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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, 1996 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. [X]
The aggregate market value of approximately 9,180,600 shares of voting stock
held by non-affiliates of the registrant as of March 3, 1997 was $204,268,000.
As of March 3, 1997, there were 10,759,033 shares of the registrant's common
stock outstanding.
Documents Incorporated by Reference:
In Part I of Form 10-K: Pages 11, 17, 18, and 21 of 1996
Annual Report to Shareholders
In Part II of Form 10-K: Page 1 and Pages 10 through 22 of 1996
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 13, 1997 for the 1997 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 subsidiary, EMI is engaged in 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 engage in utility construction and general
construction businesses. Certain assets of R&T were sold in 1996 and early 1997
and the Company has adopted a plan for disposition of its remaining assets. A
non-binding letter of intent to sell a substantive portion of such assets was
signed in February 1997. Upon sale of these assets, the Company will no longer
engage in the construction business.
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, 1996 which 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.
South Jersey Gas Company ("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 is the principal
subsidiary of South Jersey Industries, Inc. ("SJI"), a New Jersey corporation.
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 1.1 million.
SJG serves 253,874 residential, commercial and industrial customers (at
December 31, 1996) in southern New Jersey. Gas sales and transportation for
1996 amounted to approximately 66,814,000 Mcf (thousand cubic feet), of which
approximately 51,203,000 Mcf was firm sales and transportation, 7,040,000 Mcf
was interruptible sales and transportation and 8,571,000 Mcf was off-system
sales. The breakdown of firm sales includes 42.4% residential, 19.8%
commercial, 10.1% cogeneration and electric generation, 2.4% industrial and
25.3% transportation. At year-end 1996, SJG served 236,008 residential
customers, 17,492 commercial customers and 374 industrial customers. This
includes 1996 net additions of 5,562 residential customers and 313 commercial
customers and a decrease of 23 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 (the "BPU")
on a demand/commodity basis. In 1996, 1.6 Bcf (billion cubic feet) was
delivered under this agreement.
SJG serviced eight cogeneration facilities in 1996. Combined sales and
transportation of natural gas to such customers amounted to approximately 9.2
Bcf in 1996.
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 and release excess pipeline
capacity to third parties. During 1996, off-system sales amounted to 8.6 Bcf.
Also in 1996, SJG released 20.0 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 1996 amounted to approximately 15.6 Bcf (approximately 23.4
percent of the total volume of gas delivered).
No material part of SJG business is dependent upon a single customer or a
few customers.
Service Territory
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. A majority 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 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-round basis. The convention
center is expected to be in operation in the spring of 1997.
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.
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
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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.
Rates and Regulation
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 "temperature" fluctuations as prescribed in SJG's tariff.
In April 1997, SJG will initiate its BPU approved pilot program to give
residential customers a choice of gas supplier. The program will be open to the
first 10,000 residential customers who apply for this service and is designed to
run until June 30, 1998, or later if approved by the BPU. SJG will continue to
deliver the natural gas through its distribution system with no loss of margins.
Revenue requirements for ratemaking purposes are established on the basis
of firm and interruptible sales projections. On January 27, 1997, the BPU
granted SJG a rate increase of $6.0 million based on an overall rate of return
of 9.62% including an 11.25% return on equity. The majority of this increase
will come from residential and small commercial customers. As part of this rate
increase, SJG is allowed to retain the first $5.0 million of pre-tax margins
generated by interruptible and off-system sales and transportation and 20% of
pre-tax margins generated by such sales above that level. In 1997 and 1998,
this $5.0 million threshold will be increased by the annual revenue requirement
associated with specified major construction projects. These sharing formula
improvements are expected to result in additional rate relief of approximately
$1.4 million in 1997 and $1.8 million in 1998. In 1997, SJG will file to
recover additional post-retirement benefit costs of approximately $1.1 million
annually. This recovery is expected to begin in 1998. In addition, part of the
increase will be recovered from customers through new service fees which charge
specific customers for costs which they cause SJG to incur. In addition to the
rate increase, the BPU approved a revenue reduction in SJG's Temperature
Adjustment Clause, a mechanism designed to reduce the impact of extreme
fluctuations in temperature on SJG and its customers. For the period ended May
31, 1996, weather in SJG's service area was significantly colder than the 20-
year average, resulting in a $2.5 million credit due to customers' bills which
is reflected in the 1996 results of operations. Additional information on
regulatory affairs is incorporated by reference to Note 1 on page 17, Note 4 on
page 18 and Notes 13 and 14 on page 21 of the Company's Annual Report to
Shareholders for the year ended December 31, 1996 which is attached to this
report.
