locating and marking business. Divestiture of Non-Core Assets In connection with the Columbia acquisition, NiSource sold or is divesting certain businesses judged to be non-core to the company's energy strategy. Subsequent to the announcement of the Columbia acquisition, NiSource sold Market Hub Partners L.P., a company that owns and operates salt cavern gas storage facilities in Texas and Louisiana. Columbia completed the divestiture of its interest in the Cove Point LNG facilities. In February 2001, NiSource settled a lawsuit related to MHP operations for an immaterial amount. NiSource recently completed the sale of its pipeline construction subsidiary and Columbia electric generation businesses. NiSource also recently sold substantially all of its petroleum businesses. On January 31, 2001, NiSource announced a definitive agreement to sell the stock and assets of Columbia Propane Corporation to AmeriGas Partners, L.P. (AmeriGas) for approximately $208 million, including $53 million of AmeriGas partnership common units. Through its subsidiary IWC Resources Corporation, NiSource supplies water to residential, commercial and industrial customers and for fire protection service in Indianapolis, Indiana and surrounding areas. As part of the Securities and Exchange Commission's order approving the Columbia merger, NiSource has been ordered to divest its water utility business by November 2003. As a result of management's formal divestiture plan, the water utility business is reported as discontinued operations. NiSource is pursuing the sale of smaller non-core businesses, including its underground utility locating and marking business. Further information regarding the general business of NiSource and its subsidiaries may be found in the Merger U-1 (File No. 70-9551) filed as Exhibit F-4 hereto and incorporated by reference herein. In addition, a more detailed business 8 description of NiSource and its subsidiaries may be found in the following documents which are hereby incorporated by reference herein: the Annual Reports of NiSource Inc. (File No. 1-16189) filed as Exhibit F-1 hereto, Northern Indiana (File No. 1-4125) filed as Exhibit F-2 and Columbia Energy Group (File No. 1-01098) filed as Exhibit F-3 hereto, all on Form 10-K for the year ended December 31, 2000 as contained in Item 1 thereof. (b) Any substantial changes which may have occurred in the general character of the business of such companies during the preceding five years. The regulatory frameworks applicable to NiSource's regulated operations, at both the state and federal levels, are undergoing fundamental changes. These changes have impacted and will continue to have an impact on NiSource's operations, structure and profitability. At the same time, competition within the gas and electric industries will create opportunities to compete for new customers and revenues. Management continually seeks new ways to be more competitive and profitable in this changing environment, including partnering on energy projects with major industrial customers, converting some of its generating units to allow use of lower cost low sulfur coal, providing its gas customers with increased customer choice for new products and services, acquiring companies that will provide improved economies of scale and efficiencies and developing new energy-related products for residential, commercial and industrial customers. In addition, NiSource is in the process of divesting certain businesses judged to be non-core to the company's energy strategy. Open access to natural gas supplies over interstate pipelines and the deregulation of the commodity price of gas has led to tremendous change in the energy markets, which continue to evolve. During the past few years, LDC customers and marketers began to purchase gas directly from producers and marketers and an open competitive market for gas supplies emerged. This separation or "unbundling" of the transportation and other services offered by pipelines and LDCs allows customers to select the service they want independent from the purchase of the commodity. NiSource's gas distribution subsidiaries are involved in programs that provide residential customers the opportunity to purchase their natural gas requirements from third parties and use the NiSource gas distribution subsidiaries for transportation services only. At the same time that the natural gas markets are evolving, the markets for competing energy sources are also changing. In 1996, the FERC ordered that all public utilities owning, controlling or operating electric transmission lines to file non-discriminatory open-access tariffs and offer wholesale electricity suppliers and marketers the same transmission service they provide themselves. In 1997, FERC accepted for filing 9 Northern Indiana's open-access transmission tariff. In December 1999, FERC issued a final rule addressing the formation and operation of Regional Transmission Organizations. The rule was intended to eliminate pricing inequities in the provision of wholesale transmission service. In October 2000, NiSource filed with the FERC indicating that it is committed to joining an RTO and in February 2001, Northern Indiana became a member of the Alliance RTO in formation. The Alliance RTO expects to be fully operational by FERC's December 15, 2001, deadline. Although wholesale customers currently represent a small portion of Northern Indiana's electricity sales, it intends to continue its efforts to retain and add wholesale customers by offering competitive rates and also intends to expand the customer base for which it provides transmission services. In connection with the Columbia acquisition, NiSource sold or is divesting certain businesses judged to be non-core to the company's energy strategy. Subsequent to the announcement of the Columbia acquisition, NiSource sold Market Hub Partners L.P., a company that owns and operates salt cavern gas storage facilities in Texas and Louisiana. Columbia completed the divestiture of its interest in the Cove Point LNG facilities. In February 2001, NiSource settled a lawsuit related to MHP operations for an immaterial amount. NiSource recently completed the sale of its pipeline construction subsidiary and Columbia electric generation businesses. NiSource also recently sold substantially all of its petroleum businesses. On January 31, 2001, NiSource announced a definitive agreement to sell the stock and assets of Columbia Propane Corporation to AmeriGas Partners, L.P. (AmeriGas) for approximately $208 million, including $53 million of AmeriGas partnership common units. Through its subsidiary IWC Resources Corporation, NiSource supplies water to residential, commercial and industrial customers and for fire protection service in Indianapolis, Indiana and surrounding areas. As part of the Securities and Exchange Commission's order approving the Columbia merger, NiSource has been ordered to divest its water utility business by November 2003. As a result of management's formal divestiture plan, the water utility business is reported as discontinued operations. NiSource is pursuing the sale of smaller non-core businesses, including its underground utility locating and marking business. PROPERTY 6. Describe briefly the general character and location of the principal plants, properties, and other important physical units of the registrant and its subsidiaries, showing separately (a) public utility and (b) other properties. If any principal plant or important unit is not held in fee, so state and describe how held. 10 UTILITY OPERATIONS Gas Distribution NiSource's gas distribution operations owns and operates a total of 54,048 miles of pipelines. This includes, for the five distribution subsidiaries of its wholly-owned Columbia subsidiary, 32,796 miles of pipelines; 3,300 acres of underground storage, 8 storage wells and one compressor station with 800 hp of installed capacity. For its Northern Indiana's system approximately 14,005 miles of gas mains and for its Bay State's system approximately 5,558 miles of pipelines. The physical properties of the NiSource gas utilities are located throughout Ohio, Indiana, Pennsylvania, Virginia, Kentucky and Maryland, Massachusetts, Maine and New Hampshire. NiSource's gas distribution system is primarily located on or under public streets, and other public places or on private property not owned by the Company, with easements from or consent of the respective owners. Electric Northern Indiana owns and operates four coal-fired electric generating stations with net capabilities of 3,179 megawatts, two hydroelectric generating plants with net capabilities of 10 megawatts and four gas-fired combustion turbine generating units with net capabilities of 203 megawatts, for a total system net capability of 3,392 megawatts. It has 288 substations with an aggregate transformer capacity of 23,023,700 kilovolt-amps (kva). Its transmission system, with voltages from 34,500 to 345,000 volts, consists of 3,091 circuit miles of line. The electric distribution system extends into 21 counties and consists of 7,800 circuit miles of overhead and 1,646 cable miles of underground primary distribution lines operating at various voltages from 2,400 to 12,500 volts. Northern Indiana has distribution transformers having an aggregate capacity of 11,638,066 kva and 447,784 electric watt-hour meters. OTHER OPERATIONS Gas Transmission and Storage At December 31, 2000, Columbia Transmission had 863,994 acres of underground storage, 3,235 storage wells, 10,577 miles of transmission pipelines and 107 compressor stations with 586,625 hp of installed capacity. These operations were located in Delaware, Kentucky, Maryland, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Virginia and West Virginia. Columbia Gulf had 4,116 miles of transmission pipelines and 13 compressor stations with 483,200 hp of installed capacity. Columbia Gulf's operations were located in Kentucky, Louisiana, Mississippi, Tennessee, Texas and Wyoming. Exploration and Production NiSource's Columbia Resources had net proven gas and oil reserve holdings of 1.1 trillion cubic feet equivalent and had financial interests in approximately 8,000 wells. In addition, Columbia 11 Resources owns and operates approximately 6,200 miles of gathering pipelines and 53 compressor stations with 45,972 hp of installed capacity. Other Products and Services Through its subsidiaries, NiSource owns Southlake Complex, a 325,000 square foot office building located in Merrillville, Indiana and a golf course, surrounding residential development and land held for resale in Chesterton, Indiana. Waterway Holding, Inc., owns parcels of land held for development. CHARACTER OF OWNERSHIP Substantially all of the properties of Northern Indiana are subject to a lien of First Mortgage Indentures. The principal offices and properties of NiSource and its subsidiaries are held in fee and are free from other encumbrances, subject to minor exceptions, none of which are of such a nature as to impair substantially the usefulness of such properties. Many of the offices in various communities served are occupied by subsidiaries of NiSource under leases. All properties are subject to liens for taxes, assessments and undetermined charges (if any) incidental to construction. It is NiSource's practice regularly to pay such amounts, as and when due, unless contested in good faith. In general, the electric lines, gas pipelines and related facilities are located on land not owned in fee but are covered by necessary consents of various governmental authorities or by appropriate rights obtained from owners of private property. NiSource does not, however, generally have specific easements from the owners of the property adjacent to public highways over, upon or under which its electric lines and gas pipelines are located. At the time each of the principal properties was purchased a title search was made. In general, no examination of titles as to rights-of-way for electric lines, gas pipelines or related facilities was made, other than examination, in certain cases, to verify the grantors' ownership and the lien status thereof. See Item 2 of the Annual Report of NiSource on Form 10-K for the year ended December 31, 2000 (File No. 1-16189) (filed as Exhibit F-1 hereto); Item 2 of the Annual Report of Northern Indiana on Form 10-K for the year ended December 31, 2000 (File No. 1-4125) (filed as Exhibit F-2 hereto); and Item 2 of the Annual Report of Columbia for the year ended December 31, 2000 (File No. 1-01098) (filed as Exhibit F-3 hereto). INTERSTATE TRANSACTIONS 7. For each public utility company in the holding company system of the registrant which is engaged in the transmission of electric energy or gas in interstate commerce, furnish the following information for the last calendar year: Total annual sales of Electric Energy (MWh) and Gas (Mcf). 