8-K

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 (Date of earliest event reported) May 30, 2003

Piedmont Natural Gas Company, Inc.

(Exact name of registrant as specified in its charter)

North Carolina	1-6196	56-0556998
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

1915 Rexford Road, Charlotte, North Carolina	28211
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, Including Area Code (704) 364-3120

(Former Name or Former Address, if Changed Since Last Report.)

Page 1 of 2 pages

Item 5. Other Events

On February 28, 2003, Piedmont Natural Gas Company issued a Press Release to report that John E. Simkins is retiring from the Board of Directors after 37 years of service. His retirement will become effective in July. There are no disagreements with Piedmont on any matter relating to our operations, policies or practices. A copy of the Press Release is attached as an exhibit to this Form 8-K.

Item 7. Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release – Piedmont Reports John Simkins Retires from Piedmont Natural Gas Board
99.2	News Release – Piedmont Reports Second Quarter Results

Item 12. Results of Operations and Financial Condition

On February 28, 2003, Piedmont issued a Press Release to report second quarter results for the quarter ended April 30, 2003. A copy of the Press Release is attached as an exhibit to this Form 8-K.

SIGNATURES

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 hereunto duly authorized.

	Piedmont Natural Gas Company, Inc. (Registrant)
	By	/s/ Barry L. Guy
		Barry L. Guy
		Vice President and Controller
		(Principal Accounting Officer)
Date   May 30, 2003

Page 2 of 2 pages

EX-99.1 3 g83215exv99w1.htm PRESS RELEASE-PIEDMONT REPORTS JOHN SIMKINS

Exhibit No. 99.1

PRESS
RELEASE

Date:	May 30, 2003
Contact:	Stephen Conner	or	Headen Thomas
Telephone:	704/731-4205		704/731-4438

JOHN SIMKINS RETIRES FROM PIEDMONT NATURAL GAS BOARD

CHARLOTTE, NC – At its regularly scheduled quarterly meeting today, the Board of Directors of Piedmont Natural Gas announced the retirement of John E. Simkins from the Board after thirty-seven years of service to the 52-year-old company. Mr. Simkins, a native of Spartanburg, South Carolina and resident of Baltimore, Maryland, joined the Company’s Board in 1966 and will celebrate his 65th birthday next month. His retirement will become effective in July.

“Over my 37 years with Piedmont, I have been witness to the workings of a most remarkable firm, one that has been and remains strong because of great people. We have weathered some difficult times, but have also had many victories, including bringing in significant new territories in Tennessee and in the Carolinas and in expanding the non-utility business. I not only feel privileged to have been a part of this history, but very proud as well,” commented Simkins in a letter to Company President and CEO Thomas E. Skains and to the Board. “Piedmont has been, and is, fueled by vision, the highest business integrity, and its mission to serve the customers in its service territories. I leave Piedmont with an enduring admiration and respect for the caring, hard-working and dedicated employees of The Best Company, bar none.”

Upon Mr. Simkins’ retirement announcement, Mr. Skains remarked, “Seldom does a publicly owned corporation experience the dedication of, and enjoy the benefits from, a Board member that has helped guide it through nearly 40 years of its existence. John has demonstrated unmatched integrity, focus and vigilance for the good of the Company’s shareholders, customers and employees. We owe him our deepest gratitude, and best wishes.”

Piedmont Natural Gas is an energy services company primarily engaged in the distribution of natural gas to 740,000 residential, commercial and industrial customers in North Carolina, South Carolina and Tennessee. The Charlotte-based company is the second-largest natural gas utility in the Southeast. Piedmont is also invested in a number of non-utility, energy-related businesses including companies involved in unregulated retail natural gas and propane marketing, and interstate and intrastate natural gas storage and transportation. More information about Piedmont Natural Gas is available on the Internet at www.piedmontng.com .

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EX-99.2 4 g83215exv99w2.htm PRESS RELEASE-PIEDMONT REPORTS 2ND QUARTER RESULTS

Exhibit 99.2

PRESS
RELEASE

Date:	May 30, 2003
Contact:	Stephen Conner	or	Headen Thomas
Telephone:	704/731-4205		704/731-4438

PIEDMONT REPORTS SECOND QUARTER RESULTS

CHARLOTTE, NC – Charlotte-based Piedmont Natural Gas (NYSE:PNY) announced financial results for its second fiscal quarter ended April 30, 2003. As previously reported, beginning with its 2003 fiscal first quarter, the Company changed the way it records revenues and cost of gas related to volumes delivered but not yet billed. Recording unbilled revenues changes the timing of revenue recognition and resulted in increased earnings of $.53 per share in the first quarter and decreased earnings of $.35 per share in the second quarter of fiscal year 2003. For the quarter, the Company reported net income of $31.0 million and $.93 diluted earnings per share, compared with $41.8 million and $1.27 for the same period in 2002. For the twelve months ended April 30, 2003, net income was $68.2 million and diluted earnings per share were $2.05, compared with net income of $58.3 million and diluted earnings per share of $1.79 for the prior twelve-month period. It is estimated that the effect of recording unbilled revenues will be a decrease in earnings in the third quarter and an increase in earnings in the fourth quarter, with the net effect for the fiscal year ending October 31, 2003, of a one-time, non-recurring increase in earnings per share of $.17.

