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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995 Commission File Number 1-6364
SOUTH JERSEY INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
New Jersey 22-1901645
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
Number One South Jersey Plaza, Route 54
Folsom, New Jersey 08037
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (609) 561-9000
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock New York Stock Exchange and
($1.25 par value per share) Philadelphia Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has 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 such shorter period that the
registrant was required to file such reports), and (2) has 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 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. [ ]
The aggregate market value of approximately 9,031,000 shares of voting stock
held by non-affiliates of the registrant as of March 7, 1996 was $197,555,000.
As of March 7, 1996, there were 10,724,731 shares of the registrant's common
stock outstanding.
Documents Incorporated by Reference:
In Part I of Form 10-K: Pages 10, 11, 17, 18, and 21 of 1995
Annual Report to Shareholders
In Part II of Form 10-K: Page 1 and Pages 10 through 22 of 1995
Annual Report to Shareholders
In Part III of Form 10-K: Pages 2 through 10 (except as stated in
Item 11 of this Form 10-K) of the Proxy Statement dated
March 11, 1996 for the 1996 Annual Meeting of Shareholders
PART I
Item 1. Business
General
The registrant, South Jersey Industries, Inc. (the Company), a New Jersey
corporation, was formed in 1969 for the purpose of owning and holding all of the
outstanding common stock of South Jersey Gas Company (South Jersey Gas or SJG),
a public utility, and acquiring and developing nonutility lines of business.
Energy & Minerals, Inc. (EMI), a wholly-owned subsidiary of the Company, was
formed in 1977 to own, finance and further develop certain nonutility
businesses. Through its subsidiaries, EMI is engaged in the mining, processing
and marketing of construction, commercial, industrial and other specialty sands
and gravels, and energy services. South Jersey Energy Company (SJE), a wholly-
owned subsidiary of the Company, provides services for the acquisition and
transportation of natural gas for commercial and industrial users. R&T Group,
Inc. (R&T), a wholly-owned subsidiary of the Company, was formed in 1989 to
own, finance and further develop certain utility construction, general
construction and environmental remediation businesses. R&T engages in these
businesses through several operating subsidiaries.
Financial Information About Industry Segments
Information regarding Industry Segments is incorporated by reference
to Note 3 on page 18 of the Company's Annual Report to Shareholders for the year
ended December 31, 1995, which Annual Report is attached to this report.
See Item 14(c)(13).
Description of Business
The Company is engaged in the business of operating, through subsidiaries,
various business enterprises. The Company's most significant subsidiary is SJG.
SJG, a New Jersey corporation, is an operating public utility company
engaged in the purchase, transmission and sale of natural gas for residential,
commercial and industrial use in an area of approximately 2,500 square miles in
the southern part of New Jersey. SJG also makes off-system sales of natural gas
on a wholesale basis to various customers on the interstate pipeline system and
transports natural gas purchased directly from producers or suppliers by some of
its customers.
SJG's service territory includes 112 municipalities throughout Atlantic,
Cape May, Cumberland and Salem Counties and portions of Burlington, Camden and
Gloucester Counties, with an estimated permanent population of 1,139,000.
SJG serves 248,022 residential, commercial and industrial customers (at
December 31, 1995) in southern New Jersey. Gas sales and transportation for
1995 amounted to 66,132,000 Mcf (thousand cubic feet), of which 48,811,000 Mcf
was firm sales and transportation, 7,731,000 Mcf was interruptible sales and
transportation and 9,590,000 Mcf was off system sales. The breakdown of firm
sales includes 40.1% residential, 18.3% commercial, 10.0% cogeneration and
electric generation, 2.1% industrial and 29.5% transportation. At year-end
1995, SJG served 230,446 residential customers, 17,179 commercial customers and
397 industrial customers. This includes 1995 net additions of 6,052 residential
customers, 564 commercial customers and no change in the number of industrial
customers.
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Under an agreement with Atlantic Electric, an electric utility serving
southern New Jersey, SJG supplies natural gas to several combustion turbine
facilities. This gas service is provided under the terms of a firm electric
service tariff approved by the New Jersey Board of Public Utilities (BPU) on a
demand/commodity basis. In 1995, 2.0 Bcf (billion cubic feet) was delivered
under this agreement.
SJG serviced eight cogeneration facilities in 1995. Combined sales and
transportation of natural gas to such customers amounted to approximately 9.1
Bcf in 1995.
SJG makes wholesale gas sales for resale to gas marketers for ultimate
delivery to end users. These "off-system" sales are made possible through the
issuance by the Federal Energy Regulatory Commission (FERC) of Orders No. 547
and 636. Order No. 547 issued a blanket certificate of public convenience and
necessity authorizing all parties, which are not interstate pipelines, to make
FERC jurisdictional gas sales for resale at negotiated rates, while Order No.
636 allowed SJG to deliver gas at delivery points on the interstate pipeline
system other than its own city gate stations. During 1995, off-system sales
amounted to 9.6 Bcf. Also in 1995, SJG released 22.3 BCF of its firm interstate
pipeline capacity to third parties.
Supplies of natural gas available to SJG that are in excess of the quantity
required by those customers who use gas as their sole source of fuel (firm
customers) make possible the sale of gas on an interruptible basis to commercial
and industrial customers whose equipment is capable of using natural gas or
other fuels, such as fuel oil and propane. The term "interruptible" is used in
the sense that deliveries of natural gas may be terminated by SJG at any time if
this action is necessary to meet the needs of higher priority customers as
described in SJG's tariffs. Usage by interruptible customers, including off-
system customers, in 1995 amounted to approximately 17.3 Bcf (approximately 26.2
percent of the total volume of gas delivered).
No material part of SJG business is dependent upon a single customer or a
few customers.
The majority of the SJG residential customers reside in the
northern and western portions of its service territory in Burlington, Camden,
Salem and Gloucester counties. Approximately 51 percent of new customers
reside in this section of the service territory, which includes the
residential suburbs of Wilmington and Philadelphia. The franchise area to the
east is centered on Atlantic City and the neighboring resort communities in
Atlantic and Cape May counties, which experience large population increases in
the summer months. The impact of the casino gaming industry on the Atlantic
City area has resulted in the creation of new jobs and the expansion of the
residential and commercial infrastructure necessary to support a developing
year-round economy. Atlantic City is experiencing a second wave of development
as a result of casino gaming. The centerpiece of this development is the new
$254 million dollar multi-purpose convention center, accompanied with a planned
billion dollar hotel and entertainment complex. These facilities will be used
to attract large conventions as well as making Atlantic City into a family
resort on a year around basis. The convention center is expected to be in
operation as early as 1996.
Manufacturers or processors of sand, glass, farm products, paints,
chemicals and petroleum products are located in the western and southern
sectors of the service territory. New commercial establishments and high
technology industrial parks and complexes are part of the economic growth of
this area.