12 TOTAL ANNUAL SALES ELECTRIC ENERGY GAS (KWH) (MCF) Interstate Transactions: Name of State Delivered Out of State Received From Out of State There are ten public utility companies in the NiSource holding company system which are engaged in the transmission of electric energy or gas. These companies include Northern Indiana, Kokomo Gas and Fuel Company ("Kokomo"), Northern Indiana Fuel and Light Company, Inc. ("NIFL"), Bay State Gas Company ("Bay State") (and its subsidiary, Northern Utilities, Inc. ("Northern")), Columbia Gas of Kentucky, Inc., Columbia Gas of Maryland, Inc., Columbia Gas of Ohio, Inc., Columbia Gas of Pennsylvania, Inc. and Columbia Gas of Virginia, Inc. Information regarding any interstate transactions of the remaining public utility companies is included in their state regulatory commission annual reports, the relevant sections of which are incorporated by reference herein, are as follows: 1. 2000 Annual Report on FERC Form No. 1 (Electric) of Northern Indiana with the Federal Energy Regulatory Commission (filed herewith as Exhibit G-1 to this report) 2. 2000 Annual Report on FERC Form No. 2 of Northern Indiana to the Indiana Utility Regulatory Commission (filed as Exhibit G-2 to this report) 3. 2000 Class A-B Private Gas Utility Annual Report of Kokomo to the Indiana Utility Regulatory Commission (filed as Exhibit G-3 to this report) 4. 2000 Class A-B Private Gas Utility Annual Report of NIFL to the Indiana Utility Regulatory Commission (filed as Exhibit G-4 to this report) 5. 2000 Return of the Company of Bay State to the Commonwealth of Massachusetts Department of Telecommunications & Energy (filed as Exhibit G-5 to this report) 6. 2000 Annual Report on FERC Form 2-A of Northern to the Maine Public Utilities Commission (filed as Exhibit G-6 to this report) 7. 2000 Annual Report of Northern to the New Hampshire Public Utilities Commission (filed as Exhibit G-7 to this report) 8. 2000 Annual Report on FERC Form No. 2 of Columbia Gas of Kentucky, Inc., to the Commonwealth of Kentucky Public Service Commission (filed as Exhibit G-8 to this report) 13 9. 2000 Annual Report of Columbia Gas of Maryland, Inc., to the Public Service Commission of Maryland (filed as Exhibit G-9 to this report) 10. 2000 Annual Report of Columbia Gas of Ohio, Inc., to the Public Utilities Commission of Ohio (filed as Exhibit G-10 to this report) 11. 2000 Annual Report of Columbia Gas of Pennsylvania, Inc., to the Pennsylvania Public Utility Commission (filed as Exhibit G-11 to this report) 12. 2000 Annual Report on FERC Form No. 2 of Columbia Gas of Virginia, Inc., to the State Corporation Commission of Virginia (filed as Exhibit G-12 to this report) SECURITIES OUTSTANDING 8. Submit the following information concerning the registrant and each subsidiary thereof as of the latest available date: FUNDED DEBT (a) For each issue or series of funded debt, including funded debt secured by liens on property owned, whether or not such debt has been assumed: (Do not include here any contingent liabilities reported under paragraph 8(c).) AS OF DECEMBER 31, 2000 BY PERMISSION OF THE STAFF, COLUMNS E THROUGH I HAVE BEEN OMITTED. COL. A COL. B COL. C COL. D AMOUNT NAME OF TITLE OF AMOUNT ISSUED LESS OBLIGOR ISSUE AUTHORIZED (000S) RETIRED (000S) ------------------------------------------------------------------------------------------------- Bay State Gas Company: Medium Term Notes-- 168.5 168.5 Interest rates between 6.00% and 9.20% with a weighted average interest rate of 6.96% and maturities between June 28, 2002 and February 15, 2028 --Northern Utilities, Inc.: Revolving Credit Agreement--due -- -- March 17, 2001 Medium Term Notes-- 20.5 20.5 Interest rates of 6.93% and 9.70% with a weighted average interest rate of 8.69% and maturities of September 1, 2010 and September 1, 2031 ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF BAY STATE 189.0 189.0 GAS COMPANY ------------------------------------------------------------------------------------------------- Columbia Energy Group: Debentures-- 6.61% Series B - due 229.2 229.2 November 28, 2002 14 COL. A COL. B COL. C COL. D AMOUNT NAME OF TITLE OF AMOUNT ISSUED LESS OBLIGOR ISSUE AUTHORIZED (000S) RETIRED (000S) ------------------------------------------------------------------------------------------------- 6.80% Series C - due 281.5 281.5 November 28, 2005 7.05% Series D - due 281.5 281.5 November 28, 2007 7.32% Series E - due 281.5 281.5 November 28, 2010 7.42% Series F - due 281.5 281.5 November 28, 2015 7.62% Series G - due 281.5 281.5 November 28, 2025 ------------------------------------------------------------------------------------------------- Total 1,636.7 1,636.7 Unamortized discount on long-term debt (130.5) (130.5) Subsidiary debt--Capitilized lease 2.4 2.6 obligations ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF COLUMBIA 1,508.6 1,508.8 ENERGY GROUP ------------------------------------------------------------------------------------------------- EnergyUSA, Inc. and subsidiaries: Notes-- 2.3 2.3 Interest rates between 6.12% and 12.00% with a weighted average interest rate of 8.71% and various maturities between September 6, 2003 and February 6, 2010 ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF 2.3 2.3 ENERGYUSA, INC. ------------------------------------------------------------------------------------------------- NiSource Capital Markets Inc. Subordinated Debentures-- 75.0 75.0 Series A, 7-3/4%, due March 31, 2026 Senior Notes Payable-- 75.0 75.0 6.78%, due December 1, 2027 Medium term notes-- 300.0 300.0 Issued interest rates between 7.38% and 7.99%, with a weighted average interest rate of 7.66% and various maturities between April 1, 2004 and May 5, 2027 ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF 450.00 450.00 NISOURCE CAPITAL MARKETS INC. ------------------------------------------------------------------------------------------------- NiSource Development Company, Inc. NDC Douglas Properties, Inc.--Notes 16.9 16.9 Payable-- Interest rates between 6.72% and 8.3% with a weighted average interest rate of 7.90% and maturities through January 1, 2008 ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF 16.9 16.9 NISOURCE DEVELOPMENT COMPANY, INC. ------------------------------------------------------------------------------------------------- NiSource Finance Corp. Long-term Notes-- 7-1/2% -due November 15, 2003 750.0 750.0 7-5/8% -due November 15, 2005 900.0 900.0 7-7/8% -due November 15, 2010 1,000.0 1,000.0 Unamortized discount on long-term (24.4) (24.4) debt ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF 2,625.6 2,625.6 NISOURCE FINANCE CORP. ------------------------------------------------------------------------------------------------- Northern Indiana Public Service Company First mortgage bonds-- 15 COL. A COL. B COL. C COL. D AMOUNT NAME OF TITLE OF AMOUNT ISSUED LESS OBLIGOR ISSUE AUTHORIZED (000S) RETIRED (000S) ------------------------------------------------------------------------------------------------- Series T, 7-1/2%--due April 1, 2002 38.0 38.0 Series NN, 7.10%--due July 1, 2017 55.0 55.0 Pollution control notes and bonds-- Issued at interest rates between 233.5 233.5 4.55% and 5.70%, with a weighted average interest rate of 4.78% and various maturities between October 1, 2003 and April 1, 2019 Medium term notes-- Issued at interest rates between 578.0 578.0 6.50% and 7.69%, with a weighted average interest rate of 7.06% and various maturities between June 3, 2002 and August 4, 2027 Unamortized premium and discount on (2.7) (2.7) long-term debt, net ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT OF NORTHERN 901.8 901.8 INDIANA PUBLIC SERVICE COMPANY ------------------------------------------------------------------------------------------------- TOTAL LONG-TERM DEBT, EXCLUDING $5,694.2 $5,694.4 AMOUNT DUE WITHIN ONE YEAR ------------------------------------------------------------------------------------------------- CAPITAL STOCK (b) For each class of capital stock including certificates of beneficial interest give information in number of shares and in dollar amounts: (Do not include here any warrants, options, or other securities reported under paragraph 8(d).) AS OF DECEMBER 31, 2000 BY PERMISSION OF THE STAFF, COLUMNS G THROUGH J HAVE BEEN OMITTED. COL. A COL. B COL. C COL. D COL. E COL. F NAME OF ISSUER TITLE OF ISSUE AMOUNT AMOUNT ADDITIONAL AMOUNT AUTHORIZED RESERVED AMOUNT ISSUED (COL. BY CHARTER FOR OPTIONS, UNISSUED C LESS COLS. WARRANTS, D AND E) CONVERSIONS & OTHER RIGHTS ---------------------------------------------------------------------------------------- Northern Indiana Cumulative Preferred 2,400 -- 1,761 Public Service Stock - $100 par Company value Cumulative Preferred 209 Stock, 4-1/4% Series Cumulative Preferred 80 Stock, 4-1/2% Series Cumulative Preferred 106 Stock, 4.22% Series 16 COL. A COL. B COL. C COL. D COL. E COL. F NAME OF ISSUER TITLE OF ISSUE AMOUNT AMOUNT ADDITIONAL AMOUNT AUTHORIZED RESERVED AMOUNT ISSUED (COL. BY CHARTER FOR OPTIONS, UNISSUED C LESS COLS. WARRANTS, D AND E) CONVERSIONS & OTHER RIGHTS ---------------------------------------------------------------------------------------- Cumulative Preferred 100 Stock, 4.88% Series Cumulative Preferred 42 Stock, 7.44% Series Cumulative Preferred 35 Stock, 7.50% Series Cumulative Preferred 25 Stock, 7-3/4% Series Cumulative Preferred 42 Stock, 8.35% Series Northern Indiana Cumulative Preferred 3,000 -- 2,097 Public Service Stock - no par Company value Cumulative Preferred 473 Stock, Adjustable Rate Series A, (Stated Value $50 per share) Cumulative Preferred 430 Stock, 6.50% Series Northern Indiana Cumulative Preference 2,000 -- 2,000 0 Public Service Stock - $50 par Company value (none outstanding Northern Indiana Cumulative Preference 3,000 -- 3,000 0 Public Service Stock - no par Company value (none issued) NiSource Inc. Common Shares - 400,000 -- 194,447 205,553 $0.01 par value NiSource Inc. Preferred Stock - 20,000 -- 20,000 0 $0.01 par value CONTINGENT LIABILITIES (c) A brief outline of the nature and amount of each contingent liability on account of endorsement or other guarantees of any securities. 