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                                                      Registration No. 333-54896
                                                      Rule 424(b)(2)


PROSPECTUS

                               KINDER MORGAN, INC.


                                3,663,095 SHARES

                                  COMMON STOCK

     The selling shareholder identified in this prospectus is offering to sell
up to an aggregate of 3,663,095 shares of common stock of Kinder Morgan, Inc. We
will not receive any of the proceeds from the shareholder's sale of the shares
offered by this prospectus.

     Our common stock trades on the New York Stock Exchange under the symbol
"KMI." The last reported sale price of shares of our common stock on
February 14, 2001, as reported by the New York Stock Exchange, was $55.46
per share.

                                   ----------

     THESE SECURITIES HAVE NOT BEEN APPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAVE THESE ORGANIZATIONS
DETERMINED THAT THIS PROSPECTUS IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.

                                   ----------

               The date of this prospectus is February 15, 2001.



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                                TABLE OF CONTENTS



                                                                                           PAGE
                                                                                           ----
                                                                                        
         Kinder Morgan, Inc..........................................................       1
         Use of Proceeds.............................................................       2
         Selling Shareholder.........................................................       2
         Plan of Distribution........................................................       3
         Legal Matters...............................................................       4
         Experts.....................................................................       4
         Where You Can Find More Information.........................................       5
         Information Regarding Forward-Looking Statements............................       6


                                   ----------

     YOU SHOULD RELY ONLY ON THE INFORMATION CONTAINED IN THIS PROSPECTUS OR TO
WHICH WE HAVE REFERRED YOU. WE HAVE NOT AUTHORIZED ANYONE TO PROVIDE YOU WITH
DIFFERENT INFORMATION. THIS PROSPECTUS MAY ONLY BE USED WHERE IT IS LEGAL TO
SELL THE SHARES. YOU SHOULD NOT ASSUME THAT THE INFORMATION IN OR INCORPORATED
BY REFERENCE IN THIS PROSPECTUS IS ACCURATE AS OF ANY DATE OTHER THAN THE DATE
ON THE FRONT COVER OF THOSE DOCUMENTS. OUR BUSINESS, FINANCIAL CONDITION,
RESULTS OF OPERATIONS AND PROSPECTS MAY HAVE CHANGED SINCE THOSE DATES.



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                               KINDER MORGAN, INC.


     Kinder Morgan, Inc., a Kansas corporation, with its common stock traded on
the New York Stock Exchange under the symbol "KMI", is one of the largest
midstream energy companies in America, operating more than 30,000 miles of
natural gas and products pipelines. It also has significant retail natural gas
distribution and electric generation assets. Kinder Morgan indirectly owns the
general partner interest in Kinder Morgan Energy Partners, L.P., America's
largest pipeline master limited partnership, with its units traded on the New
York Stock Exchange under the symbol "KMP". Kinder Morgan also holds a
significant limited partnership interest in Kinder Morgan Energy Partners, L.P.

     Our principal executive offices are located at One Allen Center, Suite
1000, 500 Dallas Street, Houston, Texas, and our phone number at this address is
(713) 369-9000.



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                                 USE OF PROCEEDS

     Since the shares covered by this prospectus are being sold by the selling
shareholder and not us, we will not receive any proceeds from the sale of shares
under this prospectus.

                               SELLING SHAREHOLDER

     The table below sets forth information relating to the ownership of our
shares by the selling shareholder immediately prior to this offering and after
selling the shares in the offering.