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SJG's service area includes parts of the Pinelands region, a
largely undeveloped area in the heart of southern New Jersey. Future
construction in this area is expected to be limited by statute and by a master
plan adopted by the New Jersey Pinelands Commission; however, in terms of
potential growth, significant portions of SJG's service area are not affected by
these limitations.
As a public utility, SJG is subject to regulation by the BPU.
Additionally, the Natural Gas Policy Act, which was enacted in November 1978,
contains provisions for Federal regulation of certain aspects of SJG's business.
SJG is affected by Federal regulation with respect to transportation and pricing
policies applicable to its pipeline capacity from Transcontinental Gas Pipeline
Corporation (Transco), SJG's major supplier, Columbia Gas Transmission
Corporation (Columbia), CNG Transmission Corporation (CNG) and Equitrans, Inc.
(Equitrans), since such services are provided under rates and terms established
under the jurisdiction of the FERC.
Retail sales by SJG are made under rate schedules within a tariff filed
with and subject to the jurisdiction of the BPU. These rate schedules provide
primarily for either block rates or demand/commodity rate structures. The
tariff contains provisions permitting SJG to pass on to customers increases and
decreases in the cost of purchased gas supplies. The tariff also contains
provisions permitting the recovery of environmental remediation costs associated
with former manufactured gas plant sites and for the adjustment of revenues due
to the impact of degree day fluctuations as prescribed in SJG's tariff
structure.
Revenue requirements for ratemaking purposes are established on the basis
of firm and interruptible sales projections. In December 1994, the BPU granted
SJG a rate increase of $12.07 million based on an overall rate of return of
9.51% including an 11.5% return on equity. As part of this rate increase, SJG
is allowed to retain the first $4.0 million of base revenues generated by
interruptible and off-system sales and 20% of base revenues generated by such
sales above that level. In January 1996, SJG filed a rate case with the BPU
requesting a rate increase of approximately $26.5 million, based on an overall
rate of return of 10.4% which includes a 13% return on equity. Approval of this
case is still pending. Additional information on regulatory affairs is
incorporated by reference to Note 1 on page 17 and Note 13 on page 21 of the
Company's Annual Report to Shareholders for the year ended December 31, 1995,
which Annual Report is attached to this report. See Item 14(c)(13).
SJE, a New Jersey corporation, is a wholly owned non-regulated subsidiary
of the Company and is engaged in providing services for the acquisition and
transportation of natural gas for industrial and commercial users.
EMI, a New Jersey corporation, is a holding company that owns all of the
outstanding common stock of The Morie Company, Inc. (Morie Company) and South
Jersey Fuel, Inc. (Fuel Company).
Morie Company, a New Jersey corporation, is engaged in the mining,
processing and marketing of a broad range of industrial and commercial sands and
gravels. Its principal products are glass sand used for manufacturing cookware,
containers and flat glass, foundry sand used as the core and molding medium in
iron and steel foundries, and construction sand and gravels. Morie Company also
produces sandblasting sands, filter sands and gravels, well gravels, special
sand mixes for athletic tracks and golf courses, resin-coated sands, clay
products and a wide variety of specialty products, including ready mix concrete
and specially processed silica for the electronics industry.
- 4 -
Total customers of Morie Company number in the thousands, and no single
customer accounts for as much as 10% of annual sales. Tonnage sales in 1995
were approximately 7.3% lower than 1994, and Morie Company attributed this
decrease to a moderating economy and severe weather conditions in December 1995.
Improved margins offset the effect of lower volume sales in 1995. Keen
competition and railroad deregulation are factors affecting prices on a
delivered basis. All Morie Company facilities are in good operating condition
and, along with ample high-quality mineral reserves, are capable of handling
expanding markets and of supporting increased market share.
Fuel Company, a New Jersey corporation, was reactivated in 1995 and is
in the business of providing wholesale energy services, including the
acquisition and transportation of natural gas.
R&T, a New Jersey corporation, is a holding company that owns all the
common stock of R and T Castellini Company, Inc. (Castellini Company), S.W.
Downer, Jr. Company, Inc. (Downer Company), Onshore Construction Company, Inc.
(Onshore), Cape Atlantic Crane Co., Inc. (Cape Atlantic) and R & T Castellini
Construction Company, Inc. (R & T Construction). In 1995, approximately 39% of
R&T net sales related to competitive-bid work performed for SJG (compared to 45%
in 1994). No other customer accounted for as much as 10% of R&T's consolidated
revenues in 1995.
Castellini Company, a New Jersey corporation, is engaged in the
installation of gas, water and sewer lines, plant maintenance, site work and
environmental cleanup and remediation.
Downer Company, a New Jersey corporation, is engaged in the installation of
gas, water and sewer lines, plant maintenance, site work and environmental
cleanup and remediation.
Onshore, a New Jersey corporation, is principally engaged in the
installation of large diameter pipe, sewerage plants, bridges, dams and other
heavy construction projects.
Cape Atlantic, a New Jersey corporation, is principally engaged in the
rental of cranes. Cape Atlantic sold its cranes in 1996 and is an inactive
subsidiary.
R & T Construction, a Delaware Corporation, is engaged in the installation
of gas, water and sewer lines, plant maintenance, site work and environmental
cleanup and remediation.
In 1995, the Company made no public announcement of, or otherwise made
public information about, a new product or industry segment that would require
the investment of a material amount of the assets of the Company or which
otherwise was material.
Raw Materials
South Jersey Gas
Pipeline Supply
SJG has direct connections to two interstate pipelines, Transco and
Columbia. It also receives pipeline services indirectly, through Transco, from
CNG Transmission Corporation (CNG). Services were provided to SJG from these
pipelines along with some provided by CNG. Except as described below, the
agreements for gas supply and service are on a long-term basis, i.e., terms in
excess of one year.
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Transco
Under a gas purchase agreement with Transco (FS service), SJG is guaranteed
a supply of up to 111,869 Mcf per day and SJG also has the option to buy gas
from other suppliers to be transported by Transco under Firm Transportation (FT)
agreements if such supplies are available at lower costs.
Under a NS Service Agreement (Negotiated Sales Service) with Transco Gas
Marketing Company as agent for TRANSCO, SJG has contract quantity of 30,000 Mcf
per day. This agreement was assigned to Williams Energy Services Company
(WESCO) after the acquisition of Transco by The Williams Companies, Inc. in
1995. The NS service has a limited swing capability whereby prior to the
nomination deadline for the first of the month, the Company must inform WESCO of
the estimated quantity (up to 30,000 Mcf per day) it intends to purchase under
the NS service for the month. SJG is then obligated to take a minimum 55
percent of the daily quantity it nominates multiplied times the number of days
in the month. The daily quantity taken under a combination of NS service and FS
service cannot exceed 111,869 Mcf per day. The term of the NS service agreement
extends through March 31, 1996 and SJG is currently in negotiations to
restructure and extend this NS service.
In addition to FS and NS service, SJG has a gas supply agreement with
Vastar Gas Marketing (Vastar - formerly Arco Natural Gas) under which up to
14,618 Mcf per day can be delivered to SJG.
