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Exhibit 99.1
(WGL HOLDINGS LOGO)
         
FOR IMMEDIATE RELEASE
  CONTACTS:    
February 2, 2011
       
 
  News Media    
 
  Ruben Rodriguez   (202) 624-6620
 
       
 
  Financial Community    
 
  Douglas Bonawitz   (202) 624-6129
WGL Holdings, Inc. Reports First Quarter Fiscal Year 2011 Earnings;
Raises Fiscal Year 2011 Guidance
    Consolidated earnings per share — $1.28 per share vs. $0.94 per share for the comparative quarter of the prior year
 
    Consolidated non-GAAP operating earnings — $1.02 per share vs. $1.01 per share for the comparative quarter of the prior year
 
    Earnings Guidance for Fiscal Year 2011 raised to a range of $2.33 to $2.45 on a Consolidated GAAP operating earnings basis and $1.97 to $2.09 on a non-GAAP operating earnings basis
Consolidated Results
WGL Holdings, Inc. (NYSE: WGL), the parent company of Washington Gas Light Company (Washington Gas) and other energy-related subsidiaries, today reported net income determined in accordance with generally accepted accounting principles in the United States of America (GAAP) for the quarter ended December 31, 2010, of $65.2 million, or $1.28 per share, compared to net income of $47.6 million, or $0.94 per share, reported for the quarter ended December 31, 2009.
Financial performance is also evaluated based on non-GAAP operating earnings (loss). Non-GAAP operating earnings (loss) excludes the effects of: (i) unrealized mark-to-market gains (losses) on energy-related derivatives; (ii) certain gains and losses associated with optimizing the utility segment’s system capacity assets and (iii) certain unusual transactions. Refer to “Use of Non-GAAP Operating Earnings (Loss)” and supporting reconciliations attached to this news release for a detailed discussion of management’s use of this non-GAAP financial measure, as well as reconciliations of net income determined in accordance with GAAP to non-GAAP operating earnings (loss) for both our consolidated and segment results.
For the quarter ended December 31, 2010, our non-GAAP operating earnings were $52.2 million, or $1.02 per share, compared to non-GAAP operating earnings of $50.8 million, or $1.01 per share, for the same quarter of the prior fiscal year.

 


 

“We are pleased to report first quarter operating earnings are slightly ahead of last year and better than anticipated in our initial annual guidance,” said Terry D. McCallister, Chairman and Chief Executive Officer of WGL Holdings. “Our region continued to provide utility customer growth and our strategic plans to grow the non-utility businesses are promising. In addition, earlier this week we filed for new rates in Washington Gas’ Virginia jurisdiction to allow recovery of higher operating costs and increased plant investments since our last rate settlement in 2007. We are proud of our record of safety, reliability, exceptional customer service and shareholder returns and the fundamental prospects of our businesses are very strong.”
First Quarter Results by Business Segment
Regulated Utility Segment
For the quarter ended December 31, 2010, our regulated utility segment reported net income of $40.7 million, or $0.80 per share, compared to net income of $40.7 million, or $0.81 per share, reported for the first quarter of the prior fiscal year. After adjustments, non-GAAP operating earnings for the regulated utility segment were $44.3 million, or $0.87 per share, for the quarter ended December 31, 2010, compared to non-GAAP operating earnings of $43.9 million, or $0.87 per share, for the same quarter of the prior fiscal year. For the first quarter of fiscal year 2011, non-GAAP operating earnings reflects: (i) higher revenues from an increase of more than 9,600 average active customer meters over the prior period; (ii) favorable effects of changes in natural gas consumption patterns; (iii) an increase in realized margins associated with our asset optimization program and (iv) a decrease in recurring Business Process Outsourcing (BPO) costs. Partially offsetting these favorable variances were a decrease in the recovery of storage gas inventory carrying costs reflecting lower average inventory values and higher employee benefit expense due to changes in pension and retiree medical plan valuation assumptions.
Retail Energy-Marketing Segment
For the quarter ended December 31, 2010, the retail energy-marketing segment reported net income of $24.8 million, or $0.49 per share, an increase of $17.3 million, or $0.34 per share, over net income of $7.5 million, or $0.15 per share, reported for the first quarter of the prior fiscal year. Non-GAAP operating earnings for the retail energy-marketing segment were $6.7 million, or $0.13 per share, for the first quarter ended December 31, 2010, compared to non-GAAP operating earnings of $7.5 million, or $0.15 per share, for the same quarter of the prior fiscal year. The differences between GAAP net income and non-GAAP operating earnings are due to adjustments to eliminate unrealized mark-to-market gains and losses attributable to certain wholesale energy supply and retail sales contracts. The decrease in non-GAAP operating earnings primarily reflects lower realized natural gas margins and higher operating expenses partially offset by higher realized electricity margins. Declines in natural gas sales margins are attributed to favorable spreads between retail prices and storage withdrawals in the prior year, partially offset by higher gas sales volumes driven by 11,300 additional natural gas retail customers, colder weather in the current year and increased sales to wholesale customers. Operating expenses were higher due to increased marketing initiatives (both mass market and large commercial) and higher labor costs. Electric sales margins were higher due to higher electric sales associated with customer growth. Total electric customers increased by 44,500, or 36%, over the same quarter of the prior year. In addition, electricity unit margins were higher in the current quarter, generally reflecting a different pattern of quarterly unit margin recognition in the current fiscal year versus the prior year. The pattern of quarterly margin recognition varies from year to year.

