DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report – April 28, 2016

(Date of earliest event reported)

QUESTAR CORPORATION

(Exact name of registrant as specified in its charter)

Utah	001-08796	87-0407509
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

333 South State Street, P.O. Box 45433, Salt Lake City, Utah 84145-0433

(Address of principal executive offices)

Registrant's telephone number, including area code (801) 324-5900

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
x	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

2016 1st Quarter Earnings Teleconference

On April 28, 2016, Questar Corporation held a teleconference reporting financial results for 1st quarter 2016. The script of that teleconference and the referenced presentation slides are incorporated herein by reference as Exhibit 99.1 as Exhibit 99.2 respectively.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Exhibit
99.1	Questar Corporation's 1st Quarter 2016 Earnings Teleconference
99.2	Questar Corporation 1st Quarter 2016 Earnings Presentation

Additional Information and Where to Find It

This communication does not constitute a solicitation of any vote or approval. In connection with the proposed merger of Questar Corporation and a subsidiary of Dominion Resources, Inc., Questar filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”) on April 5, 2016 and intends to file other relevant materials with the SEC. QUESTAR CORPORATION. (QUESTAR) URGES INVESTORS AND SECURITY HOLDERS TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION about Dominion Resources, Inc. (Dominion), Questar and the proposed merger. Investors and security holders may obtain a free copy of these materials and other documents filed by Questar with the SEC free of charge at the SEC’s website, www.sec.gov. In addition, a copy of Questar’s proxy statement may be obtained free of charge from Questar Corporation, Corporate Secretary, 333 South State Street, P.O. Box 45433 Salt Lake City, Utah 84145. Investors and security holders may also read and copy any reports, statements and other information filed by Questar with the SEC, at the SEC public reference room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC’s website for further information on its public reference room.

Participants in the Merger Solicitation

Questar, Dominion, and their respective directors, executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Questar’s directors and executive officers is available in its proxy statement filed with the SEC on April 17, 2015, in connection with its 2015 annual meeting of stockholders, and information regarding Dominion’s directors and executive officers is available in its proxy statement filed with the SEC on March 23, 2015, in connection with its 2015 annual meeting of stockholders. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC when they become available.

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SIGNATURE

Pursuant to the requirements 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.

	QUESTAR CORPORATION (Registrant)
April 28, 2016	/s/ Kevin W. Hadlock
	Kevin W. Hadlock Executive Vice President and Chief Financial Officer

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List of Exhibits:

Exhibit No.	Exhibit
99.1	Questar Corporation's 1st Quarter 2016 Earnings Teleconference
99.2	Questar Corporation 1st Quarter 2016 Earnings Presentation

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EX-99.1

Exhibit 99.1

Event ID: 137471438953

Event Name: Q1 2016 Questar Corp Earnings Call

Event Date: 2016-04-28T13:30:00 UTC

C: Kevin Hadlock;Questar Corporation;EVP & CFO

C: Ron Jibson;Questar Corporation;Chairman, President & CEO

C: Micheal Dunn;Questar Corporation;EVP & President, Questar Pipeline

C: Brady Rasmussen;Questar Corporation;EVP & COO, Wexpro

P: Chris Sighinolfi;Jefferies;Analyst

P: Operator;;

+++ presentation

Operator^ Good morning, my name is Karina and I will be your conference operator today. At this time I would like to welcome everyone to the Questar first-quarter 2016 earnings release conference call.

(Operator Instructions)

Mr. Kevin Hadlock, you may begin your conference.

Kevin Hadlock^ Thank you, Karina. Good morning everyone and thank you for joining us for Questar's first-quarter 2016 earnings conference call.

I am Kevin Hadlock, Questar's Chief Financial Officer. With me today is Ron Jibson, Chairman President and CEO of Questar Corporation. In addition, I am joined by Craig Wagstaff from Questar Gas, Brady Rasmussen from Wexpro and Micheal Dunn from Questar Pipeline.