Under an agreement with Transco, SJG can take delivery of up to 24,700 Mcf
per day of gas under a firm transportation agreement that is part of the Texas
Gas-CNG Transmission-Transco project that was developed to provide additional
firm pipeline capacity to deliver gas to the U.S. Northeast under Transco's Rate
Schedule FT-NT. The gas source that is available for transportation on the
Transco-CNG Transmission-Texas Gas pipeline capacity is purchased from Amerada
Hess.
Additionally, SJG has a winter season peaking transportation service on the
Transco system which is available for the period December 1 through the last day
of February of each year. SJG's maximum daily entitlement under this service is
2,900 Mcf per day. SJG can transport third party gas via said service and has
contracted with Amerada Hess for a long-term firm gas supply to fill its
capacity during each winter season.
Columbia
SJG has firm transportation agreements with Columbia and Columbia Gulf
Transmission Company (Columbia Gulf) which provide for a combined delivery of
43,500 Mcf of gas per day. In connection therewith, SJG entered into long-term
gas purchase agreements with Vastar, Texaco Natural Gas (formerly Texaco Gas
Marketing), Union Pacific Fuels and Mobil Natural Gas for a total of 43,500 Mcf
of gas per day to fill this firm pipeline capacity. SJG is currently in
negotiations with gas suppliers to restructure certain agreements to more
closely match seasonal requirements.
In 1995, Columbia and its parent, Columbia Gas Systems, Inc., emerged from
Chapter 11 of the Bankruptcy Code and all contractual obligations with SJG
remain in force.
CNG
CNG provides 5,357 Mcf per day of Firm Transportation (FT) service from
various Appalachian aggregation points located in Pennsylvania and West Virginia
and 408,670 Mcf of storage capacity with 4,305 Mcf per day of storage withdrawal
demand in CNG's GSS Storage Service. To facilitate these services, SJG entered
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into separate gas sales and capacity management agreements with CNG Energy
Services (formerly CNG Gas Services Corporation), a non-jurisdictional affiliate
of CNG. Through these agreements SJG has assigned to CNG Energy Services its
pipeline FT and storage entitlements on the CNG pipeline system for use to
provide SJG with up to 9,662 Mcf of gas per day during the winter seasons,
November 16 through March 31 of each year.
Peak-Day Supply
SJG plans for a winter season peak-day demand on the basis of an average
daily temperature of 5 degrees F. Gas demand on such a design day was estimated
for the 1995-96 winter season to be 381,203 Mcf versus a design day supply of
415,517 Mcf. On January 14, 1994, SJG experienced its highest peak-day demand
of 366,382 Mcf with an average temperature of 2.68 degrees F. In 1995, SJG
experienced a high peak-day demand of 334,489 Mcf with an average temperature of
15.0 degrees F.
Storage Services
In addition to its normal gas suppliers, SJG has nine storage services that
are capable of storing 11.8 Bcf of gas and provide a total daily delivery
capacity of 111,526 Mcf. While these storage services do not represent an
additional source of gas, they do provide SJG with flexibility to acquire gas
during periods of low demand and store it until it is needed during winter
heating seasons and other times of high demand.
SJG has the following contracts for gas storage service:
Contract Term Storage Capacity
1972 - 1996 1,362,980 Mcf
1980 - 1998 4,257,135 Mcf
Year-to-Year 137,813 Mcf
Year-to-Year 207,770 Mcf (1)
1984 - 1995 1,182,609 Mcf
1987 - 2002 500,000 Mcf
1988 - 2008 1,307,400 Mcf
1989 - 2009 1,099,346 Mcf
1990 - 2005 1,705,000 Mcf
(1) Contract is for storage of liquefied natural gas; the amount shown is
natural gas equivalent.
Supplemental Gas Supplies
In 1995, SJG injected 232,201 Mcf of vaporized liquefied natural gas (LNG)
into its distribution system from its McKee City, New Jersey LNG facility. This
LNG was obtained through a long-term LNG purchase agreement with Distrigas of
Massachusetts Corporation and from gas liquefaction service that was provided by
Transco and Philadelphia Gas Works.
In 1995, SJG entered into an agreement with Philadelphia Gas Works (PGW)
through which PGW provides SJG with certain firm LNG services. These include
liquefaction, storage, vaporization and delivery on demand by either
displacement for delivery of vaporized LNG through the Transco pipeline system
or by truck for the delivery of liquid. This agreement provides SJG with
250,000 Mcf of LNG storage, with the right to call on up to 25,000 Mcf per day
on a firm basis for vaporized LNG and up to approximately 10,200 Mcf per day for
delivery by truck.
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SJG's three propane-air vaporization plants enable it to augment natural
gas supplies during periods of peak demand by vaporizing liquid propane and
mixing the vaporized propane with air to form a gas that is compatible with
natural gas. During 1995, approximately 2,400 Mcf of propane-air gas was
utilized by SJG.
Gas Prices
During 1995, SJG purchased and had delivered to it approximately 47.2 Bcf
of natural gas for distribution to its customers. Of this total, 32.1 Bcf was
transported on the Transco pipeline system and 15.1 Bcf was transported on the
Columbia pipeline system.
The Company's average cost of gas purchased in 1995 was $3.12 per Mcf,
which unit cost includes all demand and commodity charges.
Energy & Minerals, Inc.
Morie Company
Morie Company obtains most of the materials which it processes from its
owned or leased properties in New Jersey, Tennessee, Georgia and Alabama. In
New Jersey, some materials are purchased from outside sources for processing to
customer demands and specifications. See Item 2. "Properties."
R&T
Raw materials are not significant to the operations of the R&T Companies.
Patents and Franchises
SJG holds nonexclusive franchises granted by municipalities in the seven-
county area of southern New Jersey that it serves. No other natural gas public
utility presently serves the territory covered by SJG's franchises. Otherwise,
patents, trademarks, licenses, franchises and concessions are not material to
the business of the Company or any of its subsidiaries.
Seasonal Aspects
SJG experiences seasonal fluctuations in sales when selling natural gas for
heating purposes. SJG meets this seasonal fluctuation in demand from its firm
customers by buying and storing gas during the summer months, and by drawing
from storage and purchasing supplemental supplies during the heating season. As
a result of this seasonality, SJG experiences reductions of revenues and net
income during the second and third quarters of the year.
Morie Company's mining activities in New Jersey and Tennessee are
normally curtailed during the winter months. Sales during the winter months
are made from inventories accumulated during the previous months. Nevertheless,
the volume of sales during the winter is lower than the volume of sales made
during other seasons, particularly the summer, and Morie Company regularly
shows reductions in revenues and net income during the winter season.
The utility and general construction companies of R&T experience lower
construction activity during the winter months as construction activity in the
northeast is usually reduced or curtailed because of colder temperatures.
Working Capital Practices
As previously indicated under Seasonal Aspects, SJG buys and stores natural
gas during the summer months. These purchases are financed by short-term loans
which are substantially paid down during the winter months when gas revenues are
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higher. Reference is also made to "Liquidity" on pages 10 and 11 of the
Company's Annual Report to Shareholders for the year ended December 31, 1995,
which annual report is attached to this report. See Item 14(c)(13).