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Design-Build Energy Systems Segment
For the quarter ended December 31, 2010, the design-build energy systems segment reported net income of $0.1 million, compared to a net loss of ($0.2) million, or ($0.01) per share, reported for the first quarter of the prior fiscal year. The increase in earnings is due to the commencement of project work for government agency customers that was delayed in the prior year. Operating expenses were also higher due to higher labor expense associated with expansion plans. There were no non-GAAP adjustments for this segment for either period.
Other Non-Utility Investments
For the quarter ended December 31, 2010, contributions from our other non-utility investments, after adjustments for non–GAAP items, increased by $1.5 million, or $0.02 per share from the prior year, principally due to Capitol Energy Ventures (CEV), our non-utility wholesale energy company that engages in acquiring and optimizing natural gas storage and transportation assets.
Earnings Outlook
We are raising our GAAP earnings estimate for the fiscal year 2011 in a range of $2.33 to $2.45 per share. This estimate includes projected fiscal year 2011 earnings from our regulated utility segment in a range of $1.52 to $1.58 per share and projected fiscal year 2011 earnings from our unregulated business segments in a range of $0.81 per share to $0.87 per share.
We are also raising our consolidated earnings estimate for fiscal year 2011 based on non-GAAP operating earnings in a range of $1.97 per share to $2.09 per share. This estimate includes projected fiscal year 2011 non-GAAP operating earnings from our regulated utility segment in a range of $1.54 per share to $1.60 per share, and projected fiscal year 2011 non-GAAP operating earnings from our unregulated business segments in a range of $0.43 per share to $0.49 per share. Refer to the “Reconciliation of GAAP Earnings Guidance to Non-GAAP Earnings Guidance” attached to this news release for a reconciliation of our GAAP earnings per share estimate to our estimate based on non-GAAP operating earnings per share.
We assume no obligation to update this guidance. The absence of any statement by us in the future should not be presumed to represent an affirmation of this earnings guidance. For the assumptions underlying this guidance, please refer to the slides accompanying our webcast that will be posted to the WGL Holdings website, www.wglholdings.com.
Other Information
We will hold a conference call at 10:30 a.m. Eastern time on February 3, 2011, to discuss our first quarter financial results for fiscal year 2011. The live conference call will be available to the public via a link located on the WGL Holdings website, www.wglholdings.com. To hear the live webcast, click on the “Webcast” link located on the home page of the referenced site. The webcast and related slides will be archived on the WGL Holdings website through March 3, 2011.
Headquartered in Washington, D.C., WGL Holdings has three operating segments: (i) the regulated utility segment which primarily consists of Washington Gas, a natural gas utility that serves over one million customers throughout metropolitan Washington, D.C., and the surrounding region; (ii) the retail-energy marketing segment, which consists of Washington Gas Energy Services, Inc., a third-party marketer that competitively sells natural gas and electricity and (iii) the design-build energy systems segment, which consists of Washington Gas Energy Systems, Inc., a provider of design-build energy efficiency solutions to government and commercial clients. Additional information about WGL Holdings is available on our website, www.wglholdings.com.