During this call we will be referring to our first-quarter 2016 earnings presentation that can be found on our website at www.Questar.com.

Moving to slide 2. Before we begin let me remind you that we will be making forward-looking statements during our call today and actual results could differ from our estimates for a variety of reasons that we described in our SEC filing. Also this call references non-GAAP financial measures. Our slides in the appendix of the presentation provide reconciliations to these measures.

Let's begin with a review of the first quarter on slide 4. Yesterday we reported first quarter 2016 adjusted earnings of $87.5 million, up 3% compared to net income of $84.6 million during the same period in 2015. On an adjusted earnings per share basis we reported $0.50 per diluted share, which was 4% higher when compared to our first-quarter 2015 earnings per share.

Adjusted EBITDA was $208.1 million in the first quarter, an increase of 2% compared to the same period last year. Excluding energy efficiency program costs, consolidated O&M and G&A expense was down 5% compared to the same period last year. Capital investment for the first three months of 2016 was $68.5 million compared to $77.5 million in the first three months of 2015.

Turning to slide 5. As I mentioned, we saw that a $2.9 million increase in earnings in the first quarter compared to the prior year. We will discuss each Company's performance as we go.

Moving to slide 6. Questar Gas, our local gas-distribution utility, showed and $9.8 million increase in gross margin during the first quarter of 2016 to $151 million. Adjusted EBITDA grew by $7.9 million, driven by a strong 2.1% customer growth rate.

Net income grew to $47.6 million compared to $43.8 million in the same period last year. Questar Gas's capital investment in the first quarter was $59.1 million, an increase of $4.7 million compared to the first quarter of 2015.

Turning to slide 7. Wexpro, our natural gas development and production company, reported adjusted EBITDA of $65.5 million in the first-quarter 2016, down $1.8 million or about 3% compared to the same period in 2015. Net income was down $1.5 million to $26.2 million, a decrease of 5% from the first quarter of 2015.

This is primarily the result of lower average investment base for the first quarter compared to the first quarter last year. Wexpro had capital investments of $4.2 million in the first quarter of 2016 compared to last year's $10.2 million for the same period.

Moving to slide 8. Revenue at Questar Pipeline, our intrastate natural gas pipeline and storage business, was down $3.9 million in the first quarter of 2016 compared to the same quarter last year. During the quarter, Questar Pipeline delivered net income of $14.2 million, up $300,000 or 2% compared to the first quarter of 2015. Capital investment at Questar Pipeline in the first quarter of 2016 was $6.6 million, which was $2.1 million lower than the prior year.

Moving to slide 9. With regard to cost, Questar's adjusted operating and maintenance costs in the first quarter of 2016 were down $3.5 million compared to the same period last year. General and administrative expenses were up $200,000 compared to the first quarter of 2015.

Production and other taxes were $2.1 million lower, driven by lower natural gas prices and production volumes at Wexpro. Depreciation in the first quarter of 2016 was up $1.6 million compared to the same period last year due to higher capital spending at Questar Gas. Consolidated interest expense was relatively flat in the first quarter of 2016.

Turning to slide 10. For the first three months of 2016, the Company generated operating cash flow before working capital changes of $134.9 million, a decrease of 4% compared to the first three months of 2015. At the end of the first quarter, Questar had net available liquidity of $541.9 million with $541.5 million of unused commercial paper capacity.

With that let me turn the time over to Ron to discuss operations and Questar's outlook.

Ron Jibson^ Well, thank you, Kevin, for that summary. And good morning everyone and thank you for joining us on the call. We had an exciting and successful first quarter for 2016.

Earnings were in line with our expectations and we have made good progress on the merger with Dominion Resources. Additionally just last week the American Gas Association recognized Questar Pipeline with the 2015 safety achievement award for experiencing the lowest motor vehicle accident rate in their line of business. While the low natural gas price environment continues to present some challenges, our employees have performed well and risen to the occasion.

