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Peoples Gas Light & Coke Co, et al. – ‘10-K405/A’ for 9/30/00

On:  Thursday, 12/21/00, at 12:32pm ET   ·   For:  9/30/00   ·   Accession #:  77388-0-500002   ·   File #s:  2-26983, 2-35965

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12/21/00  Peoples Gas Light & Coke Co       10-K405/A   9/30/00    1:29K
          North Shore Gas Co/IL

Amendment to Annual Report — [x] Reg. S-K Item 405   —   Form 10-K
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Document/Exhibit                   Description                      Pages   Size 

 1: 10-K405/A   Amendment to Annual Report -- [x] Reg. S-K Item     HTML     34K 
                          405                                                    


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  10-K-A  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

(Mark One)

 

 

 

 

[ X ]

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

For the fiscal year ended September 30, 2000

 

 

 

OR

 

 

 

[ ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Exact Name of Registrant as

 

 

Specified in Charter, State of

 

 

Incorporation, Address of

 

Commission

Principal Executive

IRS Employer

File Number

Office and Telephone Number

Identification Number

 

 

 

2-26983

THE PEOPLES GAS LIGHT AND COKE COMPANY

36-1613900

 

(an Illinois Corporation)

 

 

130 East Randolph Drive, 24th Floor

 

 

Chicago, Illinois 60601-6207

 

 

Telephone (312) 240-4000

 

 

 

 

2-35965

NORTH SHORE GAS COMPANY

36-1558720

 

(an Illinois Corporation)

 

 

130 East Randolph Drive, 24th Floor

 

 

Chicago, Illinois 60601-6207

 

 

Telephone (312) 240-4000

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

Name of each exchange

Title of Each Class

 

on which registered

None

 

Not applicable

 

 

 

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for shorter period that the registrant was required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes [x] No [ ]

 

 

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

State the aggregate market value of the voting stock held by non-affiliates of the registrants:

 

 

The Peoples Gas Light and Coke Company

None.

 

 

North Shore Gas Company

None.

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:

 

 

The Peoples Gas Light and Coke Company

Common Stock, without par value, 24,817,566 shares outstanding (all of which are owned beneficially and of record by Peoples Energy Corporation) at November 30, 2000

 

 

North Shore Gas Company

Common Stock, without par value, 3,625,887 shares outstanding (all of which are owned beneficially and of record by Peoples Energy Corporation) at November 30, 2000

 

 

This combined Form 10-K/A is separately filed by The Peoples Gas Light and Coke Company and North Shore Gas Company. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company makes no representation as to information relating to the other companies.

 

 

 

PURPOSE OF AMENDMENT

This amendment to the combined Annual Report on Form 10-K of The Peoples Gas Light and Coke Company (Peoples Gas) and North Shore Gas Company (North Shore Gas) amends Part III, Item 12 - Security Ownership of Certain Beneficial Owners and Management for each of Peoples Gas and North Shore Gas. Information contained in Part III, Item 12 of the combined Form 10-K reported by Peoples Energy Corporation is not being amended by this Form 10-K/A.

 

 

PART III

ITEM 12. Security Ownership of Certain Beneficial Owners and Management

At November 30, 2000, voting securities of Peoples Gas were beneficially owned as follows:

Title of

 

 

 

Number of

 

Percent of

Class

 

Name and Address

 

Shares Owned

 

Class

 

 

 

 

 

 

 

Common Stock

 

Peoples Energy Corporation

 

 

 

 

without

 

130 East Randolph Drive

 

 

 

 

par value

 

Chicago, Illinois 60601-6207

 

24,817,566

 

100

 

At November 30, 2000, voting securities of North Shore Gas were beneficially owned as follows:

Title of

 

 

 

Number of

 

Percent of

Class

 

Name and Address

 

Shares Owned

 

Class

 

 

 

 

 

 

 

Common Stock

 

Peoples Energy Corporation

 

 

 

 

without

 

130 East Randolph Drive

 

 

 

 

par value

 

Chicago, Illinois 60601-6207

 

3,625,887

 

100

 

No equity securities of Peoples Gas or North Shore Gas are beneficially owned directly or indirectly by any director or officer of Peoples Gas and North Shore Gas.