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Unless otherwise noted, earnings per share amounts are presented on a diluted basis, and are based on weighted average common and common equivalent shares outstanding.
Please see the attached comparative statements for additional information on our operating results. Also attached to this news release are reconciliations of net income determined in accordance with GAAP to non-GAAP operating earnings (loss) for both our consolidated and segment results as well as reconciliations of our GAAP earnings guidance to our non-GAAP earnings guidance.
Forward-Looking Statements
This news release and other statements by us include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the outlook for earnings, revenues and other future financial business performance or strategies and expectations. Forward-looking statements are typically identified by words such as, but not limited to, “estimates,” “expects,” “anticipates,” “intends,” “believes,” “plans,” and similar expressions, or future or conditional verbs such as “will,” “should,” “would,” and “could.” Although we believe such forward-looking statements are based on reasonable assumptions, we cannot give assurance that every objective will be achieved. Forward-looking statements speak only as of today, and we assume no duty to update them. Factors that could cause actual results to differ materially from those expressed or implied include, but are not limited to, general economic conditions and the factors discussed under the “Risk Factors” heading in our most recent annual report on Form 10-K and other documents we have filed with, or furnished to, the U.S. Securities and Exchange Commission.

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WGL Holdings, Inc.
Consolidated Balance Sheets

(Unaudited)
                 
 
    December 31,   September 30,
(In thousands)   2010   2010
 
ASSETS
               
Property, Plant and Equipment
               
At original cost
  $ 3,398,096     $ 3,383,364  
Accumulated depreciation and amortization
    (1,040,483 )     (1,037,156 )
 
Net property, plant and equipment
    2,357,613       2,346,208  
 
 
               
Current Assets
               
Cash and cash equivalents
    16,624       8,849  
Accounts receivable, net
    629,124       298,212  
Storage gas—at cost (first-in, first-out)
    210,828       242,223  
Other
    168,451       167,981  
 
Total current assets
    1,025,027       717,265  
 
Deferred Charges and Other Assets
    645,618       580,421  
 
Total Assets
  $ 4,028,258     $ 3,643,894  
 
 
               
CAPITALIZATION AND LIABILITIES
               
Capitalization
               
Common shareholders’ equity
  $ 1,201,658     $ 1,153,395  
Washington Gas Light Company preferred stock
    28,173       28,173  
Long-term debt
    637,857       592,875  
 
Total capitalization
    1,867,688       1,774,443  
 
 
               
Current Liabilities
               
Notes payable and current maturities of long-term debt
    150,305       130,515  
Accounts payable and other accrued liabilities
    355,974       225,362  
Other
    281,030       188,174  
 
Total current liabilities
    787,309       544,051  
 
Deferred Credits
    1,373,261       1,325,400  
 
Total Capitalization and Liabilities
  $ 4,028,258     $ 3,643,894  
 

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WGL Holdings, Inc.
Consolidated Statements of Income

(Unaudited)
                 
 
    Three Months Ended
    December 31,
(In thousands, except per share data)   2010   2009
 
OPERATING REVENUES
               
Utility
  $ 409,294     $ 390,532  
Non-utility
    386,580       336,891  
 
Total Operating Revenues
    795,874       727,423  
 
 
               
OPERATING EXPENSES
               
Utility cost of gas
    208,620       197,277  
Non-utility cost of energy-related sales
    328,793       313,205  
Operation and maintenance
    77,568       73,516  
Depreciation and amortization
    22,644       24,163  
General taxes and other assessments
    40,472       31,420  
 
Total Operating Expenses
    678,097       639,581  
 
 
               
OPERATING INCOME
    117,777       87,842  
Other Income (Expenses)—Net
    888       369  
Interest Expense
               
Interest on long-term debt
    9,774       9,895  
AFUDC and other—net
    172       (138 )
 
Total Interest Expense
    9,946       9,757  
 
INCOME BEFORE INCOME TAXES
    108,719       78,454  
INCOME TAX EXPENSE
    43,157       30,483  
 
NET INCOME BEFORE PREFERRED STOCK DIVIDENDS
    65,562       47,971  
Dividends on Washington Gas preferred stock
    330       330  
 
 
               
NET INCOME APPLICABLE TO COMMON STOCK
  $ 65,232     $ 47,641  
 
 
AVERAGE COMMON SHARES OUTSTANDING
               
Basic
    51,067       50,241  
Diluted
    51,143       50,429  
 
 
EARNINGS PER AVERAGE COMMON SHARE
               
Basic
  $ 1.28     $ 0.95  
Diluted
  $ 1.28     $ 0.94  
 
 
Net Income (Loss) Applicable To Common Stock—By Segment ($000):
Regulated utility
  $ 40,684     $ 40,696  
 