Before we discuss our outlook for the remainder of the year, I'd like to provide an update on the progress of the transaction with Dominion Resources on slide 12. As we have mentioned before, we are excited about the potential Dominion brings for growth and economic development to the West. Like Questar, Dominion is an exemplary company and corporate citizen.

We believe that the combination will provide long-term benefits to our customers, communities and employees. On February 23, the Federal Trade Commission granted early termination of the 30-day waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.

In early March, Questar and Dominion filed merger applications with the Public Service Commissions of Utah and Wyoming. Notice of the proposed merger was also provided to the Idaho Public Utilities Commission. Hearings on the proposed merger are expected to occur later this year in August and September.

As many of you are aware, the closing of the transaction requires shareholder approval. Questar has scheduled a special shareholder meeting for Thursday, May 12 in order to vote on the proposed merger. After all required approvals are received the merger closing could occur sometime during the third or fourth quarter of this year.

Turning to slide 13. Questar's return on equity continues to be industry-leading. For the 12 months ended March 31, we delivered a consolidated adjusted return on equity of 17.1%. This superior return is supported by Wexpro which provided an adjusted ROE of 14.9%. Questar Pipeline's return on equity was 10.9% and on a financial basis, Questar Gas delivered an ROE of 10.5%.

Moving to slide 14 and our full-year outlook. We are pleased with our first-quarter performance in 2016. Our employees continue to work hard to control costs while improving both efficiency and effectiveness. Strong customer growth at Questar Gas coupled with the ongoing infrastructure-replacement program support long-term earnings and rate base growth at the utility.

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While we see commodity markets continuing to present a challenge in the foreseeable future, we also see the continuation of strong economic development in the state of Utah. Over the last 12 months, Questar Gas increased by almost 21,000 customers, a notable growth rate of 2.1%. In the coming months we anticipate that the utility will add its 1 millionth customer.

In addition to the success at Questar Gas we are optimistic that catalysts such as third-party cost-of-service arrangements afford a promising outlook for Questar's long-term growth and performance. While sustained weak commodity prices may limit near-term development and growth opportunities at Wexpro and Questar Pipeline, we reiterate our initial 2016 earnings guidance of $1.25 to $1.35 per share, excluding costs associated with the merger. For the full year we expect to spend approximately $375 million of capital and earn a consolidated return on equity between 15% to 18%.

Concluding on slide 15. I want to emphasize Questar's unique strengths. Our integrated operations span the entire natural gas value chain from “wellhead to burner tip.” Our constructive regulatory relationships produce appropriate risk-adjusted returns. Our strong credit ratings and credit metrics reflect the strength of our balance sheet.

The stability of our cash flow provides capital to fund growth initiatives and support our growing dividend which has increased 44 times in the last 44 years. Dominion Resources recognizes the value of these unique strengths and we look forward to combining with them. Their size and financial resources expand Questar's potential for future opportunities.

With that we would be happy to take your questions and we will turn it back to Karina.

+++ q-and-a

Operator^ (Operator Instructions) Chris Sighinolfi, Jefferies.

Chris Sighinolfi^ Hey, Ron, how are you? And congratulations on yesterday's announcement regarding your retirement.

Ron Jibson^ Well, thank you.

Chris Sighinolfi^ Pending retirement.

Ron Jibson^ Yes, that's true. Pending.

Chris Sighinolfi^ Still some work to do. I was just curious on a couple of smaller things.

There was -- maybe this is a question for Kevin. There was kind of a sizable change in the working capital first quarter this year versus last, and I was just wondering if there was a particular thing that drove that?

Kevin Hadlock^ Yes, sure, Chris. Within Questar Gas because we had a warmer than normal winter, we are a bit over-collected in our gas-balancing account.

That will reverse itself as we go through and adjust rates in the normal course. So just a bit over-collected and carrying higher customer balances from that gas-balancing account.

