SC 14D9/A

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                 SCHEDULE 14D-9

                SOLICITATION/RECOMMENDATION STATEMENT PURSUANT TO
             SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 58)

                              COLUMBIA ENERGY GROUP
                            (NAME OF SUBJECT COMPANY)


                              COLUMBIA ENERGY GROUP
                      (NAME OF PERSON(S) FILING STATEMENT)

                          COMMON STOCK, PAR VALUE $0.01
                         (TITLE OF CLASS OF SECURITIES)

                                    197648108
                      (CUSIP NUMBER OF CLASS OF SECURITIES)

                              MICHAEL W. O'DONNELL
                SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
                              COLUMBIA ENERGY GROUP
                            13880 DULLES CORNER LANE
                             HERNDON, VIRGINIA 20171
                                 (703) 561-6000
            (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED
                TO RECEIVE NOTICE AND COMMUNICATIONS ON BEHALF OF
                         THE PERSON(S) FILING STATEMENT)

                                    COPY TO:

                             NEIL T. ANDERSON, ESQ.
                               SULLIVAN & CROMWELL
                                125 BROAD STREET
                            NEW YORK, NEW YORK 10004
                                 (212) 558-4000


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         This  Amendment  No.  58  amends  and  supplements  the   Solicitation/
Recommendation  Statement  on  Schedule  14D-9  filed  with the  Securities  and
Exchange  Commission on July 6, 1999, and as subsequently  amended July 6, 1999,
July 9, 1999,  July 12, 1999,  July 15, 1999, July 16, 1999, July 20, 1999, July
22, 1999, July 30, 1999,  August 3, 1999, August 4, 1999, August 5, 1999, August
6, 1999,  August 9, 1999,  August 11, 1999,  August 12,  1999,  August 13, 1999,
August 16, 1999, August 17, 1999, August 19, 1999, August 31, 1999, September 2,
1999,  September 3, 1999,  September 7, 1999,  September 9, 1999,  September 10,
1999,  September 13, 1999, September 14, 1999, September 15, 1999, September 16,
1999,  September 17, 1999, September 20, 1999, September 21, 1999, September 22,
1999,  September 23, 1999, September 24, 1999, September 27, 1999, September 28,
1999,  September 29, 1999, September 30, 1999, October 1, 1999, October 4, 1999,
October 5, 1999, October 6, 1999, October 7, 1999, October 12, 1999, October 13,
1999,  October 14, 1999,  October 18, 1999,  October 25, 1999, October 26, 1999,
October 10, 1999,  November 12, 1999,  November 19, 1999,  December 10, 1999 and
December 21, 1999 (as so amended,  the  "Schedule  14D-9"),  by Columbia  Energy
Group, a Delaware  corporation (the "Company"),  relating to the tender offer by
NiSource  Inc.,  an  Indiana  corporation,  to  purchase  for cash  through  its
wholly-owned subsidiary,  CEG Acquisition Corp., a Delaware corporation,  all of
the  outstanding  common shares,  par value $0.01 per share, of the Company (the
"Offer").  Capitalized  terms  used but not  defined  herein  have  the  meaning
ascribed to them in the Schedule 14D-9.

ITEM 8.  ADDITIONAL INFORMATION TO BE FURNISHED.

         Item 8 is hereby supplemented and amended by adding the following:

         On February 14, 2000,  NiSource  announced that the Offer was not being
extended  past  its  expiration  date of  midnight  (Eastern  Standard  Time) on
February 11, 2000.  On February 14, 2000,  the Company  issued a press  release,
which is attached as Exhibit (a)(44) hereto.








                                    SIGNATURE

         After reasonable  inquiry and to the best of my knowledge and belief, I
certify that the information  set forth in this statement is true,  complete and
correct.


                                            COLUMBIA ENERGY GROUP


                                            By:  /s/ Michael W. O'Donnell
                                               ---------------------------------
                                               Name:  Michael W. O'Donnell
                                               Title:  Senior Vice President and
                                                       Chief Financial Officer


Dated:  February 14, 2000

EX-99.(A)(44)

For Immediate Release                                                  CONTACTS:
February 14, 2000                                          Columbia Energy Group
                                          Thomas L. Hughes (Financial Community)
                                                                    703/561-6001
                                                  R. A. Rankin, Jr. (News Media)
                                                                    703/561-6044
                                                               Kekst and Company
                                                    Michael Freitag (News Media)
                                                                    212/521-4800

COLUMBIA ENERGY GROUP STATEMENT
ON NISOURCE TENDER OFFER WITHDRAWAL

         HERNDON, Va., Feb. 14 -- Columbia Energy Group today issued the
following statement:

         In October 1999, Columbia's board authorized management to explore
strategic alternatives to generate value in excess of that which Columbia's
business plan or NiSource's unsolicited proposal could create. That process
continues and, as Columbia has said before, involves NiSource and other
companies. NiSource has withdrawn its unsolicited tender offer, which the
Columbia board had previously determined was inadequate and not in the best
interests of Columbia shareholders.

         Columbia is considering a variety of possible transactions, including a
merger, reorganization or the disposition of a material amount of stock or
assets. As the company has stated before, there can be no assurance that any
discussions will result in a transaction or other action.

         Columbia Energy Group, based in Herndon, Va., is one of the nation's
leading energy services companies, with assets of approximately $7 billion. Its
operating companies engage in virtually all phases of the natural gas business,
including exploration and production, transmission, storage and distribution, as
well as propane and petroleum product sales, electric power generation and
retail energy marketing. Information about Columbia Energy Group (NYSE:CG) is
available on the Internet at www.columbiaenergygroup.com.


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