17 AS OF DECEMBER 31, 2000 Information regarding contingent liabilities is set forth in the following documents, copies of which are incorporated by herein by reference in the stated Exhibits: o Note 18 to the Consolidated Financial Statements as of and for the year ended December 31, 2000, of NiSource Inc. included in NiSource's Form 10-K for the year ended December 31, 2000 (File No. 1-16189) (Exhibit F-1). o Note 15 to the Consolidated Financial Statements as of and for the year ended December 31, 2000, of Northern Indiana, included in Northern Indiana's Form 10-K for the year ended December 31, 2000 (File No. 1-4125) (Exhibit F-2). o Note 14 to the Consolidated Financial Statements as of and for the year ended December 31, 2000 of Columbia Energy Group included in Columbia's Form 10-K for the year ended December 31, 2000 (File No. 1-01098) (Exhibit F-3). OTHER SECURITIES (d) A statement of the amount of warrants, rights, or other options of any class of securities of the registrant and subsidiary companies not elsewhere herein described which is outstanding and/or authorized. A brief description of the provisions thereof should be included. Information need not be set forth under this item as to notes, drafts, bills of exchange or bankers' acceptances that mature within nine months. Information regarding other securities is set forth in NiSource's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-16189) and filed herewith as Exhibit F-1, the relevant portions of which are incorporated by reference herein. INVESTMENTS IN SYSTEM SECURITIES 9. Give a tabulation showing principal amount, par or stated value, the cost to the system company originally acquiring such security, and the number of shares or units, of each security described under Item 8 that is held by the registrant and by each subsidiary company thereof as the record (or beneficial) owner, and the amount at which the same are carried on the books of each such owner. This information should be given as of the same date as the information furnished in Item 8. AS OF DECEMBER 31, 2000 ORIGINAL BOOK COST VALUE RECORD BENEFICIAL TYPE OF SECURITY SHARES OR OWNER ISSUING COMPANY AND PAR VALUE UNITS HELD (IN THOUSANDS) ------------------------------------------------------------------------------------------------- Columbia Energy Group Columbia Gas of Common Stock; 952,248 79,510 83,128 Kentucky, Inc. $25 Par Value 18 ORIGINAL BOOK COST VALUE RECORD BENEFICIAL TYPE OF SECURITY SHARES OR OWNER ISSUING COMPANY AND PAR VALUE UNITS HELD (IN THOUSANDS) ------------------------------------------------------------------------------------------------- Columbia Energy Group Columbia Gas of Common Stock; 2,883 23,571 24,552 Maryland, Inc. $25 Par Value Columbia Energy Group Columbia Gas of Common Stock; 4,769,585 326,882 368,383 Ohio, Inc. $25 Par Value Columbia Energy Group Columbia Gas of Common Stock; 1,805,112 174,847 185,990 Pennsylvania, Inc. $25 Par Value Columbia Energy Group Columbia Gas of Common Stock; 1,306,106 163,010 173,227 Virginia, Inc. $50 Par Value Columbia Energy Group Columbia Gas Common Stock; 1,934 996,057 1,029,404 Transmission $25 Par Value Corporation Columbia Energy Group Columbia Gulf Common Stock; 1,933 106,575 108,556 Transmission $10 Par Value Company Columbia Energy Group Columbia Pipeline Common Stock; 1 784 891 Corporation $1 Par Value Columbia Energy Group Columbia Atlantic Common Stock; 308 22,475 1,463 Trading Corporation $10 Par Value Columbia Energy Group Columbia Energy Common Stock; 3,000 300 300 Group Service $100 Par Value Corporation Columbia Energy Group Columbia LNG Common Stock; 3,519 66,653 6,307 Corporation $1.14 Par Value Columbia Energy Group Columbia Energy Common Stock; 3 165,034 176,249 Resources, Inc. $1 Par Value Columbia Energy Group Columbia Network Common Stock; 900 3,214 3,202 Services $10,000 Par Corporation Value Columbia Energy Group Columbia Insurance Common Stock; 4,800 2,236 2,051 Corporation, Ltd. $25 Par Value Columbia Energy Group Columbia Energy Common Stock; 421,657 (144,134) (145,255) Services $10 Par Value Corporation Columbia Energy Group Columbia Energy Common Stock; 40,001 1,077 1,033 Group Capital $25 Par Value Corporation Columbia Energy Group Columbia Finance Common Stock; 10 7,564 7,705 Corporation $.01 Par Value Columbia Energy Group Columbia Remainder Common Stock; 1 (18,783) (17,422) Corporation $.01 Par Value Columbia Energy Group Columbia Transmission Common Stock; 1 125,345 124,533 Communications $0 Par Value Corporation Columbia Energy Group TriStar Gas ** ** ** ** Capital Corporation Technologies, Inc. Columbia Energy Columbia Service ** ** ** ** Services Corporation Partners Inc. Columbia Energy Columbia Assurance Common Stock; ** ** ** Services Corporation Agency, Inc. $.01 Par Value Columbia Finance Columbia Accounts Common Stock; Corporation Receivable $.01 Par Value ** ** ** Corporation Primary Energy, Inc. Harbor Coal Company Common Stock; 1,000 1 (3,345) $0 Par Value Primary Energy, Inc. Lakeside Energy Common Stock; 1,000 1 7,396 Corporation $0 Par Value Primary Energy, Inc. North Lake Energy Common Stock; 1,000 1 (5,597) Corporation $0 Par Value Primary Energy, Inc. Portside Energy Common Stock; 1,000 1 2,473 Corporation $0 Par Value Primary Energy, Inc. Cokenergy, Inc. Common Stock; 1,000 1 3,348 $0 Par Value Primary Energy, Inc. Ironside Energy LLC Units of 100 1 1 Membership Primary Energy, Inc. Whiting Clean Energy, Common Stock, 1,000 1,000 0 Inc. $0 Par Value 19 ORIGINAL BOOK COST VALUE RECORD BENEFICIAL TYPE OF SECURITY SHARES OR OWNER ISSUING COMPANY AND PAR VALUE UNITS HELD (IN THOUSANDS) ------------------------------------------------------------------------------------------------- Northern Indiana Fuel Northern Indiana Common Stock 1,000 1 3,416 and Light Company Trading Company, shares Inc. Kokomo Gas and Fuel KGF Trading Company Common Stock, 100 0 0 Company $0 Par Value Bay State Gas Company Northern Utilities, Common Stock; 100 109,063 108,500 Inc. $10 Par Value Bay State Gas Company Bay State GPE, Inc. Common Stock; 1,000 193 162 $1 Par Value NiSource Inc. Northern Indiana Common Stock; 73,282,258 872,013 1,188,612 Public Service $0 Par Value Company NiSource Inc. NI Energy Services, Common Stock, 1,000 2,888 (11,435) Inc. $0 Par Value NiSource Inc. NiSource Development Common Stock; 1,000 1 (75,526) Company, Inc. $0 Par Value NiSource Inc. NiSource Capital Common Stock; 1,000 1,000 32,712 Markets Inc. $1,000 Par Value NiSource Inc. Kokomo Gas and Fuel Common Stock; 478,248 46,170 35,839 Company $0 Par Value NiSource Inc. Northern Indiana Common Stock; 275,000 30,674 42,992 Fuel and Light $10 Par Value Company, Inc. NiSource Inc. NiSource Corporate Common Stock; 1,000 1 1 Services Company $0 Par Value NiSource Inc. Hamilton Harbour Common Stock; 1,000 1 (2) Insurance $0 Par Value Services, Ltd. NiSource Inc. Primary Energy, Inc. Common Stock; 1,000 1 3,485 $0 Par Value NiSource Inc. Bay State Gas Company Common Stock; 100 523,772 548,893 $1 Par Value NiSource Inc. EnergyUSA, Inc. Common Stock; 1,000 9,356 (31,682) $0 Par Value NiSource Inc. NiSource Pipeline Common Stock; 1,000 15,962 (179) Group, Inc. $0 Par Value NiSource Inc. Columbia Energy Group Common Stock; 79,335,743 1,911,430 2,085,915 $.01 Par Value NiSource Inc. NiSource Finance Common Stock; 100 1 (42,263) Corp. $0 Par Value NiSource Inc. NiSource Energy Common Stock, 100 1 1 Technologies, Inc. $0 Par Value Columbia Pipeline Columbia Deep Water Common Stock 1 826 826 Corporation Services Company shares Columbia Energy Columbia Natural Common Stock 2 169,854 169,854 Resources, Inc. Resources, Inc. shares Columbia Energy Hawg Hauling & Common Stock 900 1,202 1,202 Resources, Inc. Disposal, Inc. shares Columbia Energy Alamco-Delaware, Inc. Common Stock 100 7,139 7,139 Resources, Inc. shares Columbia Energy CNR-Canada Ltd. Common Stock 5 25,927 25,927 Resources, Inc. shares NI Energy Services, Inc. Crossroads Pipeline Common Stock, 1,000 1 (8,798) Company $0 Par Value NiSource Development Cardinal Property Common Stock, 1,000 1 (25) Company, Inc. Management, Inc. $0 Par Value NiSource Development Customer Information Common Stock, 1,000 1 95 Company, Inc. Services, Inc. $0 Par Value NiSource Development JOF Transportation Common Stock, 1,000 1 4,376 Company, Inc. Company $0 Par Value 20 ORIGINAL BOOK COST VALUE RECORD BENEFICIAL TYPE OF SECURITY SHARES OR OWNER ISSUING COMPANY AND PAR VALUE UNITS HELD (IN THOUSANDS) ------------------------------------------------------------------------------------------------- NiSource Development Lake Erie Land Common Stock, 1,000 93,601 72,485 Company, Inc. Company $0 Par Value NiSource Development NDC Douglas Common Stock, 1,000 1 6,590 Company, Inc. Properties, Inc. $0 Par Value NiSource Development KOGAF Enterprises, Common Stock 100 2,109 (47) Company, Inc. Inc. $0 Par Value NiSource Development SunPower Corporation Common Shares 1,055,194 1,653 1,653 Company, Inc. NiSource Development South Works Power Common Stock; 1,000 1 ** Company, Inc. Company $0 Par Value EnergyUSA, Inc. (IN) EnergyUSA-TPC Corp. Common Stock, 100 1 26,053 $0 Par Value EnergyUSA, Inc. (IN) EnergyUSA Retail, Common Stock, 1,000 1 (6,347) Inc. $0 Par Value EnergyUSA, Inc. (IN) EnergyUSA, Inc. (MA) Common Stock, 10,000 10 9,570 $1 Par Value EnergyUSA, Inc. (IN) NI-TEX Gas Services, Common Stock, 1,120 5,874 8,799 Inc. $2 Par Value EnergyUSA, Inc. (IN) NI-TEX, Inc. Common Stock, 1,000 1,000 (1,464) $0 Par Value EnergyUSA, Inc. (IN) NI Energy Services Common Stock, 1,000 0 311 Transportation, $0 Par Value Inc. EnergyUSA, Inc. (IN) NI Fuel Company, Inc. Common Stock, 1,000 23,455 (12,883) $0 Par Value NiSource Pipeline Group, Granite State Gas Common Stock, 29,900 30 14,707 Inc. Transmission, Inc. $1 Par Value NiSource Pipeline Group, PNGTS Holding Corp. Common Stock, 1,000 0 (1,722) Inc. $0 Par Value Granite State Gas Natural Gas Common Stock, 10,000 17,173 15,957 Transmission, Inc. Development, Inc. $1 Par Value Lake Erie Land Company SCC Services, Inc. Common Stock, 1,000 59 (2,039) $0 Par Value Natural Gas Development, Portland Natural Gas Partnership N/A 16,534 16,407 Inc. Transmission System PGNTS Holding Corp. Portland Natural Gas Partnership N/A 17,068 16,545 Transmisssion System ** NiSource will provide further information about these companies by amendment. NOTE: This item does not include companies deemed to be inactive, immaterial or those to be sold. INVESTMENTS IN OTHER COMPANIES 10. Give a tabulation showing all investment of the registrant and each subsidiary thereof in holding companies and in public utility companies which are not subsidiary companies of the registrant. Also, show all other investments of the registrant and each subsidiary thereof in the securities of any other enterprise, if the book value of the investment in any such enterprise exceeds 2% of the total debit accounts shown on the balance sheet of the company owning investment or an amount in excess of $25,000 (whichever amount is the lesser). Give the principal amount and number of shares or units and the cost of each issue of such securities to the system company originally acquiring such security, and the amount at which the same are carried on the books of the owner. List all such securities pledged as collateral for loans or other obligations and identify loans and obligations for which pledged. This information should be given as of the same date as the information furnished in Item 8. 