Customers
Except for R&T, no material part of the Company's business or that of any
of its subsidiaries is dependent upon a single customer or a few customers, the
loss of which would have a material adverse effect on any such business. See
pages 3 and 5.
Backlog
Backlog is not material to an understanding of the Company's business or
that of any of its subsidiaries.
Government Contracts
No material portion of the business of the Company or any of its
subsidiaries is subject to renegotiation of profits or termination of
contracts or subcontracts at the election of any government.
Competition
Although the SJG franchises are nonexclusive, none of its service territory
is presently served by any other natural gas public utility. Competition does
exist, however, from suppliers of oil, propane and electricity for residential,
commercial and industrial uses. Additional competition for certain industrial
and commercial gas sales has resulted from the implementation of the "open
access" provision of the FERC Order No. 636, which unbundled the services which
are provided by interstate pipeline suppliers. SJG has structured its rates to
enable it to compete effectively with marketers within the service territory of
SJG. Also, SJG transports most of the gas purchased directly by some of its
customers and generates transportation revenues from this service.
Morie Company competes with a number of other sand and gravel mining
companies in the eastern part of the United States.
SJE competes with a number of other marketors/brokers to supply gas to end
users as well as SJG, Fuel Company and other utilities.
Fuel Company competes with a number of other marketers/brokers in the
selling of wholesale natural gas services. Its competition includes SJG, Energy
Company, other utilities and alliances which include other utility companies.
The operating companies of R&T Group compete with a number of other
utility and general construction companies.
Research
During the last three fiscal years, neither the Company nor any of its
subsidiaries engaged in research activities to any material extent.
Environmental Matters
Information on environmental matters for SJI and its subsidiaries is
incorporated by reference to Note 12 on page 21 of the Company's Annual Report
to Shareholders for the year ended December 31, 1995, which Annual Report is
attached to this report. See Item 14(c)(13).
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EMI and its subsidiaries are subject to, and have a corporate policy of
compliance with, legislation and regulation by federal, state and local
authorities with regard to air and water quality control, and other
environmental considerations. Expenditures for environmental purposes are
not expected to materially affect future operations or earnings.
At December 31, 1995, Morie Company had an accrued land reclamation
liability of $736,000 for lands currently being mined. Morie Company believes
that it is in substantial compliance with all applicable environmental laws
and regulations.
Employees
The Company and its subsidiaries had a total of 1,105 employees as of
December 31, 1995.
Financial Information About Foreign and Domestic Operations and Export Sales
The Company has no foreign operations and export sales have not been a
significant part of the Company's business.
Item 2. Properties
The principal property of SJG consists of its gas transmission and
distribution systems that include mains, service connections and meters. The
transmission facilities carry the gas from the connections with Transco and
Columbia to SJG's distribution systems for delivery to customers. As of
December 31, 1995, there were approximately 343 miles of mains in the
transmission systems and 4,538 miles of mains in the distribution systems.
SJG owns office and service buildings, including its corporate
headquarters, at eight locations in the territory, a liquefied natural gas
storage and vaporization facility, and three propane-air vaporization plants.
As of December 31, 1995, the SJG utility plant had a gross
book value of $542,724,390 and a net book value, after accumulated
depreciation, of $396,770,611. In 1995, $40,077,178 was spent on additions to
utility plant and there were retirements of property having an aggregate gross
book cost of $3,687,720. Construction expenditures for 1996 are currently
expected to approximate $48.9 million.
Virtually all of the SJG transmission pipeline, distribution mains and
service connections are in streets or highways or on the property of others.
The SJG transmission and distribution systems are maintained under franchises or
permits or rights-of-way, many of which are perpetual. The SJG properties
(other than property specifically excluded) are subject to a lien of mortgage
under which its first mortgage bonds are outstanding. Such properties are well-
maintained and in good operating condition.
EMI owns and rents to others two commercial properties in Millville, N.J.,
one of which is rented to Morie Company.
Morie Company owns nine plants, six of which are located in New Jersey and
one each in Tennessee, Georgia and Alabama. The Morie Company owns
approximately 6,000 acres of land and leases approximately 4,800 acres of land.
The combined acreage includes approximately 1,425 acres of mineable reserves.
The mineral leases typically grant the right to mine sand and gravel for an
initial period with several renewal options. The mineral leases typically
provide for a royalty per ton mined and sold. Morie Company estimates its
proven reserves of sand at approximately 125,700,000 tons of raw aggregates
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which may be profitably extracted and processed, based on present methods of
operation and prevailing prices. Reserves have been estimated on the basis of
laboratory and field analyses of samples produced by techniques such as split
spoon, core drillings and excavating experience on the sites.
R&T operating companies share land and buildings at two principal
locations used for administrative operations and housing facilities for
vehicles, heavy equipment and supplies.
The Company owns approximately 139 acres of land in Folsom, New Jersey and
approximately 9.29 acres of land in Linwood, New Jersey.
Item 3. Legal Proceedings
The Company is subject to claims which arise in the ordinary course of its
business and other legal proceedings. Included therewith, a group of Atlantic
City casinos have filed a petition with the BPU alleging overcharges of over $10
million, including interest. Management of the Company believes that any
pending or potential legal proceedings will not materially affect its operations
or consolidated financial position. In January 1996, SJG petitioned the BPU for
a general base rate increase, however, the date of the BPU decision is not
determinable at this time. Reference is made to page 4 under Description of
Business and to Notes 12 and 13 on page 21 of the Company's Annual Report to
Shareholders for the year ended December 31, 1995, which Annual Report is
attached to this report. See Item 14(c)(13).
Item 4. Submission Of Matters To A Vote of Security Holders
No matter was submitted to a vote of security holders during the fourth
quarter of the 1995 fiscal year.
Item 4-A. Executive Officers (Other Than Directors) of the Registrant
Name Age Positions with the Company
Gerald S. Levitt 51 Vice President
George L. Baulig 53 Secretary and
Assistant Treasurer
Richard B. Tonielli 56 Treasurer
There is no family relationship among the officers of the registrant.
Gerald S. Levitt was elected Vice President of the Company and Senior
Vice President of SJG effective November 1, 1983. He has served as Chief
Financial Officer of the Company since October 1, 1989. He was elected
Executive Vice President of SJG on November 1, 1986. Mr. Levitt was Vice
President of EMI from November 1983 to November 1986. Mr. Levitt was also a
member of the Board of Directors of Morie Company from November 1986 to December
1995.
Richard B. Tonielli was elected Treasurer of the Company effective
September 1981. He has served as Senior Vice President, Finance since April 1,
1988 and he has served in other officer positions of South Jersey Gas since
1983. Mr. Tonielli serves as, beginning in March 1996, Chairman of the Board of
Fuel Company and Vice President and Treasurer of EMI from September 1981 to
date. Mr. Tonielli was also Treasurer of R&T from October 1989 to December 1995
and President of Fuel Company from September 1981 to March 1996.