                                   BENEFICIAL OWNERSHIP                          BENEFICIAL OWNERSHIP
                                     BEFORE OFFERING                                AFTER OFFERING
                                --------------------------                      ----------------------
               NAME OF                                           NUMBER OF
         SELLING SHAREHOLDER       SHARES       PERCENTAGE    SHARES OFFERED    SHARES      PERCENTAGE
         -------------------    ------------    ----------    --------------    ------      ----------
                                                                             
         Thermo LLC               3,663,095          *           3,663,095        --             *


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* Less than one percent

     Thermo LLC has agreed to limit its sale or other transfers of shares as
described below:

     In any period commencing at the opening of trading on the New York Stock
Exchange on any Monday (or Tuesday in the event Monday is a trading holiday) and
ending at the close of trading on the immediately succeeding Friday, the selling
shareholder shall be prohibited from transferring or selling shares in excess of
the greater of (i) 200,000 shares or (ii) the average weekly trading volume of
our common stock on the New York Stock Exchange for the two most recently
completed trading weeks prior to the week in which the selling shareholder makes
such transfer or sale.

     Notwithstanding the foregoing, upon request of the selling shareholder and
with our consent, not to be unreasonably withheld, the selling shareholder may
transfer or sell a number of shares greater than permitted by the preceding
paragraph if the transfer or sale is made by means of a block trade at a price
not lower than $.25 less the trading price on the New York Stock Exchange of our
common stock at the time of the selling shareholder's request hereunder.



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                              PLAN OF DISTRIBUTION

     We are registering the shares on behalf of the selling shareholder. We will
bear all costs, expenses and fees in connection with the registration of the
shares. The selling shareholder will bear its respective brokerage commissions
and similar selling expenses, if any, attributable to the sale of its shares.
All or part of the shares may be offered by the selling shareholder from time to
time in transactions on the New York Stock Exchange, at fixed prices that may be
changed, at market prices prevailing at the time of sale, at prices related to
such prevailing market prices or at negotiated prices. The methods by which the
shares may be sold or distributed may include, but not be limited to, the
following:

     o    purchases by a broker or dealer as principal and resale by such broker
          or dealer for its account;

     o    an exchange distribution in accordance with the rules of such
          exchange;

     o    ordinary brokerage transactions and transactions in which the broker
          solicits purchasers;

     o    privately negotiated transactions;

     o    a cross or block trade in which the broker or dealer so engaged will
          attempt to sell the shares as agent, but may position and resell a
          portion of the block as principal to facilitate the transaction;

     o    short sales, short sales against the box, puts and calls and other
          transactions in our securities or derivatives thereof, in connection
          with which the selling shareholder may sell and deliver the shares;

     o    short sales or borrowings, returns and reborrowings of the shares
          pursuant to stock loan agreements to settle short sales;

     o    delivery in connection with the issuance of securities by issuers,
          other than us, that are exchangeable for (whether optional or
          mandatory), or payable in, such shares (whether such securities are
          listed on a national securities exchange or otherwise) or pursuant to
          which such shares may be distributed; and

     o    a combination of such methods of sale or distribution.

     The selling shareholder may also sell such shares in accordance with Rule
144 under the Securities Act.

     In effecting sales, brokers or dealers engaged by the selling shareholder
may arrange for other brokers or dealers to participate. Brokers or dealers may
receive commissions or discounts from the selling shareholder or from the
purchasers in amounts to be negotiated immediately prior to the sale.

     If underwriters are used in the sale, the shares will be acquired by the
underwriters for their own account. The underwriters may resell the shares in
one or more transactions, including negotiated transactions at a fixed public
offering price or at varying prices determined at the time of sale. Any public
offering price and any discounts or concessions allowed or reallowed or paid to
dealers may be changed from time to time. If we are notified that underwriters
are involved, the names of the underwriters, if any, with respect to any such
offering and the terms of the transactions, including any underwriting
discounts, concessions or commissions and other items constituting compensation
of the underwriters and broker-dealers, if any, will be set forth in a
supplement to this prospectus relating to that offering. The obligations of the
underwriters to purchase the shares will be subject to specified conditions, and
the underwriters will be obligated to purchase all of the shares specified in
such supplement if any are purchased.