21 (a) Investment of the registrant and each subsidiary thereof in holding companies and in public utility companies which are not subsidiary companies of the registrant: NONE. (b) All other investments of the registrant and of each subsidiary thereof in the securities of any other enterprise as of December 31, 2000: INVESTOR INVESTEE TYPE OF INVESTMENT QUANTITY ORIGINAL COST BOOK VALUE (000S) (000S) ------------------------------------------------------------------------------------------------------------------ Columbia Gas Millennium Pipeline Co., Limited Partnership N/A 27,206 27,206 Transmission L.P. (47.5%) Corporation Columbia Gas Millennium Pipeline LLC membership N/A 273 273 Transmission Management Co., L.L.C. interest (47.5%) Corporation NiSource Development Utech Climate [____] (7.87%) N/A 2,000 2,016 Company, Inc. NiSource Development CID Ventures, L.P. Limited Partnership N/A 406 406 Company, Inc. NiSource Development CIP Equity Capital, L.P. Limited Partnership N/A 644 644 Company, Inc. NiSource Development Nth Power Tech Partnership (4.1%) N/A 1,024 1,024 Company, Inc. NiSource Development Waste Recovery Common Shares 1,100,000 1,342 1,342 Company, Inc. NiSource Development Corning Common Shares 7,932 192 192 Company, Inc. NiSource Development Qwest Diagnostics Common Shares 2,241 22 22 Company, Inc. NiSource Development Covance Common Shares 4,483 66 66 Company, Inc. NiSource Development N Squared Aviation, LLC LLC membership N/A 0 0 Company, Inc. interest (33%) Northern Indiana Public Atlanta Gas Light Common Shares (13%) 1,000 250 250 Service Company Absorbent Research Group Columbia Energy Clarksburg Gas Limited Limited Partnership N/A 281 281 Resources, Inc. Partnership Columbia Capital EnerTek Partners, L.P. Limited Partnership N/A 630 630 Corporation (16.54%) Harbor Coal Company Inland PCI Partnership (50%) N/A (22,891) (4,240) JOF Transportation Chicago Southshore Limited Partnership N/A (4,212 5,736 Company Railroad (40%) JOF Transportation Illinois Indiana LLC membership N/A 69 21 Company Development Co., LLC interest (40%) NDC Douglas Properties, Bittersweet, L.P. Limited Partnership N/A 2,400 2,491 Inc. (98%) NDC Douglas Properties, Creekside, L.P. Limited Partnership N/A 1,197 1,105 Inc. (99%) 22 INVESTOR INVESTEE TYPE OF INVESTMENT QUANTITY ORIGINAL COST BOOK VALUE (000S) (000S) ------------------------------------------------------------------------------------------------------------------ NDC Douglas Properties, Douglas Pointe, L.P. Limited Partnership N/A 3,238 2,715 Inc. (99%) NDC Douglas Properties, Douglas Pointe II, L.P. Limited Partnership N/A 2,551 3,613 Inc. (99%) NDC Douglas Properties, Douglas Pointe III, L.P. Limited Partnership N/A 582 766 Inc. (99%) NDC Douglas Properties, Dunedin, L.P. Limited Partnership N/A 942 1,648 Inc. (99%) NDC Douglas Properties, Dunedin II, L.P. Limited Partnership N/A 162 2,093 Inc. (99%) NDC Douglas Properties, Hebron Pointe, L.P. Limited Partnership N/A 645 705 Inc. (99%) NDC Douglas Properties, House Investments, L.P. Limited Partnership N/A 875 970 Inc. (99%) NDC Douglas Properties, House Investments II, L.P. Limited Partnership N/A 272 597 Inc. (99%) NDC Douglas Properties, Kingsmill, L.P. Limited Partnership N/A 1,085 3,854 Inc. (100%) NDC Douglas Properties, Plymouth Pointe, L.P. Limited Partnership N/A 1,225 2,177 Inc. (99%) NDC Douglas Properties, Prestwick Square, L.P. Limited Partnership N/A 4,105 2,213 Inc. (98%) NDC Douglas Properties, Robertson, L.P. Limited Partnership N/A 239 4,857 Inc. (99%) NDC Douglas Properties, Woodland Crossing, L.P. Limited Partnership N/A 1,288 1,786 Inc. (98%) NI Fuel Company, Inc. Bristol Resources LLC membership N/A 21,671 15,977 Production Company, interest (64%) L.L.C. NI-TEX, Inc. Laredo Nueces Pipeline Common Shares (50%) N/A (2) 1,264 Company NI-TEX Gas Services, MidTex Gas Storage LLC membership N/A 1,084 7,034 Inc. Company, L.L.C. interest (31%) PNGTS Holding Corp. Portland Natural Gas Partnership (9.5%) N/A 17,068 16,545 Transmission System NiSource Energy MOSAIC Energy, LLC LLC membership N/A 0 0 Technologies, Inc. interest (32.6%) NOTE: This item does not include companies deemed to be inactive, immaterial or those to be sold. INDEBTEDNESS OF SYSTEM COMPANIES 11. List each indebtedness of the registrant and of each subsidiary company thereof (other than indebtedness reported under Item 8, but as of the same date) where the aggregate debt owed by any such company to any one person exceeds $25,000 or an amount exceeding 2% of the total of the debit accounts shown on the balance sheet of the debtor (whichever amount is the lesser) but not including any case in which such aggregate indebtedness is less than $5,000, and give the following additional information as to each such indebtedness: (a) Debts owed to associate companies as of December 31, 2000: 23 INDEBTEDNESS OF SYSTEM COMPANIES EXCLUDES MONEY POOL (SEE BELOW) AMOUNT OWED RATE OF DATE OF NAME OF DEBTOR NAME OF CREDITOR (000'S) INTEREST MATURITY -------------------------------------------------------------------------------------------------------------- Columbia Energy Group Service Columbia Energy Group (CEG) 12,700 7.33% 03/01/24 Corporation (CS) Columbia Energy Group (CEG) 2,246 7.11% 11/28/02 Columbia Energy Group (CEG) 2,246 7.30% 11/28/05 Columbia Energy Group (CEG) 2,246 7.55% 11/28/07 Columbia Energy Group (CEG) 2,246 7.82% 11/28/10 Columbia Energy Group (CEG) 2,246 7.92% 11/28/15 Columbia Energy Group (CEG) 2,246 8.12% 11/28/25 Columbia Gas of Kentucky, Inc. (CKY) Columbia Energy Group (CEG) 5,030 7.28% 03/01/11 Columbia Energy Group (CEG) 8,000 8.00% 03/01/06 Columbia Energy Group (CEG) 5,805 7.11% 11/28/02 Columbia Energy Group (CEG) 5,805 7.30% 11/28/05 Columbia Energy Group (CEG) 5,805 7.55% 11/28/07 Columbia Energy Group (CEG) 5,805 7.82% 11/28/25 Columbia Energy Group (CEG) 5,805 7.92% 11/28/10 Columbia Energy Group (CEG) 5,805 8.12% 11/28/15 Columbia Gas of Maryland, Inc. (CMD) Columbia Energy Group (CEG) 6,500 8.12% 03/01/16 Columbia Energy Group (CEG) 2,495 7.11% 11/28/02 Columbia Energy Group (CEG) 2,495 7.30% 11/28/05 Columbia Energy Group (CEG) 2,495 7.55% 11/28/07 Columbia Energy Group (CEG) 2,495 7.82% 11/28/10 Columbia Energy Group (CEG) 2,495 7.92% 11/28/15 Columbia Energy Group (CEG) 2,495 8.12% 11/28/15 Columbia Gas of Ohio, Inc. (COH) Columbia Energy Group (CEG) 25,000 8.20% 03/01/06 Columbia Energy Group (CEG) 35,000 7.90% 03/01/06 Columbia Energy Group (CEG) 36,394 7.55% 11/28/07 Columbia Energy Group (CEG) 36,394 7.82% 11/28/10 Columbia Energy Group (CEG) 36,394 7.92% 11/28/15 Columbia Energy Group (CEG) 36,394 8.12% 11/28/25 Columbia Gas of Pennsylvania, Inc. (CPA) Columbia Energy Group (CEG) 11,000 7.28% 03/01/11 Columbia Energy Group (CEG) 20,000 7.89% 03/01/14 Columbia Energy Group (CEG) 20,000 7.89% 03/01/16 Columbia Energy Group (CEG) 35,000 8.12% 03/01/13 Columbia Energy Group (CEG) 10,000 7.90% 03/01/06 Columbia Energy Group (CEG) 17,843 7.11% 11/28/02 Columbia Energy Group (CEG) 17,843 7.30% 11/28/05 Columbia Energy Group (CEG) 17,843 7.55% 11/28/07 Columbia Energy Group (CEG) 17,843 7.82% 11/28/10 Columbia Energy Group (CEG) 17,843 7.92% 11/28/15 Columbia Energy Group (CEG) 17,843 8.12% 11/28/25 Columbia Gas of Virginia, Inc. (CGV) Columbia Energy Group (CEG) 10,000 7.28% 03/01/11 Columbia Energy Group (CEG) 15,000 6.81% 03/01/12 Columbia Energy Group (CEG) 10,000 6.73% 03/01/13 Columbia Energy Group (CEG) 10,000 7.89% 03/01/14 Columbia Energy Group (CEG) 21,000 8.12% 03/01/16 Columbia Energy Group (CEG) 12,835 7.11% 11/28/02 24 AMOUNT OWED RATE OF DATE OF NAME OF DEBTOR NAME OF CREDITOR (000'S) INTEREST MATURITY -------------------------------------------------------------------------------------------------------------- Columbia Energy Group (CEG) 12,835 7.30% 11/28/05 Columbia Energy Group (CEG) 12,835 7.55% 11/28/07 Columbia Energy Group (CEG) 12,835 7.82% 11/28/10 Columbia Energy Group (CEG) 12,835 7.92% 11/28/15 Columbia Energy Group (CEG) 12,835 8.12% 11/28/25 Columbia Gas Transmission Corporation (TCO) Columbia Energy Group (CEG) 128,500 6.61% 11/28/02 Columbia Energy Group (CEG) 128,500 6.80% 11/28/05 Columbia Energy Group (CEG) 128,500 7.05% 11/28/07 Columbia Energy Group (CEG) 128,500 7.32% 11/28/10 Columbia Gulf Gas Transmission Company (CGT) Columbia Energy Group (CEG) 20,000 7.65% 03/01/24 Columbia Energy Group (CEG) 9,578 7.11% 11/28/02 Columbia Energy Group (CEG) 9,578 7.30% 11/28/05 Columbia Energy Group (CEG) 9,578 7.55% 11/28/07 Columbia Energy Group (CEG) 9,578 7.82% 11/28/10 Columbia Energy Group (CEG) 9,578 7.92% 11/28/15 Columbia Energy Group (CEG) 9,578 8.12% 11/28/25 NiSource Inc. NiSource Capital Markets Inc. 1,166,833 7.71% N/A Northern Indiana Public Service Company NiSource Finance Corp. 36,000 7.71% N/A Northern Utilities, Inc. Bay State Gas Company 27,000 6.94% N/A Shoreline Shops, Inc NiSource Inc. 824 7.71% N/A Kokomo Gas and Fuel Company NiSource Inc. 1,500 9.50% N/A Northern Indiana Fuel and Light NiSource Inc. 2,000 9.50% N/A Company, Inc. EnergyUSA, Inc. (IN) NiSource Inc. 3,315 7.71% N/A EnergyUSA, Inc. (MA) NiSource Inc. 5,280 7.71% N/A EnergyUSA Commercial Energy Services NiSource Inc. 5,127 7.71% N/A EnergyUSA Retail, Inc. NiSource Inc. 27,532 7.71% N/A EnergyUSA-TPC Corp. NiSource Inc. 95,581 7.71% N/A Savage Alert, Inc. NiSource Inc. 877 7.71% N/A NESI Energy Marketing, Inc. NiSource Inc. 24,280 7.71% N/A NESI Energy Services Transportation, NiSource Inc. 921 7.71% N/A Inc. NFCO Acquisition Company NiSource Inc. 440 7.71% N/A NI Fuel Company, Inc. NiSource Inc. 5,059 7.71% N/A Primary Energy, Inc. NiSource Inc. 822 7.71% N/A Ironside Energy LLC NiSource Inc. 7,047 7.71% N/A Lakeside Energy Corporation NiSource Inc. 2,441 7.71% N/A North Lake Energy Corporation NiSource Inc. 208 7.71% N/A Whiting Clean Energy, Inc. NiSource Inc. 16,177 7.71% N/A Crossroads Pipeline Company NiSource Inc. 32,967 7.71% N/A Granite State Gas Transmission Inc. NiSource Inc. 26,790 7.71% N/A PNGTS Holding Corp. NiSource Inc. 19,881 7.71% N/A NiSource Development Company, Inc. NiSource Inc. 178,390 7.71% N/A Customer Information Services, Inc. NiSource Inc. 35 7.71% N/A JOF Transportation Company NiSource Inc. 269 7.71% N/A SCC Services, Inc. NiSource Inc. 20,258 7.71% N/A NDC Douglas Properties, Inc. NiSource Inc. 4,193 7.71% N/A Progeni, Inc. NiSource Inc. 4,704 7.71% N/A NI Energy Services, Inc. NiSource Inc. 226 7.71% N/A 25 AMOUNT OWED RATE OF DATE OF NAME OF DEBTOR NAME OF CREDITOR (000'S) INTEREST MATURITY -------------------------------------------------------------------------------------------------------------- Green Fuels, Inc. NiSource Inc. 3,165 7.71% N/A IWC Resources Corporation NiSource Inc. 17,566 7.71% N/A SM&P Utility Resources, Inc. NiSource Inc. 9,867 7.71% N/A INDEBTEDNESS OF SYSTEM COMPANIES, INCLUDING MONEY POOL The following table provides information on the investments and borrowings of participants in the Columbia Energy Group Money Pool (the "Pool") at December 31, 2000. The Pool is administered by Columbia Energy Group on behalf of the participants. The operation of the Pool was authorized by the Commission in Holding Company Act Release No. 35-27236 (File No. 70-8925). NAME OF COMPANY BORROWERS BALANCE AFFILIATED (000'S) INVESTORS BALANCE (000'S) ------------------------------------------------------------------------------------------ Columbia Energy Group $0 $373,331 Columbia Energy Group Service Corporation 36,484 - Columbia Gulf Transmission Company 16,615 - Columbia Assurance Agency, Inc. - 9 Columbia Energy Services Corporation 36,633 - Columbia Energy Power Marketing Corporation* 3,713 - Columbia Energy Retail Corporation* 17,344 - Columbia Service Partners, Inc.* - 7,347 Columbia Propane Corporation* 16,302 - CP Holdings, Inc.* - 100 Columbia Propane L.P.