On December 14, 1994, the BPU granted SJG a rate increase of $12.1 million
based on a 9.51 percent return on rate base, which included an 11.5 percent
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return on equity. Nearly the entire increase came from the residential,
commercial and small industrial customer classes. In addition, SJG was allowed
to retain the first $4.0 million of combined pre-tax interruptible and off-
system margins and 20 percent of margins above that level.
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 commercial and industrial users.
EMI, a New Jersey corporation, is a holding company that owns all of the
outstanding common stock of South Jersey Fuel, Inc. (SJF). In December 1996,
EMI sold its investment in common stock of The Morie Company, Inc., its sand
mining and processing subsidiary, in a cash transaction for approximately $55.3
million (see Note 2 on page 17 of the Company's Annual Report to Shareholders
for the year ended December 31, 1996 which is attached to this report). See
Item 14(c)(13).
SJF, 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 1996, approximately 43% of
R&T net sales related to work performed for SJG (compared to 39% in 1995). No
other customer accounted for as much as 10% of R&T's consolidated revenues in
1996. As indicated under "General" on page 2, assets of the R&T companies have
either been sold or are being held for sale under a plan adopted in 1996. The
financial statements include R&T as a discontinued operation (see Note 2 on page
17 of the Company's Annual Report to Shareholders for the year ended December
31, 1996 which is attached to this report). See Item 14(c)(13).
Castellini Company, a New Jersey corporation, is engaged in the
installation of gas, water and sewer lines, plant maintenance and site work.
Downer Company, a New Jersey corporation, is engaged in the installation of
gas, water and sewer lines, plant maintenance and site work.
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, was principally engaged in the
rental of cranes. Cape Atlantic sold its cranes in 1996 and is an inactive
subsidiary.
R & T Castellini Construction, a Delaware Corporation, was engaged in the
installation of gas, water and sewer lines, plant maintenance and site work.
Its assets were sold in January 1997 and this company is now an inactive
subsidiary.
In 1996, 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.
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Raw Materials
South Jersey Gas
Supply Contracts and Storage
SJG has direct connections to two interstate pipeline companies, Transco
and Columbia. It also secures firm transportation and other long term services
from four additional pipelines upstream of the Transco and Columbia systems.
They include: Columbia Gulf Transmission Company ("Columbia Gulf"), CNG, Texas
Gas Transmission Corporation ("Texas Gas") and Equitrans. Services provided by
these upstream pipelines are utilized to deliver gas into either the Transco or
Columbia systems for ultimate delivery to SJG. Services provided by all of the
above mentioned pipelines are subject to changes as directed by FERC Order
No. 636.
Transco
Transco is SJG's largest supplier of long term gas transmission services.
These services include five (5) year-round and one (1) seasonal firm
transportation ("FT") service arrangement. When combined, these services enable
SJG to purchase from third parties and have delivered to its city gate stations
by Transco, a total of 163,741 Thousand Cubic Feet of gas per day ("Mcf/d").
The terms of the year-round agreements extend for various periods from 2002 to
2010 while the term of the seasonal agreement extends to 2011.
SJG also has seven (7) long-term gas storage service agreements with
Transco that when combined are capable of storing approximately 10.1 Bcf.