 
               
Non-utility operations:
               
Retail energy-marketing
    24,819       7,507  
Design-build energy systems
    114       (212 )
Other activities
    (385 )     (350 )
 
Total non-utility
    24,548       6,945  
 
NET INCOME APPLICABLE TO COMMON STOCK
  $ 65,232     $ 47,641  
 

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WGL Holdings, Inc.
Consolidated Financial and Operating Statistics

(Unaudited)
                 
FINANCIAL STATISTICS
               
 
    Twelve Months Ended December 31,  
    2010     2009  
 
Closing Market Price — end of period
  $ 35.77     $ 33.54  
52-Week Market Price Range
  $ 40.00-$31.00     $ 35.52-$28.59  
Price Earnings Ratio
    14.3       14.8  
Annualized Dividends Per Share
  $ 1.51     $ 1.47  
Dividend Yield
    4.2 %     4.4 %
Return on Average Common Equity
    10.9 %     10.2 %
Total Interest Coverage (times)
    6.2       5.3  
Book Value Per Share — end of period
  $ 23.51     $ 22.41  
Common Shares Outstanding — end of period (thousands)
    51,113       50,290  
 
                                 
UTILITY GAS STATISTICS
                             
 
    Three Months Ended   Twelve Months Ended
    December 31,   December 31,
(In thousands)   2010   2009   2010   2009
 
Operating Revenues
                               
Gas Sold and Delivered
                               
Residential — Firm
  $ 271,438     $ 263,891     $ 872,335     $ 893,632  
Commercial and Industrial — Firm
    65,216       56,408       202,019       222,477  
Commercial and Industrial — Interruptible
    782       1,398       3,188       3,766  
Electric Generation
    275       275       1,100       1,100  
 
 
    337,711       321,972       1,078,642       1,120,975  
 
Gas Delivered for Others
                               
Firm
    47,320       47,045       161,227       151,929  
Interruptible
    14,897       12,334       49,678       46,710  
Electric Generation
    70       48       511       330  
 
 
    62,287       59,427       211,416       198,969  
 
 
    399,998       381,399       1,290,058       1,319,944  
Other
    9,296       9,133       26,491       29,196  
 
Total
  $ 409,294     $ 390,532     $ 1,316,549     $ 1,349,140  
 
                                 
 
    Three Months Ended   Twelve Months Ended
    December 31,   December 31,
(In thousands of therms)   2010   2009   2010   2009
 
Gas Sales and Deliveries
                               
Gas Sold and Delivered
                               
Residential — Firm
    238,172       216,751       683,778       678,579  
Commercial and Industrial — Firm
    63,039       53,197       180,376       188,986  
Commercial and Industrial — Interruptible
    792       1,451       2,989       3,610  
 
 
    302,003       271,399       867,143       871,175  
 
Gas Delivered for Others
                               
Firm
    166,813       158,900       489,011       473,244  
Interruptible
    86,329       77,547       276,606       272,868  
Electric Generation
    16,311       11,132       178,175       90,428  
 
 
    269,453       247,579       943,792       836,540  
 
Total
    571,456       518,978       1,810,935       1,707,715  
 
 
                               
WASHINGTON GAS ENERGY SERVICES
                               
 
Natural Gas Sales
                               
Therm Sales (thousands of therms)
    216,521       176,975       632,865       614,862  
Number of Customers (end of period)
    169,400       158,100       169,400       158,100  
 
Electricity Sales
                               
Electricity Sales (thousands of kWh)
    2,446,455       1,873,383       9,849,274       6,297,353  
Number of Accounts (end of period)
    168,300       123,800       168,300       123,800  
 
UTILITY GAS PURCHASED EXPENSE
(excluding asset optimization)
    67.58 ¢     70.24 ¢     74.06 ¢     78.59 ¢
 
HEATING DEGREE DAYS
                               
 
Actual
    1,505       1,431       3,911       4,115  
Normal
    1,346       1,347       3,764       3,774  
Percent Colder than Normal
    11.8 %     6.2 %     3.9 %     9.0 %
 
Average Active Customer Meters
    1,079,141       1,069,533       1,077,594       1,068,908  
 