- 11 -
George L. Baulig was elected Secretary and Assistant Treasurer of the
Company, SJG and EMI effective November 1, 1980. Mr. Baulig also serves as
Secretary of R&T and SJE, effective October 1989 to date, and has served as
Secretary of Morie from October 1989 to April 1995.
Executive officers of the Company are elected annually and serve at the
pleasure of the Board of Directors.
- 12 -
PART II
Item 5. Market for the Registrant's Common Stock and Related Stockholder
Matters
Information required by this Item is incorporated by reference to Note 8
on page 19 and the bottom of page 22 of the Company's Annual Report to
Shareholders for the year ended December 31, 1995, which Annual Report is
attached to this report. See Item 14(c)(13).
Item 6. Selected Financial Data
Information required by this Item is incorporated by reference to page 1
of the Company's Annual Report to Shareholders for the year ended December 31,
1995, which Annual Report is attached to this report. See Item 14(c)(13).
Item 7. Management's Discussion and Analysis of Results of Operations and
Financial Condition
Information required by this Item is incorporated by reference to pages
10, 11 and 12 of the Company's Annual Report to Shareholders for the year ended
December 31, 1995, which Annual Report is attached to this report. See Item
14(c)(13).
Item 8. Financial Statements and Supplementary Data
Information required by this Item is incorporated by reference to pages
12 through 21 and the top of page 22 of the Company's Annual Report to
Shareholders for the year ended December 31, 1995, which Annual Report is
attached to this report. See Item 14(c)(13).
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
None
- 13 -
PART III
Item 10. Directors and Executive Officers of the Registrant
Information required by this Item relating to the directors of the
Company is incorporated by reference to pages 2 through 6 of the Company's
definitive Proxy Statement, dated March 11, 1996, filed with the Commission,
File number 1-6364, in connection with the Company's 1996 Annual Meeting of
Shareholders. Information required by this Item relating to the executive
officers (other than Directors) of the Company is set forth in Item 4-A of
this report.
Item 11. Executive Compensation
Information required by this Item is incorporated by reference to pages
5 through 10 (except for the Report of the Compensation/Pension Committee on
pages 9 and 10, and the Stock Performance Graph on page 10, which are not so
incorporated) of the Company's definitive Proxy Statement, dated March 11, 1996,
filed with the Commission, File number 1-6364, in connection with the Company's
1996 Annual Meeting of Shareholders.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Information required by this Item is incorporated by reference to pages
2 through 6 of the Company's definitive Proxy Statement, dated March 11, 1996,
filed with the Commission, File number 1-6364, in connection with the
Company's 1996 Annual Meeting of Shareholders.
Item 13. Certain Relationships and Related Transactions
Information required by this Item is incorporated by reference to
page 6 of the company's definitive Proxy Statement, dated March 11, 1996,
filed with the Commission, File number 1-6364, in connection with the
Company's 1996 Annual Meeting of Shareholders.
- 14 -
PART IV
Item 14. Exhibits, Financial Statement Schedule, and Reports on Form 8-K.
(a) Listed below are all financial statements and schedules filed as
part of this report:
1 - The consolidated financial statements and notes to consolidated
financial statements together with the report thereon of Deloitte
& Touche LLP, dated February 15, 1996, are incorporated herein by
reference to pages 12 through 21 of the Company's Annual Report to
Shareholders for the year ended December 31, 1995, which Annual Report
is attached to this report. See Item 14(c)(13).
2 - Supplementary Financial Information
Page(s)
Information regarding selected quarterly financial
data is incorporated herein by reference to page 22 of
the Company's Annual Report to Shareholders for the year
ended December 31, 1995, which Annual Report is
attached to this report. See Item 14(c)(13).
Supplemental Schedules as of December 31, 1995, 1994 and 1993
and for the three years ended December 31, 1995, 1994, and 1993:
The Independent Auditors' Report of Deloitte & Touche LLP,
Auditors of the Company 24
Schedule II - Valuation and Qualifying Accounts 25
(All Schedules, other than that listed above, are
omitted because the information called for is
included in the financial statements filed or
because they are not applicable or are not
required. Separate financial statements are
not presented because all consolidated subsidiaries
are wholly-owned.)
3 - See Item 14(c)(13)
(b) No reports on Form 8-K have been filed by the Company during the quarter
ended December 31, 1995.
(c) List of Exhibits (Exhibit Number is in Accordance with the Exhibit Table
in Item 601 of Regulation S-K)
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(3)(a)(i) Certificate of Incorporation (4)(a) Form S-2
of the Company, as amended (2-91515)
through April 19, 1984.
(3)(a)(ii) Amendment to Certificate of (4)(e)(1) Form S-3
Incorporation relating to (33-1320) two-
for-one stock split
effective as of April 28,
1987.
- 15 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(3)(a)(iii) Amendment to Certificate of (4)(e)(2) Form S-3
Incorporation relating to (33-1320)
director and officer
liability.
(3)(b) Bylaws of the Company as (3)(b) Form 10-K
amended and restated for 1994
through April 20, 1995 (1-6364)
(4)(a) Form of Stock Certificate (4)(a) Form 10-K
for common stock. for 1985 (1-
6364)
(4)(b)(i) First Mortgage Indenture (4)(b)(i) Form 10-K
dated October 1, 1947. for 1987 (1-
6364)
(4)(b)(vii) Form of South Jersey Gas (4)(b)(vii) Form 10-K
Company First Mortgage for 1980
Bond, 8-1/4% Series due 1996. (1-6364)
(4)(b)(viii) Form of South Jersey Gas (4)(b)(viii) Form 10-K
Company First Mortgage for 1980
Bond, 8-1/4% Series due 1998. (1-6364)
(4)(b)(x) Twelfth Supplemental Inden- 5(b) Form S-7
ture, dated as of June 1, (2-68038)
1980.
(4)(b)(xii) Fifteenth Supplemental (4)(b)(xiii) Form 10-K
Indenture, dated July for 1986
1, 1986, 9.2% Series (1-6364)
due 1998.
(4)(b)(xiv) Sixteenth Supplemental (4)(b)(xv) Form 10-Q
Indenture dated as of for quarter
April 1, 1988, 10-1/4% ended
Series due 2008. March 31,
1988 (1-6364)
(4)(b)(xv) Seventeenth Supplemental (4)(b)(xv) Form 10-K
Indenture dated as of for 1989
May 1, 1989. (1-6364)
(4)(b)(xvi) Eighteenth Supplemental (4)(e) Form S-3
Indenture, dated as of (33-36581)
March 1, 1990.
