UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 10-Q

(Mark One)

þ		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-4874

 

Colorado Interstate Gas Company

(Exact Name of Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization)		84-0173305 (I.R.S. Employer Identification No.)
El Paso Building 1001 Louisiana Street Houston, Texas (Address of Principal Executive Offices)		77002 (Zip Code)

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

     Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o		Accelerated filer o		Non-accelerated filer þ (Do not check if a smaller reporting company)		Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

 

 

COLORADO INTERSTATE GAS COMPANY

TABLE OF CONTENTS

Caption			Page
PART I — Financial Information
Item 1.	Financial Statements			1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations			8
Item 3.	Quantitative and Qualitative Disclosures About Market Risk			11
Item 4.	Controls and Procedures			11
PART II — Other Information
Item 1.	Legal Proceedings			12
Item 1A.	Risk Factors			12
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds			12
Item 3.	Defaults Upon Senior Securities			12
Item 4.	(Removed and Reserved)			12
Item 5.	Other Information			12
Item 6.	Exhibits			13
	Signatures			14
EX-3.A
EX-31.A
EX-31.B
EX-32.A
EX-32.B
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT

     Below is a list of terms that are common to our industry and used throughout this document:

/d = per day		BBtu = billion British thermal units

When we refer to “us,” “we,” “our,” “ours,” or “CIG,” we are describing Colorado Interstate Gas Company and/or our subsidiaries.

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

COLORADO INTERSTATE GAS COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In millions)
(Unaudited)

		Quarter Ended								Six Months Ended
		June 30,								June 30,
		2011				2010				2011				2010
Operating revenues		$	100			$	97			$	216			$	210
Operating expenses
Operation and maintenance			38				35				74				67
Depreciation and amortization			12				10				23				20
Taxes, other than income taxes			6				5				12				11
			56				50				109				98
Operating income			44				47				107				112
Other income, net			1				2				1				5
Interest and debt expense, net			(16	)			(15	)			(31	)			(29	)
Net income		$	29			$	34			$	77			$	88

See accompanying notes.

COLORADO INTERSTATE GAS COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)

		June 30,				December 31,
		2011				2010
ASSETS
Current assets
Cash and cash equivalents		$	7			$	1
Accounts and notes receivable
Customer, net of allowance			1				1
Affiliates			2				3
Other			18				16
Materials and supplies			9				8
Other			5				6
Total current assets			42				35
Property, plant and equipment, at cost			1,861				1,850
Less accumulated depreciation and amortization			468				455
Total property, plant and equipment, net			1,393				1,395
Other non-current assets
Note receivable from affiliate			52				63
Other			47				49
			99				112
Total assets		$	1,534			$	1,542
LIABILITIES AND PARTNERS’ CAPITAL
Current liabilities
Accounts payable
Trade		$	7			$	5
Affiliates			16				19
Other			5				17
Short-term other financing obligations, including current maturities			5				5
Taxes payable			10				15
Regulatory liabilities			9				8
Accrued interest			4				4
Contractual deposits			8				11
Other			2				3
Total current liabilities			66				87
Long-term debt and other financing obligations, less current maturities			648				649
Other non-current liabilities			38				37
Commitments and contingencies (Note 3)
Partners’ capital			782				769
Total liabilities and partners’ capital		$	1,534			$	1,542

See accompanying notes.

COLORADO INTERSTATE GAS COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)

		Six Months Ended
		June 30,
		2011				2010
Cash flows from operating activities
Net income		$	77			$	88
Adjustments to reconcile net income to net cash from operating activities
Depreciation and amortization			23				20
Other non-cash income items			12				4
Asset and liability changes			(19	)			(30	)
Net cash provided by operating activities			93				82
Cash flows from investing activities
Capital expenditures			(30	)			(14	)
Net change in notes receivable from affiliates			11				37
Other			(2	)			5
Net cash provided by (used in) investing activities			(21	)			28
Cash flows from financing activities
Payments to retire long-term debt and other financing obligations			(2	)			—
Distributions to partners			(95	)			(100	)
Contributions from partners			31				—
Other			—				(2	)
Net cash used in financing activities			(66	)			(102	)
Net change in cash and cash equivalents			6				8
Cash and cash equivalents
Beginning of period			1				2
End of period		$	7			$	10

See accompanying notes.