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WGL HOLDINGS, INC.
USE OF NON-GAAP OPERATING EARNINGS (LOSS)

(Unaudited)
The attached reconciliations are provided to clearly identify adjustments made to net income calculated in accordance with GAAP to derive non-GAAP operating earnings (loss). Management believes non-GAAP operating earnings (loss) provides a more meaningful representation of our earnings from ongoing operations by adjusting for the effects of: (i) unrealized mark-to-market gains and losses from energy-related derivatives; (ii) certain gains and losses associated with optimizing the utility segment’s capacity assets and (iii) certain unusual transactions. This presentation facilitates analysis by providing a consistent and comparable measure to help management, investors and analysts better understand and evaluate our operating results and performance trends, and assist in analyzing period-to-period comparisons. Additionally, we use this non-GAAP measure to report to the board of directors and to evaluate management’s performance.
The economic substance underlying our adjustments to calculate non-GAAP operating earnings (loss) is as follows:
    We exclude unrealized mark-to-market adjustments for our energy-related derivatives to provide a more transparent and accurate view of the ongoing financial results of our operations. For our regulated utility segment, we use derivatives to substantially lock-in a future profit. This profit does not change even though the unrealized fair value of the underlying derivatives may change period-to-period, until settlement. For our retail energy-marketing segment, we use derivatives to lock-in a price for energy supplies to match future retail sales commitments. These derivatives are subject to mark-to-market treatment, while most of the corresponding retail sales contracts are not. With the exception of certain transactions related to the optimization of system capacity assets, as discussed below, when these derivatives settle the economic impact is reflected in our non-GAAP operating results, as we are only removing the interim unrealized mark-to-market amounts that are ultimately reversed when the derivatives are settled.
 
    We adjust for certain gains and losses associated with the optimization of the regulated utility segment’s capacity assets. Transactions to optimize our system storage capacity assets are structured to lock-in a profit that is recognized, for regulatory purposes, as the natural gas is delivered to end-use customers. These transactions may result in gains and losses that consist of: (i) the settlement of physical and financial derivatives related to the management of our storage inventory and (ii) lower-of-cost or market adjustments from the difference between the cost of physical inventory compared to the amount realized through rates when the inventory is ultimately delivered to customers. In our GAAP results, due to timing differences between when the physical and financial transactions settle, and when the natural gas is sold to the end-use customer, gains and losses associated with our storage optimization strategy may be spread across different reporting periods. For purposes of calculating non-GAAP operating earnings (loss), gains and losses associated with these transactions are included in the reporting period when the gas is delivered to the end-use customer and the ultimate profit is realized for regulatory purposes. In addition, losses incurred to terminate long-term contracts affecting transportation capacity optimization margins of future periods are included in the reporting period when the transportation capacity optimization margins earned as a result of the termination are realized. These adjustments reflect a better matching between the economic costs and benefits of the overall optimization strategy.
 
      We also exclude valuation adjustments to the carrying value of non-system natural gas storage inventory. This inventory is held solely to support asset optimization transactions. Valuation adjustments to reflect lower-of-cost or market under current accounting standards may not be representative of the margins that will be realized and shared with our utility ratepayers. Non-GAAP earnings reflect actual margins realized based on the unadjusted historical cost in storage when inventory is withdrawn and sold.
 
    We exclude certain unusual transactions that may be the result of regulatory or legal decisions, or items that we may deem outside of the ordinary course of business.
There are limits in using non-GAAP operating earnings (loss) to analyze our results, as they are not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies. In addition, using non-GAAP operating earnings (loss) per share to analyze our earnings may have limited value as it excludes certain items that may have a material impact on our reported financial results. We compensate for these limitations by providing investors with the attached reconciliations to net income, the most directly comparable GAAP financial measure.