Chris Sighinolfi^ Okay, perfect. And then I was curious, obviously we've had lots of different visions for Southern Trails over the last couple of years and I saw in last night's release you guys reiterated the idea of pursuing the sale of that pipe. So just kind of two questions related to that.

One, how should we think about that process progressing and then if you're unlikely to find a buyer at a suitable price, what happens with Southern Trails? Is there I think you had been rolling sort of short-term gas contracts on it. Is that just the expectation that we would continue to see that effort and a sale process as being sort of in the background as a continued effort or would we think about some other avenue for that asset?

Ron Jibson^ Yes, Chris, I appreciate the questions. And we will ask Micheal Dunn if he'll update us on that.

Micheal Dunn^ Good morning, Chris. We're still in the process to execute a sale of Southern Trails and we plan to do that by the end the second quarter as the current goal today.

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And for your second question, if we're unable to execute a sale that we deem appropriate, we'll continue to operate the asset as a gas pipeline as we're required to by the FERC. But then we'll re-evaluate what options that we have there.

And continued operation of the pipeline is one. Obviously continuing to pursue a sale is another as this is a non-core asset, we believe, to Questar Corp. And then obviously we could evaluate whether we decided to shut down the pipeline ultimately, but obviously the first two options are something that we would consider first.

Chris Sighinolfi^ Okay. Thanks. And I think my final question, Ron, you had talked in obviously quarters past and years past around natural gas hydrocarbon reserve, procurement purchase and then development for third-party partners.

I was just curious how the conversations have been around any sort of asset purchase? Natural gas prices obviously remain very low but it seems like at least in our discussions with clients there's a growing conviction around perhaps some strengthening in price given the lack of investment by much of the upstream universe. And so I just didn't know what that led to in terms of bid/ask spreads when it came to acquiring further assets on that front?

Ron Jibson^ Great question, Chris. And we are continuing to stay focused on those initiatives, certainly, and we see those for the long-term impacts with Wexpro. I will ask Brady if he will give us an update on where we're at on some of that.

Brady Rasmussen^ Good morning, Chris. Yes, the margins have been tough and a lot of the companies out there in distress don't have great assets as we've been looking at.

But we're not too far away from if gas prices strengthen a little bit there's going to be some opportunities, especially in our core areas I believe. So we're still keeping in touch with all of those other producers for opportunities and just waiting for the right time and opportunity.

Chris Sighinolfi^ Okay, but you think strengthening gas price will actually convince those who have assets of quality to part with them?

Brady Rasmussen^ Yes, just because of the margins that are involved in those. There tends to be no positive cash flow margins with a lot of those properties. It's hard to assign a value to that and justify buying that within a cost-of-service program and making that work for another end-user.

So we’ll see if they'll strengthen there should be a lot more opportunity to do that. We need a little better prices, though, to make those things happen.

Chris Sighinolfi^ Okay, understood. Well, thanks a lot for the time this morning guys. I appreciate it.

Ron Jibson^ Thank you, Chris as always. We appreciate you.

Operator^ (Operator Instructions) There are no further questions at this time.

Ron Jibson^ All right. We again thank you very much for joining us this morning for our quarter call and we look forward to visiting with you in the future and we appreciate your support this morning. Thank you.

Operator^ This concludes today's call. You may now disconnect.