     This prospectus may also be used by donees of the selling shareholder or
other persons acquiring shares, including brokers who borrow the shares to
settle short sales of common shares, and who wish to offer and sell such shares
under circumstances requiring or making desirable its use. From time to time the
selling shareholder may pledge its shares pursuant to the margin provisions of
its customer agreements with brokers or otherwise. Upon a default by the selling
shareholder, the broker or pledgee may offer and sell the pledged shares from
time to time.




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     The selling shareholder and any broker-dealers who act in connection with
the sale of shares hereunder may be deemed to be "underwriters" as that term is
defined in the Securities Act, and any commissions received by them and any
profit on the resale of the shares as principal might be deemed to be
underwriting discounts and commissions under the Securities Act. We have advised
the selling shareholder that because it may be deemed to be an underwriter, the
anti-manipulative provisions of Regulation M promulgated under the Exchange Act
may apply to its sales.

     We have agreed to indemnify the selling shareholder and its affiliates
against certain liabilities, including liabilities under the Securities Act, or
to contribute to payments they may be required to make in respect thereof. The
selling shareholder has agreed to indemnify us and our affiliates against
certain liabilities, including liabilities under the Securities Act, or to
contribute to payments we and our affiliates may be required to make in respect
thereof based on information supplied to us by the selling shareholder.

                                  LEGAL MATTERS

     The validity of the shares offered under this prospectus has been passed
upon for us by Bracewell & Patterson, L.L.P., Houston, Texas.

                                     EXPERTS

     The financial statements incorporated in this Prospectus by reference to
the Annual Report on Form 10-K for the year ended December 31, 1999 have been so
incorporated in reliance on the report of PricewaterhouseCoopers LLP,
independent accountants, given on the authority of said firm as experts in
auditing and accounting.

     The consolidated financial statements and schedule of Kinder Morgan, Inc.
and subsidiaries as of December 31, 1998 and for each of the two years in the
period ended December 31, 1998, incorporated by reference in this registration
statement by reference to its Annual Report on Form 10-K for the year ended
December 31, 1999, have been audited by Arthur Andersen LLP, independent public
accountants, as indicated in their report with respect thereto, and are
incorporated by reference herein in reliance upon the authority of said firm as
experts in accounting and auditing in giving said report.



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                       WHERE YOU CAN FIND MORE INFORMATION

     We file annual, quarterly and special reports, proxy statements and other
information with the SEC. The SEC allows us to incorporate by reference
information we file with it, which means that we can disclose important
information to you by referring you to those documents. The information
incorporated by reference is an important part of this prospectus, and
information that we file later with the SEC will automatically update and
supersede this information as well as the information included in this
prospectus. We incorporate by reference the following documents:

     o    Our annual report on Form 10-K/A filed May 23, 2000;

     o    Our annual report on Form 10-K for the year ended December 31, 1999;

     o    Our quarterly reports on Form 10-Q for the quarters ended March 31,
          2000, June 30, 2000 and September 30, 2000;

     o    Our current report on Form 8-K filed on February 1, 2001;

     o    Our current report on Form 8-K filed on April 20, 2000;

     o    Our current report on Form 8-K filed on February 23, 2000;

     o    Our current report on Form 8-K/A filed February 7, 2000;

     o    Our current report on Form 8-K filed February 4, 2000;

     o    Our current report on Form 8-K filed January 14, 2000;

     o    The description of the common stock in our registration statement on
          Form 8-A and any amendments or reports filed to update the
          description; and

     o    All documents filed with the SEC under Section 13(a), 13(c), 14 or
          15(d) of the Exchange Act between the date of this prospectus and the
          sale of all of the shares.

     You may read and copy any document we file at the SEC's public reference
rooms located at:

     o    450 Fifth Street, N.W.
          Washington, D.C. 20549

     o    Seven World Trade Center
          New York, New York 10048

     o    Northwest Atrium Center
          500 West Madison Street
          Chicago, Illinois 60661

     Please call the SEC at 1-800-SEC-0330 for further information on the public
reference rooms and their copy charges. Our SEC filings are also available to
the public on the SEC's Web site at http://www.sec.gov and through the New York
Stock Exchange, 20 Broad Street, New York, New York 10005, on which our common
stock is listed.