Through these services, SJG can inject gas into storage during periods of low
demand and withdraw gas at a rate of up to 86,972 Mcf per day during periods of
high demand. The terms of the storage service agreements extend for various
periods from 1998 to 2008.
Transco renders a merchant service to SJG under its Rate Schedule FS
(defined below). Williams Energy Services Company ("WESCO"), an affiliate of
Transco, has assumed Transco's natural gas merchant function under which the
maximum purchase quantity amounts to 51,769 Mcf per day. FS is a no-notice
swing service which allows SJG to take between zero and its full contract
quantities (51,769 Mcf/d) on any day of the year. This flexibility enables SJG
to respond to changes in its requirements for gas due to weather and market
conditions. The initial term of the FS agreement extends through March 31,
2001.
In addition to FS service, SJG has also secured a second merchant service
from Transco under Transco's Rate Schedule NS. NS service is also provided by
WESCO acting as agent for Transco. Under this service, SJG can purchase up to
30,000 Mcf per day of NS gas with 24 hours advance notice.
SJG has a long term gas purchase agreement with Vastar Gas Marketing
("Vastar") which provides for the delivery of up to 14,618 Mcf/d to SJG's
service area on a year round basis by way of Transco FT service. The initial
term of the gas purchase agreement with Vastar extends through March 31, 2000.
SJG also has a winter season firm 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 entitlement under this service is 2,900
Mcf/d. SJG has contracted with Amerada Hess Corporation ("Hess") to provide the
gas supply to fill this transportation capacity during each winter season
through October 31, 2007.
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SJG may deliver up to 24,700 Mcf per day of gas under a firm transportation
agreement as part of Transco's Texas Gas-CNG-Transco FT project. This project
was developed to provide additional firm pipeline capacity which would deliver
gas to the U.S. Northeast via a bundled service provided by Transco under its
Rate Schedule FT-NT. SJG has also contracted with Hess for a 15 year gas supply
service to fill this capacity which extends through October 31, 2007.
CNG
SJG has entered into separate gas sales and capacity management agreements
with CNG Energy Services Corporation ("CNGES"), a non-jurisdictional affiliate
of CNG, through which SJG has assigned to CNGES its pipeline FT and storage
entitlements on the CNG system to provide SJG with up to 9,662 Mcf per day of
gas during the period November 16 through March 31 of each year.
Columbia
SJG has three (3) firm transportation agreements with Columbia which, when
combined, provide for 43,500 Mcf/d of firm deliverability.
SJG has four long term gas purchase agreements, for periods ranging from
1999 to 2003, with major non-jurisdictional producer/suppliers for gas delivered
into the Columbia pipeline system which, in aggregate, provide SJG with up to
43,500 Mcf/d via the Columbia pipe line system during the winter season. Such
agreements also provide for delivery in non-winter months at lower quantities.
SJG also subscribes to a firm storage service from Columbia, to March 31,
2009, which provides a maximum withdrawal quantity of 19,807 Mcf/d during the
winter season with an associated 1,121,095 Mcf of storage capacity.
As part of addressing future winter season requirements, SJG has entered
into an agreement with Columbia to subscribe to an incremental 31,296 Mcf per
day of storage deliverability with an additional 2,234,482 Mcf of storage
capacity to begin in November 1998. The term of the agreement expires October
31, 2013. The FERC has recently approved Columbia's arrangements to provide
such services subject to review of environmental issues.
Equitrans
SJG has a long term storage service provided by Equitrans, to April 1,
2002, under which up to 500,000 Mcf of gas may be stored during the summer
season and up to 4,783 Mcf/d may be withdrawn during the winter season. The gas
is delivered to SJG under firm transportation agreements with Equitrans, CNG and
Transco.
Supplemental Gas Supplies
SJG has a long term LNG purchase agreement with Distrigas of Massachusetts
Corporation ("DOMAC") which extends through October 31, 2000. For the 1996-97
contract year, SJG's annual contract quantity under the DOMAC agreement is
186,047 Mcf. LNG purchases from DOMAC are transported to SJG's LNG storage
facility in McKee City, New Jersey via over-the-road trucks.