(4)(b)(xvii) Nineteenth Supplemental (4)(b)(xvii) Form 10-K
Indenture, dated as of for 1992
April 1, 1992. (1-6364)
(4)(b)(xviii) Twentieth Supplemental (4)(b)(xviii) Form 10-K
Indenture, dated as of for 1993
June 1, 1993. (1-6364)
- 16 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(4)(c) Indenture dated as of (4)(c) Form 10-K
January 31, 1995; 8.60% for 1994
Debenture Notes due (1-6364)
February 1, 2010
(9) None
(10)(d) Gas storage agreement (GSS) (10)(d) Form 10-K
between South Jersey Gas for 1993
Company and Transco, (1-6364)
dated October 1, 1993.
(10)(e) Gas storage agreement (S-2) (5)(h) Form S-7
between South Jersey Gas (2-56223)
Company and Transco,
dated December 16, 1953.
(10)(f) Gas storage agreement (LG-A) (5)(f) Form S-7
between South Jersey Gas (2-56223)
Company and Transco,
dated June 3, 1974.
(10)(h) Gas storage agreement (WSS) (10)(h) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
August 1, 1991.
(10)(i) Gas storage agreement (LSS) (10)(i) Form 10-K
between South Jersey Gas for 1993
Company and Transco, (1-6364)
dated October 1, 1993.
(10)(i)(a) Gas storage agreement (10)(i)(a) Form 10-K
(SS-1) between South Jersey for 1988
Gas Company and Transco, (1-6364)
dated May 10, 1987 (effective
April 1, 1988).
(10)(i)(b) Gas storage agreement (10)(i)(b) Form 10-K
(ESS) between South Jersey for 1993
Gas Company and Transco, (1-6364)
dated November 1, 1993.
(10)(i)(c) Gas transportation service (10)(i)(c) Form 10-K
agreement between South for 1989
Jersey Gas Company and (1-6364)
Transco, dated April 1,
1986.
(10)(i)(e) Service agreement (FS) (10)(i)(e) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
August 1, 1991.
(10)(i)(f) Service agreement (FT) (10)(i)(f) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
February 1, 1992.
- 17 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(10)(i)(g) Service agreement (10)(i)(g) Form 10-K
(Incremental FT) for 1991
between South Jersey Gas Company (1-6364)
and Transco, dated August 1,
1991.
(10)(i)(i) Gas storage agreement (SS-2) (10)(i)(i) Form 10-K
between South Jersey Gas for 1991
company and Transco, dated (1-6364)
July 25, 1990.
(10)(i)(j) Gas Transportation Service (10)(i)(j) Form 10-K
Agreement between South for 1993
Jersey Gas Company and (1-6364)
Transco, dated December 20,
1991.
(10)(i)(k) Amendment to Gas (10)(i)(k) Form 10-K
Transportation Agreement, for 1993
dated December 20, 1991 (1-6364)
between South Jersey Gas
Company and Transco, dated
October 5, 1993.
(10)(j)(a) Gas Transportation Service (10)(j)(a) Form 10-K
Agreement (FTS) between South for 1989
Jersey Gas Company and (1-6364)
Equitable Gas Company,
dated November 1, 1986.
(10)(k)(h) Gas Transportation Service (10)(k)(h) Form 10-K
Agreement (TF) between for 1993
South Jersey Gas Company (1-6364)
CNG Transmission Corporation
dated October 1, 1993.
(10)(k)(i) Gas purchase agreement (10)(k)(i) Form 10-K
between South Jersey Gas for 1989
Company and ARCO Gas Market- (1-6364)
ing, Inc., dated March 5, 1990.
(10)(k)(k) Gas Transportation Service (10)(k)(k) Form 10-K
Agreement (FTS 1) between for 1993
South Jersey Gas Company and (1-6364)
Columbia Gulf Transmission
Company, dated November 1,
1993.
(10)(k)(l) Assignment Agreement (10)(k)(i) Form 10-K
capacity and service rights for 1993
(FTS-2) between South Jersey (1-6364)
Gas Company and Columbia
Gulf Transmission Company,
dated November 1, 1993.
- 18 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(10)(k)(m) FTS Service Agreement (10)(k)(m) Form 10-K
No. 39556 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(n) FTS Service Agreement (10)(k)(n) Form 10-K
No. 38099 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(o) NTS Service Agreement (10)(k)(o) Form 10-K
No. 39305 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(p) FSS Service Agreement (10)(k)(p) Form 10-K
No. 38130 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(q) SST Service Agreement (10)(k)(q) Form 10-K
No. 38086 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(r) NS (Negotiated Sales) Service (10)(k)(r) Form 10-K
Agreement dated December for 1994
1, 1994 between South Jersey (1-6364)
Gas Company and Transco Gas
Marketing Company as agent
for Transcontinental Gas
Pipe Line
(10)(l) Deferred Payment Plan for (10)(l) Form 10-K
Directors of South Jersey for 1994
Industries, Inc., South (1-6364)
Jersey Gas Company, Energy
& Minerals, Inc., R&T Group,
Inc. and South Jersey Energy
Company as amended and
restated October 21, 1994
(10)(l)(a) Form of Deferred Compen- (10)(j)(a) Form 10-K
sation Agreement between for 1980
the Company and/or a sub- (1-6364)
sidiary and eleven of its
officers.
- 19 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(10)(l)(b) Schedule of Deferred Com- (10)(l)(b) Form 10-K
pensation Agreements. for 1992 (1-
6364)
(10)(l)(c) Supplemental Executive (10)(l)(c) Form 10-K
Retirement Program, as for 1992
amended and restated ef- (1-6364)
fective September 1, 1991,
and form of Agreement
between certain Company
or subsidiary Company officers.
(10)(l)(d) Form of Officer Employment (10)(l)(d) Form 10-K
Agreement between certain for 1994
officers and either the Company (1-6364)
or its Subsidiaries
(10)(l)(e) Schedule of Officer (10)(l)(e) Form 10-K
Employment Agreements for 1994 (1-
6364)
(10)(l)(f) Officer Severance Benefit (10)(l)(g) Form 10-K
Program for all officers. for 1985 (1-
6364)
(10)(l)(g) Discretionary Incentive (10(l)(h) Form 10-K
Bonus Program for all officers for 1985
and management employees. (1-6364)
(10)(l)(h) The 1987 Stock Option and (10)(l)(i) Form 10-K
Stock Appreciation Rights for 1987
Plan including Form of (1-6364)
Agreement.
(10)(p) Retirement Plan for Non- (10)(p) Form 10-K
employee Members of the for 1988
Board of Directors. (1-6364)
(10)(q) Executive Employment (10)(q) Form 10-K
Agreement dated June 17, for 1994
1994 between the Company (1-6364)
and William F. Ryan, President
and Chief Executive Officer
(11) Not Applicable
(12) Calculation of Ratio of
Earnings to Fixed Charges
(Before Federal Income
Taxes) (filed herewith).
(13) The Annual Report to
Shareholders of the Company
for the year ended December 31,
1995 is filed as an exhibit
hereto solely to the extent
portions are specifically
incorporated by reference
herein.
- 20 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(16) Not Applicable
(18) Not Applicable
(21) Subsidiaries of the Registrant
(filed herewith).