COLORADO INTERSTATE GAS COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Basis of Presentation and Significant Accounting Policies

   Basis of Presentation

     We prepared this Quarterly Report on Form 10-Q under the rules and regulations of the United States Securities and Exchange Commission. As an interim period filing presented using a condensed format, it does not include all of the disclosures required by U.S. generally accepted accounting principles, and should be read along with our 2010 Annual Report on Form 10-K. The financial statements as of June 30, 2011, and for the quarters and six months ended June 30, 2011 and 2010, are unaudited. The condensed consolidated balance sheet as of December 31, 2010 was derived from the audited balance sheet filed in our 2010 Annual Report on Form 10-K. In our opinion, we have made adjustments, all of which are of a normal, recurring nature, to fairly present our interim period results. Due to the seasonal nature of our business, information for interim periods may not be indicative of our operating results for the entire year. Our disclosures in this Form 10-Q are an update to those provided in our 2010 Annual Report on Form 10-K.

     In June 2011, El Paso Pipeline Partners L.P. (EPB) acquired an additional 28 percent ownership interest in us from El Paso Corporation (El Paso). The acquisition increased EPB’s interest in us to 86 percent with El Paso retaining the remaining 14 percent.

   Significant Accounting Policies

     There were no changes in the significant accounting policies described in our 2010 Annual Report on Form 10-K and no significant accounting pronouncements issued but not yet adopted as of June 30, 2011.

2. Financial Instruments

     At June 30, 2011 and December 31, 2010, the carrying amounts of cash and cash equivalents and trade receivables and payables represent fair value because of the short-term nature of these instruments. At June 30, 2011 and December 31, 2010, we had an interest bearing note receivable from EPB of $52 million and $63 million due upon demand with a variable interest rate of 2.2% and 0.8%. While we are exposed to changes in interest income based on changes to the variable interest rate, the fair value of this note receivable approximates the carrying value due to the note being due on demand and the market-based nature of the interest rate.

     In addition, the carrying amounts of our long-term debt and other financing obligations, and their estimated fair values, which are based on quoted market prices for the same or similar issues, are as follows:

		June 30, 2011								December 31, 2010
		Carrying				Fair				Carrying				Fair
		Amount				Value				Amount				Value
		(In millions)
Long-term debt and other financing obligations, including current maturities		$	653			$	725			$	654			$	703

3. Commitments and Contingencies

   Legal Proceedings

     We and our affiliates are named defendants in numerous legal proceedings and claims that arise in the ordinary course of our business. For each of these matters, we evaluate the merits of the case or claim, our exposure to the matter, possible legal or settlement strategies and the likelihood of an unfavorable outcome. If we determine that an unfavorable outcome is probable and can be estimated, we establish the necessary accruals. While the outcome of these matters cannot be predicted with certainty, and there are still uncertainties related to the costs we may incur, based upon our evaluation and experience to date, we had no accruals for our outstanding legal proceedings at June 30, 2011. It is possible however, that new information or future developments could require us to reassess our potential exposure related to these matters and establish accruals accordingly.

   Environmental Matters

     We are subject to federal, state and local laws and regulations governing environmental quality and pollution control. These laws and regulations require us to remove or remedy the effect of the disposal or release of specified substances at current and former operating sites. At June 30, 2011, our accrual was approximately $10 million for expected remediation costs and associated onsite, offsite and groundwater technical studies and for related environmental legal costs; however, we estimate that our exposure could be as high as $33 million. Our accrual includes $6 million for environmental contingencies related to properties we previously owned.

     Our environmental remediation projects are in various stages of completion. Our recorded liabilities reflect our current estimates of amounts we will spend to remediate these sites. However, depending on the stage of completion or assessment, the ultimate extent of contamination or remediation required may not be known. As additional assessments occur or remediation efforts continue, we may incur additional liabilities.