* - 3,194 Columbia Remainder Corporation - 4,585 Columbia LNG Corporation - 78,590 Columbia Network Services Corporation - 72 Columbia Insurance Corporation, Ltd. - 523 CNS Microwave, Inc. - 767 Columbia Transmission Communications Corporation - 3,474 Columbia Gas of Kentucky, Inc. 12,053 - Columbia Gas of Ohio, Inc. 75,834 - Columbia Gas of Maryland, Inc. 9,971 - Columbia Gas of Pennsylvania, Inc. 61,532 - Columbia Gas of Virginia, Inc. 42,680 - Columbia Deep Water Services Company 1,419 - Columbia Pipeline Corporation - 30 Columbia Accounts Receivable Corporation - 7,240 Columbia Energy Group Capital Corporation - 17 Columbia Petroleum Corporation* - 29,820 Columbia Gas Transmission Corporation 168,431 - Columbia Atlantic Trading Corporation - 28,118 Hawg Hauling & Disposal, Inc. - 455 Columbia Natural Resources Canada Ltd - 2,365 Columbia Energy Resources, Inc. - 4,430 Columbia Natural Resources, Inc. 45,456 - ------------------------------------ $544,467 $544,467 ==================================== * Note: Discontinued operations or held for sale 26 Note: Participants in the Pool earn interest (investors) or pay interest (borrowers) at the monthly Pool rate which is the equivalent of the average effective cost of short-term borrowings and short-term investments to the Columbia Energy Group. (b) Debts owed to others as of December 31, 2000: BY PERMISSION OF THE STAFF, "DEBTS OWED TO OTHERS" HAS BEEN OMITTED. PRINCIPAL LEASES 12. Describe briefly the principal features of each lease (omitting oil and gas leases) to which the registrant or any subsidiary company thereof is a party, which involves rental at an annual rate of more than $50,000 or an amount exceeding 1% of the annual gross operating revenue of such party to said lease during its last fiscal year (whichever of such sums is the lesser) but not including any lease involving rental at a rate of less than $5,000 per year. TOTAL 2000 LESSEE LESSOR ITEMS LEASED PAYMENTS ---------------------------------------------------------------------------------------------------------- Bay State Gas Company Trinet Essential Facilities Office Building $1,057,763.00 XXIII, Inc. Cokenergy, Inc. Giffords Brook Funding, LP Energy Generation 13,685,170.00 Facility Columbia Gas of Ohio, Inc. Estel Hawkins Wintersville Office 69,999.96 Columbia Gas of Ohio, Inc. Key Trust Company of Ohio Mansfield Office & 84,000.00 Service Center Columbia Gas of Ohio, Inc. Mahlon Maxton Prop Columbus Stationery 96,391.47 Warehouse Columbia Gas of Ohio, Inc. Civic Center Lease Corporation CDC Headquarters 5,375,043.47 Columbia Gas of Ohio, Inc. Kenneth E. Conway Columbus Service Center 66,000.00 Columbia Gas of Ohio, Inc. Janet N. Conway Sandusky Service Center 66,000.00 Columbia Gas of Ohio, Inc. Janet N. Conway Cambridge District 72,310.44 Office & Service Center Columbia Gas of Ohio, Inc. Wagbros Company Columbus Office & 224,410.69 Training Center Columbia Gas of Ohio, Inc. Owens-Illinois, Inc. Toledo District Office 220,448.00 Columbia Gas of Ohio, Inc. Maritime Building Realty Toledo Telephone 68,608.19 Holding Trust Contact Center Columbia Gas of Ohio, Inc. Rowland Enterprises West Cleveland Phone 161,172.00 Center Columbia Gas of Ohio, Inc. Kenneth E. Conway Jackson Office 54,991.20 Columbia Gas of Ohio, Inc. Columbia Gas Transmission Northeast Service 348,324.00 Corporation Center (Westerville Service Center) Columbia Gas of Ohio, Inc. Columbia Gas Transmission North Coast Operations 417,696.00 Corporation (Elyria/Lorain Service Center) 27 TOTAL 2000 LESSEE LESSOR ITEMS LEASED PAYMENTS ---------------------------------------------------------------------------------------------------------- Columbia Gas of Pennsylvania, James Cioffi New Castle Area Office 67,200.00 Inc. Columbia Gas of Pennsylvania, Aleppo Property Holdings Inc. Glenfield Service Center 60,446.87 Inc. Columbia Gas of Pennsylvania, Grubb & Ellis Management CPA Headquarters - 503,691.59 Inc. Services Cyclops Building Columbia Gas of Pennsylvania, Columbia Gas Transmission Somerset Service Center 130,032.00 Inc. Corporation Columbia Gas of Pennsylvania, Fay-Penn Economic Development Customer Satisfaction 202,371.00 Inc. Council Center Columbia Gas of Pennsylvania, Sunrise Minerals, LP York Service Center 431,004.00 Inc. Columbia Gas of Virginia, Inc. Capital Advisor's Inc. COS Headquarters 599,886.24 Columbia Gas of Virginia, Inc. Columbia Gas Transmission Chester/Petersburg 451,763.00 Corporation Service Center Columbia Gas of Virginia, Inc. Columbia Gas Transmission Lexington Service Center 110,089.00 Corporation Columbia Gas of Virginia, Inc. Columbia Gas Transmission Gainesville Service 369,345.00 Corporation Center Columbia Gas Transmission Fred Haddad Chas. WV Headquarters - 156,952.00 Corporation Building & Land Columbia Gas Transmission Fred Haddad St. Albans, WV 58,983.00 Corporation Operating Center - Building & Land Columbia Gas Transmission Builders Limited Partnership Fair Lakes, VA - Office 778,492.00 Corporation Building Columbia Gas Transmission Columbia Microwave Microwave Towers 143,226.00 Corporation Columbia Gas Transmission The Kroger Company Westerville, OH - 83,460.00 Corporation Office Building Columbia Gas Transmission High Associates, Inc. Coatesville, PA - 85,306.00 Corporation Office Building Columbia Gas Transmission Alliance Corporate Resources Computer Equipment 1,757,997.00 Corporation Columbia Gas Transmission Briarwood Development Company Clarksburg, WV - Office 73,920.00 Corporation Building Columbia Gulf Transmission Property One, Inc. Lafayette, LA - 105,626.00 Company Measurement Building Columbia Gulf Transmission CMD Realty Investors, Inc. Houston, TX - Office 2,361,493.00 Company Building Columbia Gulf Transmission Property One, Inc. So. Div. (LA) - 51,049.00 Company Office Building Columbia Gulf Transmission Southland Pipe Service, Inc. Intercoastal City, LA - 98,251.00 Company Building, Land & Dock Columbia Gulf Transmission Alliance Corporate Resources Computer Equipment 262,164.00 Company Columbia Natural Resources, General Corporation Office Space 1,432,000.00 Inc. Columbia Natural Resources, GE Capital Office Space 205,100.00 Inc. Columbia Natural Resources, L&T Thornsberry Enterprises Office Space 81,600.00 Inc. 28 TOTAL 2000 LESSEE LESSOR ITEMS LEASED PAYMENTS ---------------------------------------------------------------------------------------------------------- Columbia Natural Resources, Universal Compression Compression Equipment 155,400.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 87,672.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 50,400.00 Inc. Columbia Natural Resources, Global Compression Compression Equipment 234,000.00 Inc. Columbia Natural Resources, Global Compression Compression Equipment 270,000.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 182,400.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 107,400.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 84,000.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 201,600.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 61,200.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 60,000.00 Inc. Columbia Natural Resources, Universal Compression Compression Equipment 57,600.00 Inc. Columbia Transmission 111 Chelsea Associates NY Co-location 87,000.00 Communications Company Columbia Transmission Consolidated Rail Corporation ROW Lease 657,000.00 Communications Company Columbia Transmission Eaglepoint Development Re-gen Building 162,000.00 Communications Company Associates Columbia Transmission Kroll Properties Re-gen Building 50,000.00 Communications Company Columbia Transmission Montgomery County Department of ROW Lease 84,000.00 Communications Company Parks (PA) Columbia Transmission Montgomery County (Md) ROW Lease 38,000.00 Communications Company Columbia Transmission National Railroad Passenger License Agreement 12,000.00 Communications Company Corp. (AMTRAK) Columbia Transmission Port Authority Trans-Hudson Tunnel Space Lease 162,000.00 Communications Company Corp. (PATH) Columbia Transmission PECO Energy Company License Agreement 28,000.00 Communications Company Columbia Transmission REA Associates LLC District of Columbia 120,000.00 Communications Company Co-location Columbia Transmission Washington Metropolitan Area License Agreement 745,000.00 Communications Company Transit Authority Columbia Transmission Department of Natural License Agreement 92,000.00 Communications Company Resources, State of Maryland Columbia Transmission Maryland National Capital Park License Agreement 55,000.00 Communications Company and Planning Commission Columbia Transmission New Jersey Transit Corporations ROW Lease 270,000.00 Communications Company Columbia Transmission New York City Franchise Agreement 200,000.00 Communications Company 29 TOTAL 2000 LESSEE LESSOR ITEMS LEASED PAYMENTS ---------------------------------------------------------------------------------------------------------- Columbia Transmission Maryland Mass Transit License Agreement 5,326.44 Communications Company Administration Easton LNG Facility Fleet Capital Leasing LNG Storage Facility 805,962.20 EnergyUSA, Inc. Grand Park Management Valparaiso Office Space 101,133.00 Corporation EnergyUSA, Inc. Horizon Realty Trust IV Massachusetts Office 164,400.00 Space EnergyUSA, Inc. - TPC Crescent Real Estate Equities Houston Office Space 310,550.00 Lakeside Energy Corporation Depot Hill Funding, LP Energy Generation 7,616,663.00 Facility North Lake Energy Corporation Scotiabank, Inc. Energy Generation 2,512,954.00 Facility Northern Indiana Fuel & Light Northern Indiana Trading Computer Equipment 60,000.00 Company Company, Inc. Northern Indiana Fuel & Light Northern Indiana Trading EDACS Radio System 67,271.00 Company Company, Inc. Northern Indiana Public Service Security Trustee / Wilmington 380 Rail Cars 1,278,370.71 Company Trust Company Northern Indiana Public Service Security Trustee / Wilmington 450 Aluminum Gondola 1,748,002.94 Company Trust Company Cars Northern Indiana Public Service The CIT Group/Capital Finance, 358 Aluminum BethGon 2,053,530.00 Company Inc. Coalporter Rail Cars Northern Indiana Public Service Transport Capital Rail 240 Aluminum Rotary 1,036,800.00 Company Partners, LLC Gondola Hopper Railcars Northern Indiana Public Service Bank Austria Creditanstait 238 Aluminum Rotary 1,175,496.00 Company Gondola Hopper Railcars Northern Indiana Public Service NiSource Development Company, Southlake Complex - 3,586,191.00 Company Inc. Office space NiSource Inc. Northern Indiana Public Service Office Space 899,291.76 Company Northern Indiana Public Service Cardinal Property Management, Office/Hanger Space - 62,658.72 Company Inc. Airport Portside Energy Corporation Stormville Mountain Funding, LP Energy Generation 5,294,780.00 Facility SECURITIES SOLD 13. If, during the last five years, the registrant or any subsidiary company thereof has issued, sold, or exchanged either publicly or privately any securities having a principal amount, par, stated or declared value exceeding $1,000,000 or exceeding an amount equal to 10% of the total liabilities as shown by the balance sheet of issuer at the time such issue (whichever of such sums is the lesser), give the following information with respect to each such issue or sale: By permission of the Staff, information required to be disclosed pursuant to this item is not set forth herein. 