SJG operates peaking facilities which can store and vaporize both LNG and
propane for injection into its distribution system. SJG's LNG facility has a
storage capacity equivalent to 404,000 Mcf of natural gas and has an installed
capacity to vaporize up to 90,000 Mcf of LNG per day for injection into its
distribution system.
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SJG also maintains three propane-air plants that are located in McKee City,
Middle Township and Ocean City, New Jersey. The combined maximum storage
capacity of these plants is 450,000 gallons of liquefied propane or the
equivalent of approximately 33,834 Mcf of natural gas.
SJG also operates a high pressure pipe storage field at its McKee City
facility which is capable of storing 12,000 Mcf of gas and injecting up to
10,000 Mcf of gas per day into SJG's distribution system.
SJG has a LNG peaking service agreement with the Philadelphia Gas Works
("PGW") which provides up to 250,000 Mcf per year of peaking service gas on a
firm basis at a rate of up to 25,000 Mcf per day when taken as vapor and
delivered through the Transco pipeline system or up to twelve truckloads per day
(approximately 10,200 Mcf) when taken as liquid and trucked to SJG's LNG storage
facility in McKee City, NJ. The initial term of this agreement extends through
the 1997-98 winter season, however it may be extended by mutual agreement of the
parties.
Peak-Day Supply
SJG plans for a winter season peak-day demand on the basis of an average
daily temperature of 2 degrees F. Gas demand on such a design day was estimated
for the 1996-97 winter season to be 386,585 Mcf versus a design day supply of
416,922 Mcf. On January 19, 1994, SJG experienced its highest peak-day demand
of 370,582 Mcf with an average temperature of 2.68 degrees F. In 1996, SJG
experienced a high peak-day demand of 325,463 Mcf with an average temperature of
12.0 degrees F.
Gas Prices
During 1996, SJG purchased and had delivered to it approximately 50.6 Bcf
of natural gas for distribution to its customers. Of this total, 34.3 Bcf was
transported on the Transco pipeline system and 16.3 Bcf was transported on the
Columbia pipeline system.
SJG's average commodity cost of gas purchased in 1996 was $2.93 per Mcf.
Energy & Minerals, Inc.
Access to gas suppliers and cost of gas are significant to SJF's
operations.
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
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a result of this seasonality, SJG experiences reductions of revenues and net
income during the second and third quarters of the year.
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
higher. Reference is also made to "Liquidity" on page 11 of the Company's
Annual Report to Shareholders for the year ended December 31, 1996 which is
attached to this report. See Item 14(c)(13).
Sale of First Mortgage Bonds
On March 21, 1997, SJG issued and sold $35.0 million principal amount of
First Mortgage Bonds, 7.70% Series due April 1, 2027. The net proceeds from the
sale, amounting to $34.307 million, was used to pay off outstanding short-term
loans.
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
SJG franchises are non-exclusive, however, currently no other utility is
providing service within its territory. SJG competes with oil, propane and
electricity suppliers for residential, commercial and industrial users. The
market for natural gas sales is subject to competition as a result of
deregulation. Through its tariff, SJG has promoted competition while
maintaining its margins. Substantially all of SJG's profits are from the
transportation rather than the sale of the commodity. SJG believes it has been
a leader in addressing the changing marketplace. It maintains its focus on being
a low-cost provider of natural gas and energy services.
SJF 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.
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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 13 on page 21 of the Company's Annual Report
to Shareholders for the year ended December 31, 1996 which is attached to this
report. See Item 14(c)(13).
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.
Employees
The Company and its subsidiaries had a total of 874 employees as of
December 31, 1996.