     For the remainder of 2011, we estimate that our total remediation expenditures will be approximately $2 million, most of which will be expended under government directed clean-up programs. In addition, we expect to make capital expenditures for environmental matters of approximately $4 million in the aggregate for the remainder of 2011 through 2015, including capital expenditures associated with the impact of the Environmental Protection Agency rule on emissions of hazardous air pollutants from reciprocating internal combustion engines which are subject to regulations with which we have to be in compliance by October 2013.

     It is possible that new information or future developments could require us to reassess our potential exposure related to environmental matters. We may incur significant costs and liabilities in order to comply with existing environmental laws and regulations. It is also possible that other developments, such as increasingly strict environmental laws, regulations and orders of regulatory agencies, as well as claims for damages to property and the environment or injuries to other persons resulting from our current or past operations, could result in substantial costs and liabilities in the future. As this information becomes available, or other relevant developments occur, we will adjust our accrual amounts accordingly. While there are still uncertainties related to the ultimate costs we may incur, based upon our evaluation and experience to date, we believe our reserves are adequate.

   Regulatory Matter

     In May 2011, we reached a pre-filing settlement with all of our shippers of a rate case required under the terms of a previous settlement. We have filed the proposed settlement with the Federal Energy Regulatory Commission (FERC) which provides for our current tariff rates to continue until our next general rate case which will be effective after October 1, 2014 but no later than October 1, 2016. At this time, the FERC has not ruled on that petition and the outcome of this matter is not determinable.

4. Accounts Receivable Sales Program

     We participate in an accounts receivable sales program where we sell receivables in their entirety to a third-party financial institution (through a wholly-owned special purpose entity). The sale of these accounts receivable (which are short-term assets that generally settle within 60 days) qualify for sale accounting. The third party financial institution involved in our accounts receivable sales program acquires interests in various financial assets and issues commercial paper to fund those acquisitions. We do not consolidate the third party financial institution because we do not have the power to control, direct or exert significant influence over its overall activities since our receivables do not comprise a significant portion of its operations.

     In connection with our accounts receivable sales, we receive a portion of the sales proceeds up front and receive an additional amount upon the collection of the underlying receivables (which we refer to as a deferred purchase price). Our ability to recover the deferred purchase price is based solely on the collection of the underlying receivables. The table below contains information related to our accounts receivable sales program.

		Quarter Ended								Six Months Ended
		June 30,								June 30,
		2011				2010				2011				2010
		(In millions)
Accounts receivable sold to the third-party financial institution(1)		$	102			$	92			$	215			$	206
Cash received for accounts receivable sold under the program			49				48				112				127
Deferred purchase price related to accounts receivable sold			53				44				103				79
Cash received related to the deferred purchase price			54				44				101				95
Amount paid in conjunction with terminated programs (2)			—				—				—				20

		June 30,				December 31,
		2011				2010
		(In millions)
Accounts receivable sold and held by third-party financial institution		$	32			$	37
Uncollected deferred purchase price related to accounts receivable sold (1)			17				15

     The deferred purchase price related to the accounts receivable sold is reflected as other accounts receivable on our balance sheet. Because the cash received up front and the deferred purchase price relate to the sale or ultimate collection of the underlying receivables, and are not subject to significant other risks given their short term nature, we reflect all cash flows under the accounts receivable sales program as operating cash flows on our statement of cash flows. Under the accounts receivable sales program, we service the underlying receivables for a fee. The fair value of this servicing agreement as well as the fees earned, were not material to our financial statements for the quarters and six months ended June 30, 2011 and 2010.