30 AGREEMENTS FOR FUTURE DISTRIBUTION OF SECURITIES 14. (a) Summarize the terms of any existing agreement to which the registrant of any associate or affiliate company thereof is a party or in which any such company has a beneficial interest with respect to future distributions of securities of the registrant or of any subsidiary. Certain information regarding agreements with respect to future distribution of securities of NiSource and its subsidiaries is set forth in the following documents, the applicable portions of which are hereby incorporated herein by reference: Items 1.7 and 1.8 of the Application/Declaration of NiSource and Columbia on Form U-1, as amended (File No. 70-9681) (the Financing U-1) (filed herewith as Exhibit F-5); the Registration Statement of NiSource on Form S-3 (File No. 333-49316) (filed herewith as Exhibit F-6), with respect to the registration of $2.5 billion common stock, preferred stock and debt securities and related guarantees of debt securities and with respect to the issuance of $300 million of senior unsecured notes having a coupon rate of 5.75% and maturity date of April 15, 2003; and the Registration Statement of NiSource on Form S-3 (File No. 333-49330) (filed herewith as Exhibit F-7), with respect to the registration of 11.5 million shares of common stock. Since the closing of the NiSource's acquisition of Columbia, the following financings have been executed by NiSource's financing subsidiary: 1. NiSource reduced its acquisition related commercial paper borrowings through the issuance of $2.5 billion of privately placed notes, completed on November 10, 2000. This issuance included $750 million of three-year notes paying a 7.5% coupon and maturing on November 15, 2003, $750 million of five-year notes paying a 7.625% coupon and maturing on November 15, 2005, and $1 billion of ten-year notes paying a 7.875% coupon and maturing on November 15, 2010. Subsequently, an additional $150 million of five-year notes were issued, bearing a 7.625% coupon and maturing on November 15, 2005. 2. On November 27, 2000, NiSource issued 11.5 million new shares of NiSource common stock at an offering price of $25.25 per share. The $280.9 million of net proceeds were used to repay commercial paper. 3. In March 2001, NiSource arranged a new $2.5 billion revolving credit facility with a syndicate of banks for future working capital requirements. The new facility has refinanced and consolidated essentially all of NiSource's existing short-term credit facilities as discussed above, 31 into one credit facility, through its NiSource Finance subsidiary. 4. On April 6, 2001, NiSource issued $300 million of senior unsecured notes, utilizing the Company's S-3 shelf registration, filed and declared effective in November 2000. The notes have a coupon rate of 5.75% and mature on April 15, 2003. Proceeds from the issuance will be used to repay commercial paper borrowings. There are no additional financing activities expected to occur during the next 12 months. The specific timing, execution and choice of future security issues will be based upon actual market conditions and cash flow needs of the companies. (b) Describe briefly the nature of any financial interest (other than the ownership of securities acquired as a dealer for the purpose of resale) which any person with whom such agreement exists, has in the registrant or in any associate company thereof. The beneficiaries of the employee benefit plans may be deemed to have a financial interest in the registrant or affiliated companies thereof by virtue of their employment relationship with the registrant or such other companies and compensation, benefit and severance agreements and arrangements relating to such employment. Further information regarding employee benefit plans of NiSource and its subsidiaries may be found in the following documents which are hereby incorporated by reference herein: the Annual Reports of NiSource Inc. (File No. 1-16189) filed as Exhibit F-1 hereto, Northern Indiana (File No. 1-4125) filed as Exhibit F-2, Columbia Energy Group (File No. 1-01098) filed as Exhibit F-3 hereto, all on Form 10-K for the year ended December 31, 2000, and NiSource's 2001 Proxy Statement, dated March 12, 2001 (File No. 1-16189), filed as Exhibit F-8 hereto. TWENTY LARGEST HOLDERS OF CAPITAL STOCKS 15. As of a recent date (indicating such date for each class) give the following information with respect to the holders of each class of stock and/or certificates of beneficial interest of the registrant: (a) The twenty largest registered holders of common stock of NiSource, as of its most recent dividend record date. NiSource shares can be held by certificate, through dividend reinvestment plans, through investment companies, and other street name and nominee accounts. Absent an unreasonable expenditure of time and money, Nisource has no way to determine 32 the number of shares held by each holder of beneficial interest. Accordingly, NiSource is only able to provide information as to shares registered with NiSource. The following table sets forth NiSource's twenty largest registered shareholders on the books as of February 25, 2001: NUMBER OF PERCENTAGE (%) SHAREHOLDER NAME SHARES HELD OF OUTSTANDING ----------------------------------------------------------------------------- Massachusetts Financial Services 10,447,686 5.13% Capital Research and Management Company 8,525,600 4.18% Jennison Associates LLC 8,040,734 3.94% Putnam Investment Management, Inc. 6,632,652 3.25% Barclays Bank Plc 6,178,485 3.03% J.P. Morgan Chase & Company 6,128,958 3.01% FMR Corporation (Fidelity Management & 4,052,757 1.99% Research Corp.) Capital Guardian Trust Company 3,920,000 1.92% State Street Corporation 3,626,143 1.78% American Express Financial Group 3,399,854 1.67% The Vanguard Group, Inc. 2,942,223 1.44% Strong Capital Management, Inc. 2,387,022 1.17% Duff & Phelps Investment Management Company 2,256,600 1.11% Ballentine Capital Management, Inc. 2,134,200 1.05% TIAA Cref Investment Management, LLC 1,668,051 0.82% Safeco Corporation 1,325,667 0.65% Harbor Capital Management Inc. 1,323,900 0.65% State of Wisconsin Investment Board 1,268,300 0.62% Capital International, Inc. 1,255,600 0.62% Seneca Capital Advisors LLC 1,106,900 0.54% (b) Number of shareholders of record each holding 1,000 shares or more, and aggregate number of shares so held. As of December 31, 2000, there were 5,985 shareholders holding 1,000 shares or more. The aggregate number of shares held by these shareholders was 194,793,211. (c) Number of shareholders of record each holding less than 1,000 shares, and aggregate number of shares so held. As of December 31, 2000, there were 46,100 shareholders holding less than 1,000 shares. The aggregate number of shares held by these shareholders was 10,759,692. OFFICERS, DIRECTORS AND EMPLOYEES 16. (a) Positions and Compensation of Officers and Directors. Give name and address of each director and officer (including any person who performs similar functions) of the registrant, of each subsidiary company thereof, and of each mutual service company which is a member of the same holding company system. Opposite the name of each such 33 individual give the title of every such position held by him and briefly describe each other employment of such individual by each such company. State the present rate of compensation on an annual basis for each director whose aggregate compensation from all such companies exceeds $1,000 per year, and of each officer whose aggregate compensation from such companies is at the rate of $20,000 or more per year. In the event any officer devotes only part of his time to a company or companies in the system this fact should be indicated by appropriate footnote. Such compensation for such part time should be computed on an annual rate and if such annual rate exceeds $20,000 the actual compensation as well as annual rate should also be reported. (b) Compensation of Certain Employees. As to regular employees of such companies who are not directors or officers of any one of them, list the name, address, and aggregate annual rate of compensation of all those who receive $20,000 or more per year from all such companies. (c) Indebtedness to System Companies. As to every such director, trustee or officer as aforesaid, who is indebted to any one of such companies, or on whose behalf any such company has now outstanding and effective any obligation to assume or guarantee payment of any indebtedness to another, and whose total direct and contingent liability to such company exceeds the sum of $1,000, give the name of such director, trustee, or officer, the name of such company, and describe briefly the nature and amount of such direct and contingent obligations. (d) Contracts. If any such director, trustee, or officer as aforesaid: (1) has an existing contract with any such company (exclusive of an employment contract which provides for no compensation other than that set forth in paragraph (a) of this Item); or, (2) either individually or together with the members of his immediate family, owns, directly or indirectly, 5% or more of the voting securities of any third person with whom any such company has an existing contract; or, (3) has any other beneficial interest in an existing contract to which any such company is a party; describe briefly the nature of such contract, the names of the parties thereto, the terms thereof, and the interest of such officer, trustee, or director therein. By permission of the Staff, information required to be disclosed pursuant to Items 16(a) through 16(d) has not been included. However this information can be found in NiSource's 2001 Proxy Statement, dated March 12, 2001 (File No. 1-16189), filed as Exhibit F-8 hereto, NiSource's Annual Report on Form 10-K for the year ended December 31, 34 2000 (File No. 1-16189), filed as Exhibit F-1 hereto, Northern Indiana's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-4125), filed as Exhibit F-2 hereto, and Columbia Energy Group's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-01098), filed as Exhibit F-3 hereto, which reports are hereby incorporated by reference. (e) Banking Connections. If any such director, trustee, or officer is an executive officer, director, partner, appointee, or representative of any bank, trust company, investment banker, or banking association or firm, or of any corporation a majority of whose stock having the unrestricted right to vote for the election of directors, is owned by any bank, trust company, investment banker, or banking association or firm, state the name of such director or officer, describe briefly such other positions held by him and indicate which of the rules under Section 17(c) authorizes the registrant and subsidiary companies of which he is a director or officer to retain him in such capacity. 