System throughput in the second quarter totaled 42.9 million dekatherms, which was reduced by 7.4 million dekatherms due to the effect of delivered but not yet billed volumes, compared with throughput of 43.7 million dekatherms for the previous year’s quarter. Operations and maintenance expenses increased from the prior–year quarter due to the costs of acquiring and integrating North Carolina Natural Gas Corporation (NCNG), a natural gas distribution subsidiary of Progress Energy, and higher payroll, pension, benefits and insurance costs.

Other income was $6.4 million for the quarter, compared with $8.6 million for the second quarter of the prior year. The Company’s interest in SouthStar Energy Services LLC, which is primarily engaged in the unregulated retail gas market in Georgia, contributed $3.5 million to net income, or $.11 per share, in the second quarter, compared with $6.8 million, or $.21 per share, in the second quarter of the prior year. SouthStar’s operating results for the current quarter reflect a reduction in margin in the competitive Georgia market compared with the second quarter of the prior year. Two other joint ventures, Pine Needle LNG and Cardinal Pipeline, contributed combined earnings per share of $.02 in the second quarter, the same as in the second quarter of the prior year. Operating results from the Company’s interest in Heritage Propane benefited from colder weather during the quarter and continued expense control, with earnings per share of $.05 in the second quarter, compared with $.03 in the second quarter of 2002.

Dividend Declared

At the Company’s regular quarterly meeting of its Board of Directors held today, a quarterly dividend on Common Stock of 41.5 cents per share was declared, payable July 15, 2003, to holders of record at the close of business on June 24, 2003.

Earnings Guidance for 2003

Management reaffirms diluted earnings per share guidance for the fiscal year ending October 31, 2003, of between $2.22 and $2.32, including the one-time, non-recurring effect of recording revenues for volumes delivered but not yet billed. This earnings guidance includes the positive impact of new customer billing rates in North Carolina and South Carolina effective November 1, 2002, and the estimated dilutive

impact of integrating NCNG into Piedmont during fiscal year 2003. The proposed $425 million purchase of NCNG and Progress Energy’s 50% investment in Eastern North Carolina Natural Gas Company remains on track and is expected to be accretive to earnings in fiscal year 2004, the first full year following the close of the transaction. The acquisition requires approvals from the North Carolina Utilities Commission and the Securities and Exchange Commission (SEC).

Forward-Looking Statement

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to risks and uncertainties, including, but not limited to, regulatory issues, allowed rates of return, rate structures, deregulation, unanticipated impacts of regulatory restructuring, the availability and cost of natural gas, competition in the energy industry, customer growth in our service areas, results of financing efforts, economic and capital market conditions, changes in the availability and cost of natural gas, changes in weather conditions, potential loss of large-volume industrial customers to alternate fuels or to bypass or the shift to special competitive contracts, our ability to meet internal performance goals, changes in environmental regulations and cost of compliance, the capital-intensive nature of our business, and risks associated with earnings from our equity investments. We give no assurances that those expectations will be achieved. Forward-looking statements reflect our current expectations only as of the date they are made and we assume no duty to update these statements should expectations change. More information about the risks and uncertainties relating to these forward-looking statements may be found in Piedmont’s SEC filings, which are available on the SEC’s website at http://www.sec.gov.

Conference Call

In conjunction with the second quarter earnings release, you are invited to listen to the conference call that will be broadcast live over the Internet on Monday, June 2, 2003, at 2:30 p.m. Eastern Daylight Time, hosted by President and Chief Executive Officer Thomas E. Skains. Simply log on to the web at www.piedmontng.com and click on Investor Relations, then on Presentations. The conference call will be archived on the Presentations page of the website within the Investor Relations section.