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, 1996, there were approximately 343 miles of mains in the
transmission systems and 4,598 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, 1996, the SJG utility plant had a gross
book value of $579,304,259 and a net book value, after accumulated
depreciation, of $421,621,668. In 1996, $39,385,175 was spent on additions to
utility plant and there were retirements of property having an aggregate gross
book cost of $2,730,526. Construction expenditures for 1997 are currently
expected to approximate $48.3 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.
and owns 235 acres of land in Vineland, N.J.
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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. Reference is made under Commitments and
Contingencies in Note 13 on page 21 of the Company's Annual Report to
Shareholders for the year ended December 31, 1996 which 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 1996 fiscal year.
Item 4-A. Executive Officers (Other Than Directors) of the Registrant
Name Age Positions with the Company
Gerald S. Levitt 52 Vice President and Chief
Financial Officer
George L. Baulig 54 Secretary and 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.
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. Mr. Baulig was elected
Treasurer of the Company, effective October 1, 1996.
Executive officers of the Company are elected annually and serve at the
pleasure of the Board of Directors.
- 11 -
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, 1996 which 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,
1996 which 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, 1996 which 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, 1996 which is attached to this
report. See Item 14(c)(13).
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
None
- 12 -
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 13, 1997, filed with the Commission,
File number 1-6364, in connection with the Company's 1997 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 13, 1997,
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 13, 1997,
filed with the Commission, File number 1-6364, in connection with the
Company's 1997 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 13, 1997,
filed with the Commission, File number 1-6364, in connection with the
Company's 1997 Annual Meeting of Shareholders.
- 13 -
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 19, 1997, are incorporated herein by
reference to pages 12 through 21 of the Company's Annual Report to
Shareholders for the year ended December 31, 1996 which 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, 1996 which is attached to this report.
See Item 14(c)(13).
Supplemental Schedules as of December 31, 1996, 1995 and 1994
and for the three years ended December 31, 1996, 1995, and 1994:
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)(i) A report on Form 8-K was filed with the SEC on October 9, 1996,
reporting, under Item 5 - Other Events, a dividend declared by the
Board of Directors on September 20, 1996 of one stock purchase right
(the "Rights") for each share of the Company's Common Stock, par value
$1.25 per share (the "Common Stock"), to be paid on October 11, 1996
(the "Record Date") to shareholders of record of the Common Stock
issued and outstanding on the Record Date. Each Right entitles the
registered holder to purchase from the Company one one-thousandth of a
share of the Company's Series A Junior Participating Preference stock,
without par value (the "Series A Preference Stock"). The description
and terms of the Rights are set forth in a Rights Agreement (the
"Rights Agreement") between the Company and the Farmers & Merchants
National Bank of Bridgeton, the Rights Agent.
No financial statements were required in said filing, however, the
following Exhibits were included therein:
- 14 -
Exhibit No. Description
99.1 Rights Agreement dated as of September 20, 1996
between South Jersey Industries, Inc. and The Farmers
& Merchants National Bank of Bridgeton, which
includes the resolutions establishing the terms of
the preference stock as Exhibit A, the form of Right
Certificate as Exhibit B and the Summary of Rights to
Purchase Common Shares as Exhibit C.
99.2 Press Release dated September 20, 1996 of SJI.
(b)(ii) A report on Form 8-K was filed with the SEC on December 12, 1996,
reporting under Item 2 - Acquisition or Disposition of Assets.
On December 3, 1996, Energy & Minerals, Inc., a subsidiary of South
Jersey Industries, Inc. (SJI), sold the common stock of The Morie
Company, Inc. (Morie), its sand mining and processing subsidiary, to
Unimin Corporation in a cash transaction for approximately $55.3
million. Additional information is incorporated by reference to Note
2 on page 17 of the Company's Annual Report to Shareholders for the
year ended December 31, 1996 which is attached to this report. See
Item 14(c)(13).
(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.