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WGL HOLDINGS, INC. (Consolidating by Segment)
RECONCILIATION OF GAAP NET INCOME (LOSS) TO
NON-GAAP OPERATING EARNINGS (LOSS)

(Unaudited)
 
Three Months Ended December 31, 2010
                    Design-Build        
    Regulated   Retail Energy-   Energy   Other    
(In thousands, except per share data)   Utility   Marketing   Systems   Activities*   Consolidated
 
GAAP net income (loss)
  $ 40,684     $ 24,819     $ 114     $ (385 )   $ 65,232  
Adjusted for (items shown after-tax):
                                       
Unrealized mark-to-market loss (gain) on energy-related derivatives (a)
    5,930       (18,126 )           1,529       (10,667 )
Storage optimization program (b)
    (1,720 )                       (1,720 )
Amortization of derivative contract termination (c)
    (429 )                       (429 )
Weather derivative products (d)
    (182 )                       (182 )
 
Non-GAAP operating earnings
  $ 44,283     $ 6,693     $ 114     $ 1,144     $ 52,234  
 
GAAP diluted earnings per average common share (51,143 shares)
  $ 0.80     $ 0.49     $     $ (0.01 )   $ 1.28  
Per share effect of non-GAAP adjustments
    0.07       (0.36 )           0.03       (0.26 )
 
Non-GAAP operating earnings per share
  $ 0.87     $ 0.13     $     $ 0.02     $ 1.02  
 
                                         
Three Months Ended December 31, 2009
                    Design-Build        
    Regulated   Retail Energy-   Energy   Other    
(In thousands, except per share data)   Utility   Marketing   Systems   Activities*   Consolidated
 
GAAP net income (loss)
  $ 40,696     $ 7,507     $ (212 )   $ (350 )   $ 47,641  
Adjusted for (items shown after-tax):
                                       
Unrealized mark-to-market loss (gain) on energy-related derivatives (a)
    2,409       (38 )                 2,371  
Storage optimization program (b)
    385                         385  
Amortization of derivative contract termination (c)
    (385 )                       (385 )
Weather derivative products (d)
    786                         786  
 
Non-GAAP operating earnings (loss)
  $ 43,891     $ 7,469     $ (212 )   $ (350 )   $ 50,798  
 
GAAP diluted earnings (loss) per average common share (50,429 shares)
  $ 0.81     $ 0.15     $ (0.01 )   $ (0.01 )   $ 0.94  
Per share effect of non-GAAP adjustments
    0.06                   0.01       0.07  
 
Non-GAAP operating earnings (loss) per share
  $ 0.87     $ 0.15     $ (0.01 )   $     $ 1.01  
 
*   Other Activities for fiscal year 2011 include the results of Capitol Energy Ventures and include non-GAAP adjustments for net unrealized losses on energy related derivatives. Per share amounts for “Other Activities” may include adjustments for rounding.
 
    (Footnote references are described on the following page)

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WGL HOLDINGS, INC. (Consolidated by Quarter)
RECONCILIATION OF GAAP NET INCOME (LOSS) TO
NON-GAAP OPERATING EARNINGS (LOSS)

(Unaudited)
                                         
Fiscal Year 2011
    Quarterly Period Ended (e)
(In thousands, except per share data)   Dec. 31   Mar. 31   Jun. 30   Sept. 30   Fiscal Year
 
GAAP net income
  $ 65,232                             $ 65,232  
Adjusted for (items shown after-tax):
                                       
Unrealized mark-to-market gain on energy-related derivatives (a)
    (10,667 )                             (10,667 )
Storage optimization program (b)
    (1,720 )                             (1,720 )
Amortization of derivative contract termination (c)
    (429 )                             (429 )
Weather derivative products (d)
    (182 )                             (182 )
 
Non-GAAP operating earnings
  $ 52,234                             $ 52,234  
 
Diluted average common shares outstanding
    51,143                               51,143  
 
GAAP diluted earnings per average common share
  $ 1.28                             $ 1.28  
Per share effect of non-GAAP adjustments
    (0.26 )                             (0.26 )
 
Non-GAAP operating earnings per share
  $ 1.02                             $ 1.02  
 
 
Fiscal Year 2010
    Quarterly Period Ended (e)
(In thousands, except per share data)   Dec. 31   Mar. 31   Jun. 30   Sept. 30   Fiscal Year
 
GAAP net income
  $ 47,641                             $ 47,641  
Adjusted for (items shown after-tax):
                                       
Unrealized mark-to-market loss on energy-related derivatives (a)
    2,371                               2,371  
Storage optimization program (b)
    385                               385  
Amortization of derivative contract termination (c)
    (385 )                             (385 )
Weather derivative products (d)
    786                               786  
 
Non-GAAP operating earnings
  $ 50,798                             $ 50,798  
 
Diluted average common shares outstanding
    50,429                               50,429  
 
GAAP diluted earnings per average common share
  $ 0.94                             $ 0.94  
Per share effect of non-GAAP adjustments
    0.07                               0.07  
 
Non-GAAP operating earnings per share
  $ 1.01                             $ 1.01  
 
Footnotes
 
(a)   Represents the change in the unrealized mark-to-market positions of our energy-related derivatives that were recorded to income during the period. For the regulated utility segment, to the extent that our unrealized mark-to-market gains and losses are not shared with customers, these amounts are recorded directly to income. All unrealized mark-to-market gains and losses for the retail energy-marketing segment and to Capitol Energy Ventures in the other activities segment are recorded directly to income.
 