Piedmont Natural Gas Summary of Operations
(in thousands except per share amounts)

		April 30
						% Increase
		2003		2002		(Decrease)
Three Months Ended		(Unaudited)
Operating Revenues		$	407,774	$	293,865		39	%
Cost of Gas			297,760		175,297		70	%
Margin			110,014		118,568		-7	%
Operations and Maintenance Expenses			37,881		32,579		16	%
Depreciation			15,309		14,253		7	%
General Taxes			6,367		7,127		-11	%
Utility Income Taxes			15,865		21,497		-26	%
Operating Income			34,592		43,112		-20	%
Other Income (Expense), net			6,369		8,578		-26	%
Utility Interest Charges			9,961		9,845		1	%
Net Income		$	31,000	$	41,845		-26	%
Average Shares of Common Stock:
	Basic		33,333		32,689		2	%
	Diluted		33,444		32,861		2	%

Earnings Per Share of Common Stock:
	Basic	$	0.93		$	1.28			-27	%
	Diluted	$	0.93		$	1.27			-27	%
System Throughput – Dekatherms			42,860			43,723			-2	%
Gas Customers Billed in April			736			704			5	%
System Average Degree Days – Actual			1,228			1,185			4	%
System Average Degree Days – Normal			1,265			1,273			-1	%
Percent Normal Degree Days			97	%		93	%		4	%
		April 30
								% Increase
		2003			2002			(Decrease)
Six Months Ended		(Unaudited)
Operating Revenues		$	901,265		$	582,622			55	%
Cost of Gas			629,557			340,852			85	%
Margin			271,708			241,770			12	%
Operations and Maintenance Expenses			76,376			66,288			15	%
Depreciation			30,559			28,349			8	%
General Taxes			12,747			12,382			3	%
Utility Income Taxes			51,779			45,034			15	%
Operating Income			100,247			89,717			12	%
Other Income (Expense), net			9,046			13,347			-32	%
Utility Interest Charges			20,297			20,049			1	%
Net Income		$	88,996		$	83,015			7	%
Average Shares of Common Stock:
	Basic		33,258			32,624			2	%
	Diluted		33,372			32,796			2	%
Earnings Per Share of Common Stock:
	Basic	$	2.68		$	2.54			6	%
	Diluted	$	2.67		$	2.53			6	%
System Throughput – Dekatherms			106,449			85,275			25	%
Gas Customers Billed in April			736			704			5	%
System Average Degree Days – Actual			3,381			2,711			25	%
System Average Degree Days – Normal			3,236			3,248			0	%
Percent Normal Degree Days			104	%		83	%		25	%
		April 30
								% Increase
		2003			2002			(Decrease)
Twelve Months Ended		(Unaudited)
Operating Revenues		$	1,150,670		$	814,893			41	%
Cost of Gas			784,939			483,376			62	%
Margin			365,731			331,517			10	%
Operations and Maintenance Expenses			143,514			132,257			9	%
Depreciation			59,803			54,857			9	%
General Taxes			24,228			25,183			-4	%
Utility Income Taxes			37,772			30,727			23	%
Operating Income			100,414			88,493			13	%
Other Income (Expense), net			8,021			9,061			-11	%
Utility Interest Charges			40,237			39,225			3	%
Net Income		$	68,198		$	58,329			17	%
Average Shares of Common Stock:
	Basic		33,078			32,464			2	%
	Diluted		33,223			32,668			2	%

Earnings Per Share of Common Stock:
	Basic	$	2.06		$	1.80		14	%
	Diluted	$	2.05		$	1.79		15	%
System Throughput – Dekatherms			147,301			124,257		19	%
Gas Customers Billed in April			736			704		5	%
System Average Degree Days – Actual			3,674			3,019		22	%
System Average Degree Days – Normal			3,529			3,534		0	%
Percent Normal Degree Days			104	%		85	%	22	%

Other Income includes net income resulting from the Company’s investments in the following non-utility activities (in thousands):

			SouthStar
			Energy		Cardinal		Pine Needle
	Propane		Services		Pipeline		LNG
	(Unaudited)
Three Months Ended April 30, 2003	$	1,605	$	3,532	$	255	$	560
Six Months Ended April 30, 2003		2,394		4,229		495		1,129
Twelve Months Ended April 30, 2003		494		2,627		1,008		2,352
Three Months Ended April 30, 2002	$	871	$	6,766	$	231	$	477
Six Months Ended April 30, 2002		918		10,464		459		1,079
Twelve Months Ended April 30, 2002		98		4,791		964		2,359

Piedmont Natural Gas is an energy services company primarily engaged in the distribution of natural gas to 740,000 residential, commercial and industrial customers in North Carolina, South Carolina and Tennessee. The Charlotte-based company is the second-largest natural gas utility in the Southeast. Piedmont is also invested in a number of non-utility, energy-related businesses including companies involved in unregulated retail natural gas and propane marketing, and interstate and intrastate natural gas storage and transportation. More information about Piedmont Natural Gas is available on the Internet at www.piedmontng.com .

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EX-99.1

PRESS RELEASE-PIEDMONT REPORTS JOHN SIMKINS

EX-99.2

PRESS RELEASE-PIEDMONT REPORTS 2ND QUARTER RESULTS