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EX-99.2

First Quarter 2016 Earnings Release April 28, 2016 1 Questar Corporation A Rockies-based integrated natural gas company offering growth and high returns Making lives better by developing and delivering essential energy

This presentation contains forward-looking statements within the meaning of the federal securities laws. Such statements are based on management's current expectations, estimates and projections, which are subject to a wide range of uncertainties and business risks. Factors that could cause actual results to differ from those anticipated are discussed in the company's periodic filings with the Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2015. Questar undertakes no obligation to publicly correct or update the forward-looking statements in this presentation to reflect future events or circumstances. All such statements are expressly qualified by this cautionary statement. Notes and caution regarding forward-looking statements 2

KEVIN HADLOCK Executive Vice President & Chief Financial Officer Questar Corporation 3

Q1 2016 Financial Summary 4 ▪ Reported Q1 2016 adjusted earnings of $87.5 million compared to Q1 2015 net income of $84.6 million(1) ▪ Adjusted earnings of $0.50 per diluted share in Q1 2016 compared to $0.48 per diluted share in Q1 2015(1) ▪ Adjusted EBITDA for Q1 2016 totaled $208.1 million, up 2% compared to Q1 2015(2) ▪ Excluding energy efficiency program costs, consolidated O&M and G&A expense for Q1 2016 was down $3.3 million, or 5% compared to Q1 2015(2) ▪ Capital investment for the first three months of 2016 was $68.5 million, a decrease of 12% compared to the first three months of 2015 (3) (1) Excludes costs associated with the merger (2) See appendix (3) Q1 2015 capital spending included $11.4 million acquisition of Eagle Mountain City’ gas distribution assets

Net Income (Loss) 5 $ millions (except earnings per share) Q1 2016 Q1 2015 Change Questar Gas $47.6 $43.8 $3.8 Wexpro 26.2 27.7 (1.5) Questar Pipeline 14.2 13.9 0.3 Corporate and other (0.5) (0.8) 0.3 Adjusted Earnings $87.5 $84.6 $2.9 Dominion merger charges (Corp) (9.0) - (9.0) Net Income $78.5 $84.6 (6.1) Adjusted earnings per diluted share $0.50 $0.48 $0.02 Earnings per diluted share $0.45 $0.48 ($0.03) Weighted-average diluted shares 176.1 176.5 (0.4)

 Q1 2016 gross margin was up $9.8 million or 7% versus Q1 2015  Q1 2016 net income of $47.6 million, an increase of 9% compared to Q1 2015  Capital investment for Q1 2016 was $59.1 million, compared to $54.4 million in Q1 2015 (2) Questar Gas Results 6 $ millions Q1 2016 Q1 2015 $ Change % Change Gross margin $151.0 $141.2 $9.8 7% Adjusted EBITDA (1) 99.1 91.2 7.9 9% Net Income 47.6 43.8 3.8 9% Capital investment 59.1 54.4 4.7 9% (1) See appendix (2) Q1 2015 capital spending included $11.4 million acquisition of Eagle Mountain City’ gas distribution assets

Wexpro Results 7 $ millions Q1 2016 Q1 2015 $ Change % Change Adjusted EBITDA(1) $65.5 $67.3 ($1.8) (3%) Net Income 26.2 27.7 (1.5) (5%) TTM average investment base 626.0 660.3 (34.3) (5%) Q1 average investment base 633.1 640.2 (7.1) (1%) Capital investment 4.2 10.2 (6.0) (59%)  Q1 2016 Adjusted EBITDA was $65.5 million, down $1.8 million or 3% versus Q1 2015  Q1 2016 Net Income was $26.2 million down 5% compared to Q1 2015 net income of $27.7 million  Capital investment for Q1 2016 was $4.2 million compared to $10.2 million in Q1 2015 (1) See appendix

Questar Pipeline Results 8 $ millions Q1 2016 Q1 2015 $ Change % Change Revenue $62.3 $66.2 ($3.9) (6%) Adjusted EBITDA(1) 42.1 42.5 (0.4) (1%) Net income 14.2 13.9 0.3 2% Capital investment 6.6 8.7 (2.1) (24%)  Q1 2016 revenue was down $3.9 million or 6% versus Q1 2015  Q1 2016 net income was $14.2 million, an increase of 2% compared to Q1 2015  Capital investment for Q1 2016 was $6.6 million compared to $8.7 million in Q1 2015 (1) See appendix