 

Shares of common stock, without par value, of Peoples Energy beneficially owned directly or indirectly by all directors and certain executive officers of Peoples Gas and North Shore Gas and all directors and executive officers of Peoples Gas and North Shore Gas as a group at November 30, 2000, are as follows:

Shares of Peoples Energy

Percent

 

 

Common Stock Beneficially

Of

 

Name

Owned at November 30, 2000

Class

 

Donald M. Field

 

36,426

(1)(2)

 

*

 

James Hinchliff

 

47,259

(1)(2)

 

*

 

James M. Luebbers

 

22,417

(1)(2)

 

*

 

William E. Morrow

 

8,292

(2)

 

*

 

Thomas M. Patrick

 

62,136

(1)(2)

 

*

 

Richard E. Terry

 

141,308

(1)(2)

 

*

 

All directors and executive officers of Peoples Gas and North Shore Gas as a group, including those

 

 

 

 

 

 

named above (15 in number)

 

429,244

(1)(2)

 

1.21

* Percentage of shares beneficially owned does not exceed one percent.

 

  1. Includes shares that the following have a right to acquire within 60 days following November 30, 2000, through the exercise of Options granted under the Long-Term Incentive Compensation Plan of the Company: Messrs. Field, 17,900; Hinchliff, 16,200; Luebbers, 13,300; Patrick, 32,000; Terry, 61,900; and all directors and executive officers of the Company as a group, 196,200.
  2.  

  3. Includes shares of restricted stock awarded under the Long-Term Incentive Compensation Plan of the Company, the restrictions on which had not lapsed as of November 30, 2000, as follows: Messrs. Field, 6,920; Hinchliff, 7,535; Luebbers, 5,300; Morrow, 4,975; Patrick, 14,640; Terry, 26,680; and all directors and executive officers as a group, 85,610. Owners of shares of restricted stock have the right to vote such shares and to receive dividends thereon, but have no investment power with respect to such shares until the restrictions thereon lapse.

 

 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

THE PEOPLES GAS LIGHT AND COKE COMPANY

 

 

 

Date: December 21, 2000

 

By: /s/ RICHARD E. TERRY

 

 

Richard E. Terry

 

 

Chairman of the Board and Chief

 

 

Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on December 21, 2000.

/s/ RICHARD E. TERRY

Chairman of the Board and Chief Executive

Richard E. Terry

Officer and Director (Principal Executive Officer)

 

 

/s/ JAMES M. LUEBBERS

Chief Financial Officer and Controller

James M. Luebbers

(Principal Financial and Accounting Officer) and Director

 

 

/s/ DONALD M. FIELD

Director

Donald M. Field

 

 

 

/s/ JAMES HINCHLIFF

Director

James Hinchliff

 

 

 

/s/ WILLIAM E. MORROW

Director

William E. Morrow

 

 

 

/s/ THOMAS M. PATRICK

Director

Thomas M. Patrick

 

 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

NORTH SHORE GAS COMPANY

 

 

 

 

Date: December 21, 2000

 

 

By: /s/ RICHARD E. TERRY

 

 

 

Richard E. Terry

 

 

 

Chairman of the Board and Chief

 

 

 

Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on December 21, 2000.

/s/ RICHARD E. TERRY

Chairman of the Board and Chief Executive

Richard E. Terry

Officer and Director (Principal Executive Officer)

 

 

/s/ JAMES M. LUEBBERS

Chief Financial Officer and Controller

James M. Luebbers

(Principal Financial and Accounting Officer) and Director

 

 

/s/ DONALD M. FIELD

Director

Donald M. Field

 

 

 

/s/ JAMES HINCHLIFF

Director

James Hinchliff

 

 

 

/s/ WILLIAM E. MORROW

Director

William E. Morrow

 

 

 

/s/ THOMAS M. PATRICK

Director

Thomas M. Patrick

 

 

 


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Filed on:12/21/00
11/30/00
For Period End:9/30/0010-K405
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