5. Investment in Unconsolidated Affiliate and Transactions with Affiliates

   Investment in Unconsolidated Affiliate

     We have a 50 percent investment in WYCO Development LLC (WYCO). At June 30, 2011 and December 31, 2010, our investment balance in WYCO was approximately $15 million and was reflected in other non-current assets on our balance sheets. Our equity earnings for the quarter ended June 30, 2011 were $1 million and for the quarter ended June 30, 2010, our equity earnings were less than $1 million. For the six months ended June 30, 2011 and 2010, our equity earnings were $1 million. We reflect equity earnings in other income on our income statements. Additionally, for the six months ended June 30, 2011 and 2010, we received cash distributions of $1 million and less than $1 million from WYCO.

   Transactions with Affiliates

     Other Financing Obligations. We have other financing obligations payable to WYCO related to Totem Gas Storage and High Plains Pipeline. At June 30, 2011 and December 31, 2010 these other financing obligations were $178 million and $179 million. For a further discussion of our other financing obligations, see our 2010 Annual Report on Form 10-K.

     Distributions and Contributions. We are required to make distributions of available cash as defined in our partnership agreement on a quarterly basis to our partners. During the six months ended June 30, 2011 and 2010, we paid cash distributions of approximately $95 million and $100 million to our partners. In addition, in July 2011, we paid cash distributions to our partners of approximately $31 million. During the six months ended June 30, 2011, we received cash contributions of approximately $31 million from our partners to fund our expansion projects.

     Cash Management Program. We participate in EPB’s cash management program which matches our short-term cash surpluses and needs, thus minimizing our total borrowings from outside sources. EPB uses the cash management program to settle intercompany transactions between participating affiliates. At June 30, 2011 and December 31, 2010, we had a note receivable from EPB of approximately $52 million and $63 million, which was classified as non-current on our balance sheets. The interest rate on this note is variable and was 2.2% and 0.8% at June 30, 2011 and December 31, 2010.

     Other Affiliate Balances. At June 30, 2011 and December 31, 2010, we had contractual deposits from our affiliates of $7 million at each balance sheet date, included in other current liabilities on our balance sheets.

     Affiliate Revenues and Expenses. We enter into transactions with our affiliates within the ordinary course of business. For a further discussion of our affiliated transactions, see our 2010 Annual Report on Form 10-K. The following table shows revenues and charges from our affiliates:

		Quarter Ended								Six Months Ended
		June 30,								June 30,
		2011				2010				2011				2010
		(In millions)
Revenues		$	3			$	3			$	6			$	6
Operation and maintenance expenses			24				21				47				42
Reimbursement of operating expenses			2				3				4				6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

     The information contained in Item 2 updates, and should be read in conjunction with, the information disclosed in our 2010 Annual Report on Form 10-K, and the financial statements and notes presented in Item 1 of this Quarterly Report on Form 10-Q.

Results of Operations

     Beginning January 1, 2011, our management uses segment earnings before interest expense and income taxes (Segment EBIT) as a measure to assess the operating results and effectiveness of our business, which consists of consolidated operations as well as an investment in an unconsolidated affiliate. We believe Segment EBIT is useful to investors to provide them with the same measure used by our management to evaluate our performance and so that investors may evaluate our operating results without regard to our financing methods. Segment EBIT is defined as net income adjusted for items such as interest and debt expense and affiliated interest income. Segment EBIT may not be comparable to measures used by other companies. Additionally, Segment EBIT should be considered in conjunction with net income and other performance measures such as operating income or operating cash flows. Below is a reconciliation of our Segment EBIT to net income, our throughput volumes and an analysis and discussion of our results for the quarters and six months ended June 30, 2011 compared with the same periods in 2010.

Operating Results:

		Quarter Ended								Six Months Ended
		June 30,								June 30,
		2011				2010				2011				2010
		(In millions, except for volumes)
Operating revenues		$	100			$	97			$	216			$	210
Operating expenses			(56	)			(50	)			(109	)			(98	)
Operating income			44				47				107				112
Other income, net			1				2				1				5
Segment EBIT			45				49				108				117
Interest and debt expense			(16	)			(15	)			(31	)			(29	)
Net income		$	29			$	34			$	77			$	88
Throughput volumes (BBtu/d)			2,061				2,010				2,175				2,140

Segment EBIT Analysis:

		Quarter Ended June 30, 2011																Six Months Ended June 30, 2011
		Variance																Variance
		Operating				Operating												Operating				Operating
		Revenue				Expense				Other				Total				Revenue				Expense				Other				Total
		Favorable/(Unfavorable)
		(In millions)
Expansions		$	5			$	(1	)		$	(1	)		$	3			$	11			$	(1	)		$	(4	)		$	6
Operational gas, revaluations and processing revenues			(1	)			1				—				—				(4	)			3				—				(1	)
Operating and general and administrative expenses			—				(4	)			—				(4	)			—				(9	)			—				(9	)
Other(1)			(1	)			(2	)			—				(3	)			(1	)			(4	)			—				(5	)
Total impact on Segment EBIT		$	3			$	(6	)		$	(1	)		$	(4	)		$	6			$	(11	)		$	(4	)		$	(9	)

     Expansions. During 2011, we benefited from increased reservation revenues due to the Raton 2010 expansion project placed in service December 2010. For a further discussion of our expansion projects, see our 2010 Annual Report on Form 10-K.

     Operational Gas, Revaluations and Processing Revenues. Our processing revenues were $1 million and $4 million lower during the quarter and six months ended June 30, 2011 compared with the same periods in 2010, primarily due to both an unfavorable price change and decreased demand for natural gas liquids. This impact, however, was offset by lower expenses due to favorable prices for gas consumed in processing these liquids compared with the same period in 2010.

     Operating and General and Administrative Expenses. During the quarter and six months ended June 30, 2011, our operating and general and administrative expenses were higher primarily as a result of higher field repair and maintenance expenses and higher employee benefit costs.

Regulatory Matters

     In May 2011, we reached a pre-filing settlement with all of our shippers of a rate case required under the terms of a previous settlement. We have filed the proposed settlement with the FERC which provides for our current tariff rates to continue until our next general rate case which will be effective after October 1, 2014 but no later than October 1, 2016. At this time, the FERC has not ruled on that petition and the outcome of this matter is not determinable.

Liquidity and Capital Resources

     Liquidity Overview. Our primary sources of liquidity are cash flows from operating activities, amounts available under EPB’s cash management program and capital contributions from our partners, while our primary uses of cash are for working capital, capital expenditures and required distributions to our partners. At June 30, 2011, we had a note receivable from EPB under its cash management program of approximately $52 million. We do not intend to settle any amounts owed under this note within the next twelve months and therefore classified it as non-current on our balance sheet. See Item 1, Financial Statements, Note 5 for a further discussion of EPB’s cash management program.

     We believe we have adequate liquidity available to us to meet our capital requirements and our existing operating needs through cash flows from operating activities, amounts available under EPB’s cash management program, and capital contributions from our partners. While we do not anticipate a need to directly access the financial markets in the remainder of 2011 for any of our operating activities or expansion capital needs based on liquidity available to us, market conditions may impact our or EPB’s ability to act opportunistically.

     Cash Flow Activities. Our cash flows for the six months ended June 30, 2011 are summarized as follows (in millions):

Cash Flow from Operations
Net income		$	77
Non-cash income adjustments			35
Change in assets and liabilities			(19	)
Total cash flow from operations			93
Other Cash Inflows
Investing activities
Net change in note receivable from affiliate			11
Financing activities
Contributions from partners			31
Total other cash inflows			42
Cash Outflows
Investing activities
Capital expenditures			30
Other			2
Total other cash outflows			32
Financing activities
Distributions to partners			95
Payments to retire long-term debt and other financing obligations			2
			97
Total cash outflows			129
Net change in cash and cash equivalents		$	6

     During the six months ended June 30, 2011, we generated $93 million of operating cash flows. We used these amounts primarily to fund maintenance capital expenditures, as well as pay distributions to our partners. During the six months ended June 30, 2011, we paid cash distributions of approximately $95 million to our partners. In addition, in July 2011 we paid cash distributions to our partners of approximately $31 million. During 2011, we received cash contributions of approximately $31 million from our partners to fund our expansion projects.