Other Consolidated Financial Metrics 9 $ millions Q1 2016 Q1 2015 $ Change % Change Adjusted operating and maintenance(1) $38.9 $42.4 ($3.5) (8%) General and administrative 29.6 29.4 0.2 1% Production and other taxes 11.7 13.8 (2.1) (15%) Depreciation, depletion and amortization 55.9 54.3 1.6 3% Interest expense 15.8 15.9 (0.1) (1%)  Adjusted operating and maintenance costs were down $3.5 million compared to the prior year  General and administrative costs were relatively flat compared to Q1 2015  Production and other taxes were down $2.1 million due to lower gas prices and volumes at Wexpro  Depreciation, depletion and amortization was up $1.6 million  Interest expense stayed relatively flat in Q1 2016 compared to Q1 2015 (1) See appendix

10 ▪ Cash Flow (1) - Cash flow for the three months ended March 31, 2016 totaled $134.9 million, a decrease of 4% compared to the three months ended March 31, 2015 ▪ Liquidity -At the end of the first quarter 2016, Questar had net available liquidity of $541.9 million with $541.5 million of unused commercial paper capacity (1) Cash flow from operations before changes in working capital; See appendix Cash Flow and Liquidity

RON JIBSON Chairman, President & Chief Executive Officer Questar Corporation 11

Dominion Merger Update 12 ▪ On February 23, 2016 the Federal Trade Commission granted early termination of the 30-day waiting period under the Hart- Scott-Rodino Act with regards to the Merger ▪ On March 3, 2016 Questar and the Parent jointly filed merger applications with the Public Service Commission of Utah and Wyoming Public Service Commission and provided notice of the proposed Merger to the Idaho Public Utilities Commission ▪ Utah and Wyoming Public Service Commission hearings are expected to occur during the third quarter of this year ▪ A shareholder vote on the proposed merger is schedule for May 12, 2016

TTM Adjusted Return on Equity (1) 13 10.5% 14.9% 10.9% 17.1% 0.0% 2.0% 4.0% 6.0% 8.0% 10.0% 12.0% 14.0% 16.0% 18.0% Questar Gas Wexpro Questar Pipeline Consolidated (1) Return on average equity (on a financial basis) for twelve months ended March 31, 2016. Excludes costs associated with the merger

FY 2016 Forecast 14 Projection Adjusted Earnings per Diluted Share(1) $1.25 - $1.35 Capital Spending $375 million Adjusted Consolidated Return on Equity 15% - 18% (1) Excludes costs associated with the merger

STRATEGY SIGNIFICANT CASH FLOW SUPERIOR PERFORMANCE PRUDENT RISK MANAGEMENT What Makes Questar Unique? 15 DIVIDENDS  Create value across entire natural gas chain (wellhead to burner tip)  Regulated business model with superior risk-adjusted returns  Take advantage of unique growth opportunities  17.1% adjusted consolidated ROE for the 12 months ended March 31, 2016  Unique cost-of-service development model  Constructive regulatory relationship underpins fair treatment  High customer satisfaction levels and low-cost, low-risk culture  Wexpro and Questar Pipeline contributing strong cash flow  Significant cash flow supports dividend and provides capital to fund growth initiatives  Dividends increased 44 times in past 44 years  Strong balance sheet, ample liquidity, supportable dividend payout

APPENDIX 16

Questar Fact Sheet 17 CORPORATE DATA Ticker symbol and stock exchange: STR-NYSE At April 27th, 2016 Average daily trading volume (3 mos.): 2,992,540 shares Closing Price: $25.11 52-week price range: $18.02- $25.35 Annual dividend: $0.88 per share At March 31, 2016 Avg. diluted common shares: 176.1 million Total assets: $4.2 billion Book value per share: $7.76 Net income (TTM): $202.6 million Employees: 1,759 Credit ratings: ANALYST CONTACT: Tony Ivins VP, Investor Relations & Corporate Treasurer 801-324-5218 Investor.Relations@Questar.com ADDRESS: 333 South State Street P.O. Box 45433 Salt Lake City, UT 84145-0433 WEB SITE: www.Questar.com Moody’s S&P Long-term debt QGC A2 A QPC A3 A Commercial paper STR P1 A1 Capitalization: ($ in millions) Total debt $1,452.4 52% Common equity $1,360.7 48% $2,813.1 100%