(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)(a)(i) Rights Agreement dated as 99.1 Form 8-A
of September 20, 1996 filed 10/9/96
between South Jersey (1-6364)
Industries, Inc. and The
Farmers & Merchants
National Bank of Bridgeton
- 15 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(4)(b)(i) First Mortgage Indenture (4)(b)(i) Form 10-K
dated October 1, 1947. for 1987
(1-6364)
(4)(b)(x) Twelfth Supplemental Inden- 5(b) Form S-7
ture, dated as of June 1, (2-68038)
1980.
(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.
(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.
- 16 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(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.
(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.
- 17 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(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.
(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.
- 18 -
Exhibit Incorporated by Reference From
Number Exhibit Reference 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)
(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
- 19 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(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,
1996 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).
- 20 -
Exhibit Incorporated by Reference From
Number Exhibit Reference Document
(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 25, 1997
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 25, 1997
(William F. Ryan) (Principal Executive Officer)
/s/ G. S. Levitt Vice President March 25, 1997
(G. S. Levitt) (Principal Financial Officer)
/s/ William J. Smethurst, Jr. Assistant Secretary and March 25, 1997
(William J. Smethurst, Jr.) Assistant Treasurer
(Principal Accounting Officer)
/s/ George L. Baulig Secretary and Treasurer March 25, 1997
(George L. Baulig)
/s/ Frank L. Bradley, Jr. Director March 25, 1997
(Frank L. Bradley, Jr.)
/s/ Anthony G. Dickson Director March 25, 1997
(Anthony G. Dickson)
/s/ Richard L. Dunham Director March 25, 1997
(Richard L. Dunham)
- 22 -
Signature Title Date
/s/ Thomas L. Glenn, Jr. Director March 25, 1997
(Thomas L. Glenn, Jr.)
/s/ Vincent E. Hoyer Director March 25, 1997
(Vincent E. Hoyer)
/s/ Clarence D. McCormick Director March 25, 1997
(Clarence D. McCormick)
/s/ Peter M. Mitchell Director March 25, 1997
(Peter M. Mitchell)
/s/ Jackson Neall Director March 25, 1997
(Jackson Neall)
/s/ Frederick R. Raring Director March 25, 1997
(Frederick R. Raring)
/s/ Shirli M. Vioni Director March 25, 1997
(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, 1996 and 1995 and for
each of the three years in the period ended December 31, 1996 and have issued
our report thereon dated February 19, 1997. Such financial statements and
report are included in your 1996 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(a). 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 19, 1997
- 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 (a) Describe (b) of Period
- -------------------------------------------------------------------------------------------------------------------------------
YEAR ENDED DECEMBER 31, 1996
Provision for Uncollectible Accounts $ 982,031 $ 2,143,518 $ 376,919 $ 2,077,406 (c) $ 1,425,062
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
(a) Recoveries of accounts previously written off and minor adjustments.
(b) Uncollectible accounts written off.
(c) Includes $379,297 reduction in provision resulting from the sale of The Morie Company, Inc. in 1996.
- 25 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
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)(a)(i) Rights Agreement dated as 99.1 Form 8-A
of September 20, 1996 filed 10/9/96
between South Jersey (1-6364)
Industries, Inc. and The
Farmers & Merchants
National Bank of Bridgeton
(4)(b)(i) First Mortgage Indenture (4)(b)(i) Form 10-K
dated October 1, 1947. for 1987
(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 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(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.
(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.
- 27 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(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.
- 28 -
SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit 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.
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(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.
(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.
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(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)
(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.
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(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
(11) Not Applicable
(12) Calculation of Ratio of
Earnings to Fixed Charges
(Before Federal Income
Taxes) (filed herewith).
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SOUTH JERSEY INDUSTRIES, INC.
NUMBER ONE SOUTH JERSEY PLAZA
ROUTE 54
FOLSOM, NEW JERSEY 08037
FORM 10-K FYE 12/31/96
EXHIBIT INDEX
Incorporated by
Reference From
Reference Reference
Number Description of Exhibit Exhibit Document
(13) The Annual Report to
Shareholders of the Company
for the year ended December 31,
1996 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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