(b)   Adjustments to shift the timing of storage optimization margins from the periods recognized for GAAP purposes to the periods in which such margins are recognized for regulatory sharing purposes. In addition, lower-of-cost-or-market adjustments related to system and non-system storage optimization are eliminated for non-GAAP reporting, since the margins will be recognized for regulatory purposes when the withdrawals are made at the unadjusted historical cost of storage inventory.
 
(c)   During the fourth quarter of fiscal year 2009, Washington Gas terminated a long-term energy-related derivative contract related to its transportation capacity optimization and recognized an associated loss of $3.9 million for GAAP purposes. For non-GAAP purposes, this loss was recognized during fiscal year 2010 and in future periods to be matched against the margins earned in the quarters that would have been constrained if the contract had not been terminated.
 
(d)   Represents weather derivatives that are recorded at fair value rather than being valued based on actual variations from normal weather. Thus, any portion of recorded fair value that is not directly offset by an increase/decrease in revenue due to weather is excluded for non-GAAP purposes.
 
(e)   Quarterly earnings per share may not sum to year-to-date or annual earnings per share as quarterly calculations are based on weighted average common and common equivalent shares outstanding, which may vary for each of those periods.

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WGL HOLDINGS, INC.
RECONCILIATION OF GAAP EARNINGS GUIDANCE TO
NON-GAAP EARNINGS GUIDANCE
FISCAL YEAR ENDING SEPTEMBER 30, 2011
                 
Consolidated
    Low   High
 
GAAP Earnings Per Share Guidance Range
  $ 2.33     $ 2.45  
Adjusted for:
               
Unrealized mark-to-market gain on energy-related derivatives (a)
    (0.30 )     (0.30 )
Storage optimization program (b)
    (0.04 )     (0.04 )
Amortization of derivative contract termination (c)
    (0.02 )     (0.02 )
 
Non-GAAP Operating Earnings Per Share Guidance Range
  $ 1.97     $ 2.09  
 
                 
Regulated Utility Segment
    Low   High
 
GAAP Earnings Per Share Guidance Range
  $ 1.52     $ 1.58  
Adjusted for:
               
Unrealized mark-to-market loss on energy-related derivatives (a)
    0.08       0.08  
Storage optimization program (b)
    (0.04 )     (0.04 )
Amortization of derivative contract termination (c)
    (0.02 )     (0.02 )
 
Non-GAAP Operating Earnings Per Share Guidance Range
  $ 1.54     $ 1.60  
 
                 
Unregulated Business Segments
    Low   High
 
GAAP Earnings Per Share Guidance Range
  $ 0.81     $ 0.87  
Adjusted for:
               
Unrealized mark-to-market gain on energy-related derivatives (a)
    (0.38 )     (0.38 )
 
Non-GAAP Operating Earnings Per Share Guidance Range
  $ 0.43     $ 0.49  
 
Footnotes:
 
(a)   Represents the estimated reversal of certain of our existing unrealized mark-to-market positions related to our energy derivatives that will be recorded to income during fiscal year 2011. For the regulated utility segment, to the extent that our unrealized mark-to-market gains and losses are not shared with customers, these amounts are recorded directly to income. All unrealized mark-to-market gains and losses for the retail-energy marketing segment and to Capitol Energy Ventures in the other activities segment are recorded directly to income.
 
(b)   Adjustment relates to the current period settlement of physical and financial derivatives resulting from the optimization of the regulated utility segment’s system storage capacity assets.
 
(c)   During the fourth quarter of fiscal year 2009, Washington Gas terminated a long-term energy-related derivative contract related to its transportation capacity optimization and recognized an associated loss of $3.9 million for GAAP purposes. For non-GAAP purposes, this loss is being recognized in fiscal year 2011 and in future periods to be matched against the margins earned in the quarters that would have been constrained if the contract had not been terminated.

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