1. James T. Morris-- Member of Board of Directors of NiSource Inc. since 1997 and currently a director of National City Bank, based in Indianapolis, Indiana. Authorized pursuant to Rule 70(a) of the Act. 2. Carolyn Y. Woo-- Member of Board of Directors of NiSource Inc. since 1998 and currently a director of St. Joseph Capital Bank, based in Mishawaka, Indiana. Authorized pursuant to Rule 70(a) of the Act. 3. Gary L. Neale-- Member of Board of Directors of NiSource Inc. since 1991 and currently a director of Mercantile National Bank of Indiana, based in Hammond, Indiana. Authorized pursuant to Rule 70(a) of the Act. 4. Robert J. Welsh-- Member of Board of Directors of NiSource Inc. since 1998 and currently a director of Mercantile National Bank of Indiana, based in Hammond, Indana. Authorized pursuant to Rule 70(a) of the Act. 5. William E. Krivan-- Director of Columbia Gas of Ohio, Inc., since 1998 and currently a director of Bank One, based in Chicago, and is also a member of the Bank One Advisory Board. Authorized pursuant to Rule 70(d) of the Act. 6. Douglas G. Borror-- Director of Columbia Gas of Ohio, Inc., since 1994 and currently a director of Huntington National Bank, based in Columbus, Ohio. Authorized pursuant to Rule 70(c) of the Act. 35 7. William E. Stifle -- Director of Kokomo Gas and Fuel Company since 1986 and currently a member of the Advisory Board of KeyBank, based in Cleveland, Ohio. Authorized pursuant to Rule 70(d) of the Act. INTERESTS OF TRUSTEES IN SYSTEM COMPANIES 17. Describe briefly the nature of any substantial interest which any trustee under indentures executed in connection with any outstanding issue of securities of the registrant or any subsidiary thereof, has in either the registrant or such subsidiary, and any claim which any such trustee may have against registrant or any subsidiary; provided, however, that it shall not be necessary to include in such description any evidences of indebtedness owned by such trustee which were issued pursuant to such an indenture. To the knowledge of NiSource, no such interests exist. SERVICE, SALES AND CONSTRUCTION CONTRACTS 18. As to each service, sales, or construction contract (as defined in paragraphs (19) to (21) of Section 2(a) of the Act) which the registrant and any subsidiary company thereof has had in effect within the last three months, describe briefly the nature of such contract, the name and address of the parties thereto, the dates of execution and expiration, and the compensation to be paid thereunder. Attach typical forms of any such contracts as an exhibit to this registration statement. If the other party to any such contract is a mutual service company or a subsidiary service company which is a member of the same holding company system as the registrant and as to which the Commission has made a favorable finding in accordance with Rule 13-22, specific reference may be made to the application or declaration filed by such company pursuant to Rule 13-22 and no further details need be given as to such contracts. There are no typical forms of affiliate agreements, other than the Form of Service Agreement between NiSource Corporate Services Company and affiliates, filed on Rule 24 Certificate, March 30, 2001, with the Commission, and which is included as Exhibit H-1 hereto. Bay State provides repair and installation services to EnergyUSA, Inc. for propane equipment sold by EnergyUSA, Inc. under an agreement entered into as of December 22, 1999, which has a term of one year with one-year renewals. Under this agreement, Bay State charges a flat response fee. In addition, SM&P has agreements to provide underground facilities locating services to Northern Indiana and NIFL. SM&P is in the process of being sold. LITIGATION 19. Describe briefly any existing litigation of the following descriptions, to which the registrant or any subsidiary company thereof is a party, or of which the property of the registrant or any such subsidiary company is the subject, including the names of the parties and the court in which such litigation is pending: 36 (1) Proceedings to enforce or to restrain enforcement of any order of a State commission or other governmental agency; (2) Proceedings involving any franchise claimed by any such company; (3) Proceedings between any such company and any holder, in his capacity as such, of any funded indebtedness or capital stock issued, or guaranteed by such company, or between any such company and any officer thereof; (4) Proceedings in which any such company sues in its capacity as owner of capital stock or funded indebtedness issued or guaranteed by any other company; and (5) Each other proceeding in which the matter in controversy, exclusive of interest and costs, exceeds an amount equal to 2% of the debit accounts shown on the most recent balance sheet of such company. Information regarding litigation involving NiSource and its subsidiaries is incorporated by reference to the following documents: Item 3 of the Annual Report of NiSource on Form 10-K for the year ended December 31, 2000 (File No. 1-16189) (filed herewith as Exhibit F-1); Item 3 of the Annual Report of Northern Indiana on Form 10-K for the year ended December 31, 2000 (File No. 1-4125) (filed herewith as Exhibit F-2) and Item 3 of the Annual Report of Columbia for the year ended December 31, 2000 (File No. 1-01098) (filed herewith as Exhibit F-3). EXHIBITS EXHIBIT A. Furnish a corporate chart showing graphically relationships existing between the registrant and all subsidiary companies thereof as of the same date as the information furnished in the answer to Item 8. The chart should show the percentage of each class voting securities of each subsidiary owned by the registrant and by each subsidiary company. EXHIBIT DESCRIPTION A-1 Corporate chart of NiSource and its subsidiaries (filed herewith as Exhibit A-1 on Form SE). EXHIBIT B. With respect to the registrant and each subsidiary company thereof, furnish a copy of the charter, articles of incorporation, trust agreement, voting trust agreement, or other fundamental document of organization, and a copy of its bylaws, rules, and regulations, or other instruments corresponding thereto. If such documents do not set forth fully the rights, priorities, and preferences of the holders of each class of capital stock described in the answer to Item 8(b) and those of the holders of any warrants, options or other securities described in the answer to Item 8(d), and of any limitations on such rights, there shall also be 37 included a copy of each certificate, resolution, or other document establishing or defining such rights and limitations. Each such document shall be in the amended form effective at the date of filing the registration statement or shall be accompanied by copies of any amendments to it then in effect. EXHIBIT B OMITTED BY PERMISSION OF THE STAFF EXHIBIT C. (a) With respect to each class of funded debt shown in the answers to Items 8(a) and 8(c), submit a copy of the indenture or other fundamental document defining the rights of the holders of such security, and a copy of each contract or other instrument evidencing the liability of the registrant or a subsidiary company thereof as endorser or guarantor of such security. Include a copy of each amendment of such document and of each supplemental agreement, executed in connection therewith. If there have been any changes of trustees thereunder, such changes, unless otherwise shown, should be indicated by notes on the appropriate documents. No such indenture or other document need be filed in connection with any such issue if the total amount of securities that are now, or may at any time hereafter, be issued and outstanding thereunder does not exceed either $1,000,000 or an amount equal to 10% of the total of the debit accounts shown on the most recent balance sheet of the registrant or subsidiary company which issued or guaranteed such securities or which is the owner of property subject to the lien of such securities, whichever of said sums is the lesser. (b) As to each outstanding and uncompleted contract or agreement entered into by registrant or any subsidiary company thereof relating to the acquisition of any securities, utility assets (as defined in section 2(a)(18) of the Act), or any other interest in any business, submit a copy of such contract or agreement and submit details of any supplementary understandings or arrangements that will assist in securing an understanding of such transactions. EXHIBITS C(a) AND C(b) OMITTED BY PERMISSION OF THE STAFF EXHIBIT D. A consolidating statement of income and surplus of the registrant and its subsidiary companies for its last fiscal year ending prior to the date of filing this registration statement, together with a consolidating balance sheet of the registrant and its subsidiary companies as of the close of such fiscal year. EXHIBIT DESCRIPTION D-1 The consolidating financial statements of NiSource and Columbia, and their respective first-tier and utility subsidiaries, with adjustments to the NiSource consolidating statement to reflect the acquisition of Columbia (filed herewith as Exhibit D-1) (Confidential treatment requested). 38 EXHIBIT E. For each public utility company and natural gas producing and pipe line property in the holding company system of the registrant, furnish the following maps (properties of associate companies operating in contiguous or nearby areas may be shown on the same map, provided property and service areas of each company are shown distinctively). (1) Map showing service area in which electric service is furnished, indicating the names of the companies serving contiguous areas. (2) Electric system map showing location of electric property (exclusive of Local distribution lines) owned and/or operated, and information as follows: (a) Generating plants--kind and capacity; (b) Transmission lines--voltage, number of circuits, kind of supports, kind and size of conductors; (c) Transmission substations--capacity; (d) Distribution substation--capacity; and (e) Points of interconnection with all other electric utility companies and with all electrical enterprises operated by municipal or governmental agencies, giving names of such companies and enterprises. (3) Map showing service area in which gas service is furnished, indicating the names of companies serving contiguous areas; and (4) Gas system map showing location of gas property (exclusive of low pressure local distribution lines) owned and/or operated, and information as follows: (a) Generating plants--kind and daily capacity; (b) Holders--kind and capacity; (c) Compressor stations--capacity in horsepower; (d) Transmission pipe lines--size, approximate average transmission pressure and the estimated daily delivery capacity of the system; (e) Points of interconnection with all other private and public gas utilities, pipe lines, or producing enterprises; giving names of such companies and other enterprises; and 39 (f) General location and outline of gas producing and reserve areas and diagrammatic location of gathering lines. EXHIBIT DESCRIPTION E-1 Map showing Northern Indiana's Gas Distribution System (filed herewith as Exhibit E-1 on Form SE). E-2 Map showing Northern Indiana's Gas Distribution System with pipelines shown (filed herewith as Exhibit E-2 on Form SE). E-3 Map showing Northern Indiana's Gas Service Territory with LNG plant shown (filed herewith as Exhibit E-3 on Form SE). E-4 Map showing Bay State's and Northern's Gas Service Territory (filed herewith as Exhibit E-4 on Form SE). E-5 Map showing Kokomo's Gas Distribution System with interstate pipelines shown (filed herewith as Exhibit E-5 on Form SE). E-6 Map showing Kokomo's Tipton Station detail (filed herewith as Exhibit E-6 on Form SE). E-7 Map showing NIFL's Gas System (filed herewith as Exhibit E-7 on Form SE). E-8 Map showing Northern Indiana's Electric Service Territory with generating stations shown (filed herewith as Exhibit E-8 on Form SE). E-9 Diagram showing Northern Indiana's Electric 138 Kv switching (filed herewith as Exhibit E-9 on Form SE). E-10 Diagram showing Northern Indiana's Electric 345 switching (filed herewith as Exhibit E-10 on Form SE). E-11 Map showing Northern Indiana's Electric 138 Kv, 345 Kv & 765 Kv Lines and Stations (filed herewith as Exhibit E-11 on Form SE). E-12 Map showing Columbia Distribution System for Columbia Gas of Ohio, Inc., Columbia Gas of Pennsylvania, Inc., Columbia Gas of Maryland, Inc., Columbia Gas of Kentucky, Inc. and Columbia Gas of Virginia, Inc. (filed herewith as Exhibit E-12 on Form SE). E-13 Map showing major facilities and delivery points for sale and purchase of natural gas of Columbia Gas of Kentucky, Inc. (filed herewith as Exhibit E-13 on Form SE). 