(22) None
(23) Independent Auditors'
Consent (filed herewith).
(24) Power of Attorney (filed
herewith).
(27) Financial Data Schedule
(Submitted only in electronic
format to the Securities
and Exchange Commission.
(99) None
- 21 -
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
SOUTH JERSEY INDUSTRIES, INC.
BY /s/ G. S. Levitt
G. S. Levitt, Vice President
Date March 27, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Signature Title Date
/s/ William F. Ryan President and Director March 27, 1996
(William F. Ryan) (Principal Executive Officer)
/s/ G. S. Levitt Vice President March 27, 1996
(G. S. Levitt) (Principal Financial Officer)
/s/ Richard B. Tonielli Treasurer (Principal March 27, 1996
(Richard B. Tonielli) Accounting Officer)
/s/ Frank L. Bradley, Jr Director March 27, 1996
(Frank L. Bradley, Jr.)
/s/ Anthony G. Dickson Director March 27, 1996
(Anthony G. Dickson)
/s/ Richard L. Dunham Director March 27, 1996
(Richard L. Dunham)
/s/ W. Cary Edwards Director March 27, 1996
(W. Cary Edwards)
/s/ Thomas L. Glenn, Jr. Director March 27, 1996
(Thomas L. Glenn, Jr.)
- 22 -
Signature Title Date
/s/ Vincent E. Hoyer Director March 27, 1996
(Vincent E. Hoyer)
/s/ Herman D. James Director March 27, 1996
(Herman D. James)
/s/ Marilyn Ware Lewis Director March 27, 1996
(Marilyn Ware Lewis)
/s/ Clarence D. McCormick Director March 27, 1996
(Clarence D. McCormick)
/s/ Peter M. Mitchell Director March 27, 1996
(Peter M. Mitchell)
/s/ Jackson Neall Director March 27, 1996
(Jackson Neall)
/s/ Frederick R. Raring Director March 27, 1996
(Frederick R. Raring)
/s/ Shirli M. Vioni Director March 27, 1996
(Shirli M. Vioni)
- 23 -
INDEPENDENT AUDITORS' REPORT
South Jersey Industries, Inc.:
We have audited the consolidated financial statements of South Jersey
Industries, Inc. and its subsidiaries as of December 31, 1995 and 1994 and for
each of the three years in the period ended December 31, 1995 and have issued
our report thereon dated February 15, 1996, which report includes an explanatory
paragraph as to the Company changing its method of accounting for income taxes,
effective January 1, 1993, to conform with Statement of Financial Standards No.
109 and its method of accounting for postretirement benefits other than
pensions, effective January 1, 1993, to conform with Statement of Financial
Accounting Standards No. 106; such financial statements and report are included
in your 1995 Annual Report to Shareholders and are incorporated herein by
reference. Our audits also included the financial statement schedule of South
Jersey Industries, Inc. and its subsidiaries, listed in Item 14. This financial
statement schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits. In our opinion,
such financial statement schedule, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly in all
material respects the information set forth therein.
DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania
February 15, 1996
- 24 -
SOUTH JERSEY INDUSTRIES, INC. AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Col. A. Col. B. Col. C. Col. D. Col. E.
- ------------------------------------------------------------------------------------------------------------------------------
Additions
---------
(1) (2)
Charged to
Balance at Charged to Other Balance at
Beginning Costs and Accounts- Deductions- End
Classification of Period Expenses Describe * Describe ** of Period
- ------------------------------------------------------------------------------------------------------------------------------
YEAR ENDED DECEMBER 31, 1995
Provision for Uncollectible Accounts $ 991,128 $ 1,264,897 $ 502,173 $ 1,776,167 $ 982,031
YEAR ENDED DECEMBER 31, 1994
Provision for Uncollectible Accounts $ 1,026,329 $ 1,292,762 $ 388,104 $ 1,716,067 $ 991,128
YEAR ENDED DECEMBER 31, 1993
Provision for Uncollectible Accounts $ 1,071,200 $ 912,929 $ 320,337 $ 1,278,137 $ 1,026,329
* Recoveries of accounts previously written off and minor adjustments.
** Uncollectible accounts written off.
- 25 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(3)(a)(i) Certificate of Incorporation (4)(a) Form S-2
of the Company, as amended (2-91515)
through April 19, 1984.
(3)(a)(ii) Amendment to Certificate of (4)(e)(1) Form S-3
Incorporation relating to (33-1320)
two-for-one stock split
effective as of April 28,
1987.
(3)(a)(iii) Amendment to Certificate of (4)(e)(2) Form S-3
Incorporation relating to (33-1320)
director and officer
liability.
(3)(b) Bylaws of the Company as (3)(b) Form 10-K
amended and restated for 1994
through April 20, 1995 (1-6364)
(4)(a) Form of Stock Certificate (4)(a) Form 10-K
for common stock. for 1985
(1-6364)
(4)(b)(i) First Mortgage Indenture (4)(b)(i) Form 10-K
dated October 1, 1947. for 1987
(1-6364)
(4)(b)(vii) Form of South Jersey Gas (4)(b)(vii) Form 10-K
Company First Mortgage for 1980
Bond, 8-1/4% Series due 1996. (1-6364)
(4)(b)(viii) Form of South Jersey Gas (4)(b)(viii) Form 10-K
Company First Mortgage for 1980
Bond, 8-1/4% Series due 1998. (1-6364)
(4)(b)(x) Twelfth Supplemental Inden- 5(b) Form S-7
ture, dated as of June 1, (2-68038)
1980.
- 26 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(4)(b)(xii) Fifteenth Supplemental (4)(b)(xiii) Form 10-K
Indenture, dated July for 1986
1, 1986, 9.2% Series (1-6364)
due 1998.
(4)(b)(xiv) Sixteenth Supplemental (4)(b)(xv) Form 10-Q
Indenture dated as of for quarter
April 1, 1988, 10-1/4% ended
Series due 2008. March 31,
1988 (1-6364)
(4)(b)(xv) Seventeenth Supplemental (4)(b)(xv) Form 10-K
Indenture dated as of for 1989
May 1, 1989. (1-6364)
(4)(b)(xvi) Eighteenth Supplemental (4)(e) Form S-3
Indenture, dated as of (33-36581)
March 1, 1990.
(4)(b)(xvii) Nineteenth Supplemental (4)(b)(xvii) Form 10-K
Indenture, dated as of for 1992
April 1, 1992. (1-6364)
(4)(b)(xviii) Twentieth Supplemental (4)(b)(xviii) Form 10-K
Indenture, dated as of for 1993
June 1, 1993. (1-6364)
(4)(c) Indenture dated as of (4)(c) Form 10-K
January 31, 1995; 8.60% for 1994
Debenture Notes due (1-6364)
February 1, 2010
(9) None
(10)(d) Gas storage agreement (GSS) (10)(d) Form 10-K
between South Jersey Gas for 1993
Company and Transco, (1-6364)
dated October 1, 1993.