     We will provide a copy of the filings and any exhibits specifically
incorporated by reference in these filings at no cost, upon request directed to
us at the following address and telephone number:

          Kinder Morgan, Inc.
          One Allen Center, Suite 1000
          500 Dallas Street
          Houston, Texas 77002
          (713) 369-9000



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                INFORMATION REGARDING FORWARD-LOOKING STATEMENTS

     This prospectus and the documents incorporated in this prospectus by
reference include forward-looking statements within the meaning of Section 27A
of the Securities Act and Section 21E of the Exchange Act. These forward-looking
statements are identified as any statement that does not relate strictly to
historical or current facts. They use words such as "anticipate," "believe,"
"intend," "plan," "projection," "forecast," "strategy," "position," "continue,"
"estimate," "expect," "may," "will," or the negative of those terms or other
variations of them or by comparable terminology. In particular, statements,
express or implied, concerning future operating results or the ability to
generate sales, income or cash flow are forward-looking statements.
Forward-looking statements are not guarantees of performance. They involve
risks, uncertainties and assumptions. The future results of our operations may
differ materially from those expressed in these forward-looking statements. Many
of the factors that will determine these results are beyond our ability to
control or predict. Specific factors which could cause actual results to differ
from those in the forward-looking statements include:

     o    our ability and Kinder Morgan Energy Partners' ability to integrate
          any acquired operations into our existing operations;

     o    we may be unable to adapt to changes in the competitive environment in
          the natural gas and electric industries and, in particular, to
          anticipate increased competition in the Chicago natural gas market
          from Canadian pipeline operators;

     o    changes in laws or regulations, third party relations and approvals,
          decisions of courts, regulators and governmental bodies may adversely
          affect our business or ability to compete;

     o    our indebtedness could make us vulnerable to general adverse economic
          and industry conditions, limit our ability to borrow additional funds,
          place Kinder Morgan at a competitive disadvantage compared to its
          competitors that have less debt or have other adverse consequences;

     o    commodity risk in the natural gas processing business;

     o    weather risks for our local distribution companies, intrastate and
          interstate pipelines;

     o    other risks and uncertainties as may be detailed from time to time in
          our public announcements and SEC filings;

     o    price trends and overall demand for natural gas liquids, refined
          petroleum products, carbon dioxide, and coal in the United States.
          Economic activity, weather, alternative energy sources, conservation
          and technological advances may affect price trends and demand;

     o    if the Federal Energy Regulatory Commission or the California Public
          Utilities Commission changes the tariff rates applicable to Kinder
          Morgan Energy Partners' pipelines;

     o    if railroads experience difficulties or delays in delivering products
          to Kinder Morgan Energy Partners' bulk terminals;

     o    our ability and Kinder Morgan Energy Partners' ability to successfully
          identify and close strategic acquisitions and make cost saving changes
          in operations; and

     o    shut-downs or cutbacks at major refineries, petrochemical plants,
          utilities, military bases or other businesses that use Kinder Morgan
          Energy Partners' services.

     You should not put undue reliance on any forward-looking statements.



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     In addition, Kinder Morgan Energy Partners' classification as a partnership
for federal income tax purposes means that generally it does not pay federal
income taxes on its net income. Kinder Morgan Energy Partners does, however, pay
taxes on the net income of subsidiaries that are corporations. Kinder Morgan
Energy Partners relies on a legal opinion from its counsel, and not a ruling
from the IRS, as to its proper classification for federal income tax purposes.
If Kinder Morgan Energy Partners were to be classified as a corporation for tax
purposes, its tax payment would decrease the amount of cash available for
distribution to its partners, including Kinder Morgan G.P., thus limiting the
ability of Kinder Morgan G.P. to make distributions to us.



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