40 EXHIBIT F. Furnish an accurate copy of each annual report for the last fiscal year ending prior to the date of the filing of this registration statement, which the registrant and each subsidiary company thereof has previously submitted to its stockholders. For companies for which no reports are submitted the reason for omission should be indicated; provided that electronic filers shall submit such reports in paper format only under cover of Form SE. EXHIBIT DESCRIPTION F-1 NiSource's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-16189) (filed herewith as Exhibit F-1) (incorporated by reference). F-2 Northern Indiana's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-4125) (filed herewith as Exhibit F-2) (incorporated by reference). F-3 Columbia's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-01098) (filed herewith as Exhibit F-3) (incorporated by reference). F-4 Application/Declaration of NiSource and Columbia on Form U-1, as amended (File No. 70-9551) (the Merger U-1) (filed herewith as Exhibit F-4) (incorporated by reference). F-5 Application/Declaration of NiSource and Columbia on Form U-1, as amended (File No. 70-9681) (the Financing U-1) (filed herewith as Exhibit F-5) (incorporated by reference). F-6 Registration Statement of NiSource on Form S-3 (File No. 333-49316) (filed herewith as Exhibit F-6) (incorporated by reference). F-7 Registration Statement of NiSource on Form S-3 (File No. 333-49330) (filed herewith as Exhibit F-7) (incorporated by reference). F-8 NiSource's Definitive Proxy Statement on Schedule 14A, dated March 12, 2001 (File No. 1-16189) (filed herewith as Exhibit F-8) (incorporated by reference). EXHIBIT G. Furnish a copy of each annual report that the registrant and each public utility subsidiary company thereof shall have filed with any State Commission having jurisdiction to regulate public utility companies for the last fiscal year ending prior to the date of filing this registration statement. If any such company shall have filed similar reports with more than one such State commission, the registrant need file a copy of only one of such reports provided that notation is made of such fact, giving the names of the different commissions with which such report was filed, and setting forth any differences between the copy submitted and 41 the copies filed with such other commissions. In the event any company submits an annual report to the Federal Power Commission but not to a State commission, a copy of such report should be furnished. In the case of a registrant or any public utility subsidiary company for which no report is appended the reasons for such omission should be indicated such as "No such reports required or filed," provided that electronic filers shall submit such reports in paper format only under cover of Form SE. EXHIBIT DESCRIPTION G-1 2000 Annual Report of Northern Indiana on FERC Form 1 (Electric) to the Federal Energy Regulatory Commission (to be filed by amendment). G-2 2000 Annual Report of Northern Indiana on FERC Form No. 2 to the Indiana Utility Regulatory Commission (to be filed by amendment). G-3 2000 Class A-B Private Gas Utility Annual Report of Kokomo to the Indiana Utility Regulatory Commission (filed herewith as Exhibit G-3 on Form SE). G-4 2000 Class A-B Private Gas Utility Annual Report of NIFL to the Indiana Utility Regulatory Commission (filed herewith as Exhibit G-4 on Form SE). G-5 2000 Return of the Company of Bay State to the Commonwealth of Massachusetts Department of Telecommunications & Energy (to be filed by amendment). G-6 2000 Annual Report on FERC Form 2-A of Northern to the Maine Public Utilities Commission (to be filed by amendment). G-7 2000 Annual Report of Northern to the New Hampshire Public Utilities Commission (to be filed by amendment). G-8 2000 Annual Report on FERC Form No. 2of Columbia Gas of Kentucky, Inc., to the Commonwealth of Kentucky Public Service Commission (filed herewith as Exhibit G-8 on Form SE). G-9 2000 Annual Report of Columbia Gas of Maryland, Inc., to the Public Service Commission of Maryland (filed herewith as Exhibit G-9 on Form SE). G-10 2000 Annual Report of Columbia Gas of Ohio, Inc., to the Public Utilities Commission of Ohio (to be filed by amendment). 42 EXHIBIT DESCRIPTION G-11 2000 Annual Report of Columbia Gas of Pennsylvania, Inc., to the Pennsylvania Public Utility Commission (to be filed by amendment). G-12 2000 Annual Report on FERC Form No. 2 of Columbia Gas of Virginia, Inc., to the State Corporation Commission of Virginia (filed herewith as Exhibit G-12 to this report on Form SE). EXHIBIT H. Typical forms of service, sales, or construction contracts described in answer to Item 18. EXHIBIT DESCRIPTION H-1 Form of Service Agreement between NiSource Corporate Services Company and affiliates, filed on Rule 24 Certificate, March 30, 2001, with the Commission (filed herewith as Exhibit H-1) (incorporated by reference). EXHIBIT I. Other U5S Information for Columbia Energy Group. ---------- This registration statement is comprised of: (a) Pages numbered 1 to 43 consecutively. (b) The following Exhibits: the Exhibits shown on the attached exhibit index. 43 SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the registrant has caused this registration statement to be duly signed on its behalf in the City of Merrillville and State of Indiana on the 30th day of April, 2001. NISOURCE INC. By: /s/ Jeffrey W. Grossman ------------------------------------ Name: Jeffrey W. Grossman Title: Vice President and Controller (Seal) Attest: /s/ Gary W. Pottorff ------------------------------------ Name of Officer: Gary W. Pottorff Title: Secretary VERIFICATION State of Indiana County of Lake The undersigned being duly sworn deposes and says that he has duly executed the attached registration statement dated April 30, 2001, for and on behalf of NiSource Inc., that he is the Vice President and Controller of such company and that all action taken by stockholders, directors, and other bodies necessary to authorize deponent to execute and file such instrument has been taken. Deponent further says that he is familiar with such instrument and the contents thereof, and that the facts therein set forth are true to the best of his knowledge, information and belief. /s/ Jeffrey W. Grossman --------------------------------------- Name: Jeffrey W. Grossman (OFFICIAL SEAL) Subscribed and sworn to before me, a notary public this 30th day of April, 2001 /s/ Penny L. Kljajic ------------------------------------ Name: Penny L. Kljajic My commission expires 11/21 , 2001 INDEX OF EXHIBITS EXHIBIT DESCRIPTION A-1 Corporate chart of NiSource and its subsidiaries (filed herewith as Exhibit A-1 on Form SE). D-1 The financial statements of NiSource and Columbia, and their repective first-tier and utility subsidiaries, with pro forma adjustments to reflect the acquisition of Columbia (filed herewith as Exhibit D-1) (Confidential treatment requested). E-1 Map showing Northern Indiana's Gas Transmission System (filed herewith as Exhibit E-1 on Form SE). E-2 Map showing Northern Indiana's Gas Distribution System with pipelines shown (filed herewith as Exhibit E-2 on Form SE). E-3 Map showing Northern Indiana's Gas Service Territory with LNG plant shown (filed herewith as Exhibit E-3 on Form SE). E-4 Map showing Bay State's and Northern's Gas Service Territory (filed herewith as Exhibit E-4 on Form SE). E-5 Map showing Kokomo's Gas Distribution System with interstate pipelines shown (filed herewith as Exhibit E-5 on Form SE). E-6 Map showing Kokomo's Tipton Station detail (filed herewith as Exhibit E-6 on Form SE). E-7 Map showing NIFL's Gas System (filed herewith as Exhibit E-7 on Form SE). E-8 Map showing Northern Indiana's Electric Service Territory with generating stations shown (filed herewith as Exhibit E-8 on Form SE). E-9 Diagram showing Northern Indiana's Electric 138 Kv switching (filed herewith as Exhibit E-9 on Form SE). E-10 Diagram showing Northern Indiana's Electric 345 switching (filed herewith as Exhibit E-10 on Form SE). E-11 Map showing Northern Indiana's Electric 138 Kv, 345 Kv & 765 Kv Lines and Stations (filed herewith as Exhibit E-11 on Form SE). EXHIBIT DESCRIPTION E-12 Map showing Columbia Distribution System for Columbia Gas of Ohio, Inc., Columbia Gas of Pennsylvania, Inc., Columbia Gas of Maryland, Inc., Columbia Gas of Kentucky, Inc. and Columbia Gas of Virginia, Inc. (filed herewith as Exhibit E-12 on Form SE). E-13 Map showing major facilities and delivery points for sale and purchase of natural gas of Columbia Gas of Kentucky, Inc. (filed herewith as Exhibit E-13 on Form SE). F-1 NiSource's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-16189) (filed herewith as Exhibit F-1) (incorporated by reference). F-2 Northern Indiana's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-4125) (filed herewith as Exhibit F-2) (incorporated by reference). F-3 Columbia's Annual Report on Form 10-K for the year ended December 31, 2000 (File No. 1-01098) (filed herewith as Exhibit F-3) (incorporated by reference). F-4 Application/Declaration of NiSource and Columbia on Form U-1, as amended (File No. 70-9551) (the Merger U-1) (filed herewith as Exhibit F-4) (incorporated by reference). F-5 Application/Declaration of NiSource and Columbia on Form U-1, as amended (File No. 70-9681) (the Financing U-1) (filed herewith as Exhibit F-5) (incorporated by reference). F-6 Registration Statement of NiSource on Form S-3 (File No. 333-49316) (filed herewith as Exhibit F-6) (incorporated by reference). F-7 Registration Statement of NiSource on Form S-3 (File No. 333-49330) (filed herewith as Exhibit F-7) (incorporated by reference). F-8 NiSource's Definitive Proxy Statement on Schedule 14A, dated March 12, 2001 (File No. 1-16189) (filed herewith as Exhibit F-8) (incorporated by reference). G-1 2000 Annual Report of Northern Indiana on FERC Form 1 (Electric) to the Federal Energy Regulatory Commission (to be filed by amendment). EXHIBIT DESCRIPTION G-2 2000 Annual Report of Northern Indiana on FERC Form No. 2 to the Indiana Utility Regulatory Commission (to be filed by amendment). G-3 2000 Class A-B Private Gas Utility Annual Report of Kokomo to the Indiana Utility Regulatory Commission (filed herewith as Exhibit G-3 on Form SE). G-4 2000 Class A-B Private Gas Utility Annual Report of NIFL to the Indiana Utility Regulatory Commission (filed herewith as Exhibit G-4 on Form SE). G-5 2000 Return of the Company of Bay State to the Commonwealth of Massachusetts Department of Telecommunications & Energy (to be filed by amendment). G-6 2000 Annual Report on FERC Form 2-A of Northern to the Maine Public Utilities Commission (to be filed by amendment). G-7 2000 Annual Report of Northern to the New Hampshire Public Utilities Commission (to be filed by amendment). G-8 2000 Annual Report on FERC Form No. 2 of Columbia Gas of Kentucky, Inc., to the Commonwealth of Kentucky Public Service Commission (filed herewith as Exhibit G-8 on Form SE). G-9 2000 Annual Report of Columbia Gas of Maryland, Inc., to the Public Service Commission of Maryland (filed herewith as Exhibit G-9 on Form SE). G-10 2000 Annual Report of Columbia Gas of Ohio, Inc., to the Public Utilities Commission of Ohio (to be filed by amendment). G-11 2000 Annual Report of Columbia Gas of Pennsylvania, Inc., to the Pennsylvania Public Utility Commission (to be filed by amendment). G-12 2000 Annual Report on FERC Form No. 2 of Columbia Gas of Virginia, Inc., to the State Corporation Commission of Virginia (filed herewith as Exhibit G-12 to this report on Form SE). H-1 Form of Service Agreement between NiSource Corporate Services Company and affiliates, filed on Rule 24 Certificate, March 30, 2001, with the Commission (filed herewith as Exhibit H-1) (incorporated by reference). EXHIBIT DESCRIPTION I Other U5S Information for Columbia Energy Group (filed herewith).