$ in millions Questar Consolidated Questar Gas Wexpro Questar Pipeline Corporate and other Net income (loss) $84.6 $43.8 $27.7 $13.9 ($0.8) Interest expense 15.9 7.1 - 6.6 2.2 Income taxes 48.8 26.8 14.4 8.0 (0.4) Depreciation, depletion and amortization 54.3 13.5 25.2 14.0 1.6 Adjusted EBITDA $203.6 $91.2 $67.3 $42.5 $2.6 Q1 Non-GAAP Financial Measures 18 Management defines Adjusted EBITDA as net income (loss) before interest expense, income taxes, depreciation, depletion and amortization, net gain or loss from asset sales, abandonments and impairments, and other special items. Management believes Adjusted EBITDA is an important measure of Questar’s financial performance and a key measure for comparing results to other companies. The following table reconciles Questar’s net income (loss) to Adjusted EBITDA for the three months ended March 31, 2016: $ in millions Questar Consolidated Questar Gas Wexpro Questar Pipeline Corporate and other Net income (loss) $78.5 $47.6 $26.2 $14.2 ($9.5) Interest expense 15.8 7.7 0.1 6.2 1.8 Income taxes 43.4 29.1 13.3 8.3 (7.3) Depreciation, depletion and amortization 55.9 14.7 25.7 13.7 1.8 Net (gain) from asset sales (0.3) - - (0.3) - Abandonment and impairment 0.2 - 0.2 - - Merger costs 14.6 - - - 14.6 Adjusted EBITDA $208.1 $99.1 $65.5 $42.1 $1.4 The following table reconciles Questar’s net income (loss) to Adjusted EBITDA for the three months ended March 31, 2015:

Q1 Non-GAAP Financial Measures (Cont.) 19 Management believes consolidated operating and maintenance expense excluding energy efficiency program costs is a useful measure to assess Questar’s operational performance because energy efficiency program costs are offset by equivalent changes in the program’s cost-recovery revenues. The following table reconciles Questar’s adjusted operating and maintenance expense to GAAP operating and maintenance expense for the three months ended March 31, 2016 and 2015: $ in millions 3 months ended March 31, 2016 2015 Adjusted operating and maintenance expense $38.9 $42.4 Energy efficiency program costs 11.5 9.9 GAAP operating and maintenance expense $50.4 $52.3 $ in millions 3 months ended March 31, 2016 2015 Adjusted operating and maintenance expense $38.9 $42.4 General and administrative expenses 29.6 29.4 Adjusted combined O&M and G&A expense 68.5 71.8 Energy efficiency program costs 11.5 9.9 GAAP combined O&M and G&A expense $80.0 $81.7 The following table reconcilesQuestar’s adjusted combined O&M and G&A expense to GAAP combined O&M and G&A expense for the three months ended March 31, 2016 and 2015:

Q1 Non-GAAP Financial Measures (Cont.) 20 Management believes cash flow from operations before changes in operating assets and liabilities is an important measure of Questar’s operating cash flows that excludes the volatility associated with changes in operating assets and liabilities. The following table reconcilesQuestar’s cash flow from operations before changes in operating assets and liabilities to GAAP net cash provided by operating activities for the three months ended March 31, 2016 and 2015: 3 months ended March 31, 2016 2015 Cash flow from operations before changes in operating assets and liabilities $134.9 $140.8 Changes in operating assets and liabilities 198.1 82.6 Net cash provided by operating activities $333.0 $223.4