     Our cash capital expenditures for the six months ended June 30, 2011, and our estimated capital expenditures for the remainder of this year to expand and maintain our system are listed below:

		Six Months Ended				2011
		June 30, 2011				Remaining				Total
		(In millions)
Maintenance		$	16			$	18			$	34
Expansion			14				12				26
		$	30			$	30			$	60

Commitments and Contingencies

     For a further discussion of our commitments and contingencies, see Item 1, Financial Statements, Note 3 which is incorporated herein by reference and our 2010 Annual Report on Form 10-K.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

     There are no material changes in our quantitative and qualitative disclosures about market risks from those reported in our 2010 Annual Report on Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

     As of June 30, 2011, we carried out an evaluation under the supervision and with the participation of our management, including our President and Chief Financial Officer (CFO), as to the effectiveness, design and operation of our disclosure controls and procedures. This evaluation considered the various processes carried out under the direction of our disclosure committee in an effort to ensure that information required to be disclosed in the U.S. Securities and Exchange Commission reports we file or submit under the Securities Exchange Act of 1934, as amended (Exchange Act) is accurate, complete and timely. Our management, including our President and CFO, does not expect that our disclosure controls and procedures or our internal controls will prevent and/or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives and our President and CFO concluded that our disclosure controls and procedures (as defined in Exchange Act Rules 13a — 15(e) and 15d — 15(e)) were effective as of June 30, 2011.

Changes in Internal Control Over Financial Reporting

     There were no changes in our internal control over financial reporting during the second quarter of 2011 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

     See Part I, Item 1, Financial Statements, Note 3, which is incorporated herein by reference. Additional information about our legal proceedings can be found in Part I, Item 3 of our 2010 Annual Report on Form 10-K.

Item 1A. Risk Factors

CAUTIONARY STATEMENTS FOR PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

     This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on assumptions or beliefs that we believe to be reasonable; however, assumed facts almost always vary from actual results, and differences between assumed facts and actual results can be material, depending upon the circumstances. Where, based on assumptions, we or our management express an expectation or belief as to future results, that expectation or belief is expressed in good faith and is believed to have a reasonable basis. We cannot assure you, however, that the stated expectation or belief will occur, be achieved or accomplished. The words “believe,” “expect,” “estimate,” “anticipate,” and similar expressions will generally identify forward-looking statements. All of our forward-looking statements, whether written or oral, are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date of this report.

     Important factors that could cause actual results to differ materially from estimates or projections contained in forward-looking statements are described in our 2010 Annual Report on Form 10-K under Part I, Item 1A, Risk Factors. There have been no material changes in these risk factors since that report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

     None.

Item 3. Defaults Upon Senior Securities

     None.

Item 4. (Removed and Reserved)

Item 5. Other Information

     None.

Item 6. Exhibits

     The Exhibit Index is hereby incorporated herein by reference.

     The agreements included as exhibits to this report are intended to provide information regarding their terms and not to provide any other factual or disclosure information about us or the other parties to the agreements. The agreements may contain representations and warranties by the parties to the agreements, including us, solely for the benefit of the other parties to the applicable agreement and:

•

should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;

•

may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

•

may apply standards of materiality in a way that is different from what may be viewed as material to certain investors; and

•

were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

     Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, Colorado Interstate Gas Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

COLORADO INTERSTATE GAS COMPANY

EXHIBIT INDEX

     Each exhibit identified below is filed as a part of this Report. Exhibits filed with this Report are designated by “*”. All exhibits not so designated are incorporated herein by reference to a prior filing as indicated.

Exhibit
Number		Description
*3.A		Third Amendment to General Partnership Agreement of Colorado Interstate Gas Company.
*31.A		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*31.B		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*32.A		Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*32.B		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*101.INS		XBRL Instance Document.
*101.SCH		XBRL Schema Document.
*101.CAL		XBRL Calculation Linkbase Document.
*101.LAB		XBRL Labels Linkbase Document.
*101.PRE		XBRL Presentation Linkbase Document.