- 27 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(10)(e) Gas storage agreement (S-2) (5)(h) Form S-7
between South Jersey Gas (2-56223)
Company and Transco,
dated December 16, 1953.
(10)(f) Gas storage agreement (LG-A) (5)(f) Form S-7
between South Jersey Gas (2-56223)
Company and Transco,
dated June 3, 1974.
(10)(h) Gas storage agreement (WSS) (10)(h) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
August 1, 1991.
(10)(i) Gas storage agreement (LSS) (10)(i) Form 10-K
between South Jersey Gas for 1993
Company and Transco, (1-6364)
dated October 1, 1993.
(10)(i)(a) Gas storage agreement (10)(i)(a) Form 10-K
(SS-1) between South Jersey for 1988
Gas Company and Transco, (1-6364)
dated May 10, 1987 (effective
April 1, 1988).
(10)(i)(b) Gas storage agreement (10)(i)(b) Form 10-K
(ESS) between South Jersey for 1993
Gas Company and Transco, (1-6364)
dated November 1, 1993.
(10)(i)(c) Gas transportation service (10)(i)(c) Form 10-K
agreement between South for 1989
Jersey Gas Company and (1-6364)
Transco, dated April 1,
1986.
(10)(i)(e) Service agreement (FS) (10)(i)(e) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
August 1, 1991.
- 28 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(10)(i)(f) Service agreement (FT) (10)(i)(f) Form 10-K
between South Jersey Gas for 1991
Company and Transco, dated (1-6364)
February 1, 1992.
(10)(i)(g) Service agreement (10)(i)(g) Form 10-K
(Incremental FT) for 1991
between South Jersey Gas Company (1-6364)
and Transco, dated August 1,
1991.
(10)(i)(i) Gas storage agreement (SS-2) (10)(i)(i) Form 10-K
between South Jersey Gas for 1991
company and Transco, dated (1-6364)
July 25, 1990.
(10)(i)(j) Gas Transportation Service (10)(i)(j) Form 10-K
Agreement between South for 1993
Jersey Gas Company and (1-6364)
Transco, dated December 20,
1991.
(10)(i)(k) Amendment to Gas (10)(i)(k) Form 10-K
Transportation Agreement, for 1993
dated December 20, 1991 (1-6364)
between South Jersey Gas
Company and Transco, dated
October 5, 1993.
(10)(j)(a) Gas Transportation Service (10)(j)(a) Form 10-K
Agreement (FTS) between South for 1989
Jersey Gas Company and (1-6364)
Equitable Gas Company,
dated November 1, 1986.
(10)(k)(h) Gas Transportation Service (10)(k)(h) Form 10-K
Agreement (TF) between for 1993
South Jersey Gas Company (1-6364)
CNG Transmission Corporation
dated October 1, 1993.
- 29 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(10)(k)(i) Gas purchase agreement (10)(k)(i) Form 10-K
between South Jersey Gas for 1989
Company and ARCO Gas Market- (1-6364)
ing, Inc., dated March 5, 1990.
(10)(k)(k) Gas Transportation Service (10)(k)(k) Form 10-K
Agreement (FTS 1) between for 1993
South Jersey Gas Company and (1-6364)
Columbia Gulf Transmission
Company, dated November 1,
1993.
(10)(k)(l) Assignment Agreement (10)(k)(i) Form 10-K
capacity and service rights for 1993
(FTS-2) between South Jersey (1-6364)
Gas Company and Columbia
Gulf Transmission Company,
dated November 1, 1993.
(10)(k)(m) FTS Service Agreement (10)(k)(m) Form 10-K
No. 39556 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(n) FTS Service Agreement (10)(k)(n) Form 10-K
No. 38099 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(o) NTS Service Agreement (10)(k)(o) Form 10-K
No. 39305 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(10)(k)(p) FSS Service Agreement (10)(k)(p) Form 10-K
No. 38130 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(q) SST Service Agreement (10)(k)(q) Form 10-K
No. 38086 between South for 1993
Jersey Gas Company and (1-6364)
Columbia Gas Transmission
Corporation, dated
November 1, 1993.
(10)(k)(r) NS (Negotiated Sales) Service (10)(k)(r) Form 10-K
Agreement dated December for 1994
1, 1994 between South Jersey (1-6364)
Gas Company and Transco Gas
Marketing Company as agent
for Transcontinental Gas
Pipe Line
(10)(l) Deferred Payment Plan for (10)(l) Form 10-K
Directors of South Jersey for 1994
Industries, Inc., South (1-6364)
Jersey Gas Company, Energy
& Minerals, Inc., R&T Group,
Inc. and South Jersey Energy
Company as amended and
restated October 21, 1994
(10)(l)(a) Form of Deferred Compen- (10)(j)(a) Form 10-K
sation Agreement between for 1980
the Company and/or a sub- (1-6364)
sidiary and eleven of its
officers.
(10)(l)(b) Schedule of Deferred Com- (10)(l)(b) Form 10-K
pensation Agreements. for 1992
(1-6364)
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(10)(l)(c) Supplemental Executive (10)(l)(c) Form 10-K
Retirement Program, as for 1992
amended and restated ef- (1-6364)
fective September 1, 1991,
and form of Agreement
between certain Company
or subsidiary Company officers.
(10)(l)(d) Form of Officer Employment (10)(l)(d) Form 10-K
Agreement between certain for 1994
officers and either the Company (1-6364)
or its Subsidiaries
(10)(l)(e) Schedule of Officer (10)(l)(e) Form 10-K
Employment Agreements for 1994
(1-6364)
(10)(l)(f) Officer Severance Benefit (10)(l)(g) Form 10-K
Program for all officers. for 1985
(1-6364)
(10)(l)(g) Discretionary Incentive (10(l)(h) Form 10-K
Bonus Program for all for 1985
officers and management (1-6364)
employees.
(10)(l)(h) The 1987 Stock Option and (10)(l)(i) Form 10-K
Stock Appreciation Rights for 1987
Plan including Form of (1-6364)
Agreement.
(10)(p) Retirement Plan for Non- (10)(p) Form 10-K
employee Members of the for 1988
Board of Directors. (1-6364)
(10)(q) Executive Employment (10)(q) Form 10-K
Agreement dated June 17, for 1994
1994 between the Company (1-6364)
and William F. Ryan, President
and Chief Executive Officer
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/95
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(11) Not Applicable
(12) Calculation of Ratio of
Earnings to Fixed Charges
(Before Federal Income
Taxes) (filed herewith).
(13) The Annual Report to
Shareholders of the Company
for the year ended December 31,
1995 is filed as an exhibit
hereto solely to the extent
portions are specifically
incorporated by reference
herein.
(16) Not Applicable
(18) Not Applicable
(21) Subsidiaries of the Registrant
(filed herewith).
(22) None
(23) Independent Auditors'
Consent (filed herewith).
(24) Power of Attorney
(filed herewith).
(27) Financial Data Schedule
(Submitted only in electronic
format to the Securities
and Exchange Commission)
(99) None
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