ATMOS ENERGY CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K


(Mark One)

þ		ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended September 30, 2008
		OR
o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the transition period from to

Commission file number 1-10042

Atmos Energy Corporation

(Exact name of registrant as specified in its charter)


Texas and Virginia		75-1743247
(State or other jurisdiction of incorporation or organization)		(IRS employer identification no.)
Three Lincoln Centre, Suite 1800 5430 LBJ Freeway, Dallas, Texas		75240 (Zip code)
(Address of principal executive offices)

Registrant’s telephone number, including area code:
(972) 934-9227

Securities registered pursuant to Section 12(b) of the Act:


		Name of Each Exchange
Title of Each Class		on Which Registered

Common stock, No Par Value		New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes þ No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No þ

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 if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 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. (Check one):


Large accelerated filer þ	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o

(Do not check if a smaller reporting company)

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

The aggregate market value of the common voting stock held by non-affiliates of the registrant as of the last business day of the registrant’s most recently completed second fiscal quarter, March 31, 2008, was $2,243,034,264.

As of November 12, 2008, the registrant had 91,133,742 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s Definitive Proxy Statement to be filed for the Annual Meeting of Shareholders on February 4, 2009 are incorporated by reference into Part III of this report.

GLOSSARY OF KEY TERMS


AEC		Atmos Energy Corporation
AEH		Atmos Energy Holdings, Inc.
AEM		Atmos Energy Marketing, LLC
AES		Atmos Energy Services, LLC
APS		Atmos Pipeline and Storage, LLC
ATO		Trading symbol for Atmos Energy Corporation common stock on the New York Stock Exchange
Bcf		Billion cubic feet
COSO		Committee of Sponsoring Organizations of the Treadway Commission
EITF		Emerging Issues Task Force
FASB		Financial Accounting Standards Board
FERC		Federal Energy Regulatory Commission
FIN		FASB Interpretation
Fitch		Fitch Ratings, Ltd.
FSP		FASB Staff Position
GRIP		Gas Reliability Infrastructure Program
Heritage		Heritage Propane Partners, L.P.
iFERC		Inside FERC
KPSC		Kentucky Public Service Commission
LPSC		Louisiana Public Service Commission
LTIP		1998 Long-Term Incentive Plan
Mcf		Thousand cubic feet
MDWQ		Maximum daily withdrawal quantity
MMcf		Million cubic feet
Moody’s		Moody’s Investor Services, Inc.
MPSC		Mississippi Public Service Commission
NYMEX		New York Mercantile Exchange, Inc.
NYSE		New York Stock Exchange
RRC		Railroad Commission of Texas
RRM		Rate Review Mechanism
RSC		Rate Stabilization Clause
S&P		Standard & Poor’s Corporation
SEC		United States Securities and Exchange Commission
Settled Cities		Represents 438 of the 439 incorporated cities, or approximately 80 percent of the Mid-Tex Division’s customers, with whom a settlement agreement was reached during the fiscal 2008 second quarter.
SFAS		Statement of Financial Accounting Standards
TXU Gas		TXU Gas Company, which was acquired on October 1, 2004
USP		U.S. Propane, L.P.
VCC		Virginia Corporation Commission
WNA		Weather Normalization Adjustment

PART I

The terms “we,” “our,” “us” and “Atmos Energy” refer to Atmos Energy Corporation and its subsidiaries, unless the context suggests otherwise.


ITEM 1.	*Business.*

Overview and Strategy

Atmos Energy Corporation, headquartered in Dallas, Texas, is engaged primarily in the regulated natural gas distribution and transmission and storage businesses as well as other nonregulated natural gas businesses. Since our incorporation in Texas in 1983, we have grown primarily through a series of acquisitions, the most recent of which was the acquisition in October 2004 of the natural gas distribution and pipeline operations of TXU Gas Company. We are also incorporated in the state of Virginia.

Today, we distribute natural gas through regulated sales and transportation arrangements to approximately 3.2 million residential, commercial, public authority and industrial customers in 12 states located primarily in the South, which makes us one of the country’s largest natural-gas-only distributors based on number of customers. We also operate one of the largest intrastate pipelines in Texas based on miles of pipe.

Through our nonregulated businesses, we primarily provide natural gas management and marketing services to municipalities, other local gas distribution companies and industrial customers primarily in the Midwest and Southeast and natural gas transportation along with storage services to certain of our natural gas distribution divisions and third parties.

Our overall strategy is to:


	•	deliver superior shareholder value,

	•	improve the quality and consistency of earnings growth, while operating our regulated and nonregulated businesses exceptionally well and

	•	enhance and strengthen a culture built on our core values.

We have experienced more than 20 consecutive years of increasing dividends and earnings growth after giving effect to our acquisitions. Historically, we achieved this record of growth through acquisitions while efficiently managing our operating and maintenance expenses and leveraging our technology, such as our 24-hour call centers, to achieve more efficient operations. In recent years, we have also achieved growth by implementing rate designs that reduce or eliminate regulatory lag and separate the recovery of our approved margins from customer usage patterns. In addition, we have developed various commercial opportunities within our regulated transmission and storage operations. Finally, we have strengthened our nonregulated businesses by increasing sales volumes and actively pursuing opportunities to increase the amount of storage available to us.

Our core values include focusing on our employees and customers while conducting our business with honesty and integrity. We continue to strengthen our culture through ongoing communications with our employees and enhanced employee training.

Operating Segments

We operate the Company through the following four segments:


	•	The natural gas distribution segment , which includes our regulated natural gas distribution and related sales operations.

	•	The regulated transmission and storage segment , which includes the regulated pipeline and storage operations of our Atmos Pipeline — Texas Division.

	•	The natural gas marketing segment , which includes a variety of nonregulated natural gas management services.


	•	The pipeline, storage and other segment , which is comprised of our nonregulated natural gas transmission and storage services.

These operating segments are described in greater detail below.

Natural Gas Distribution Segment Overview

Our natural gas distribution segment consists of the following six regulated divisions, in order of total customers served, covering service areas in 12 states:


	•	Atmos Energy Mid-Tex Division,

	•	Atmos Energy Kentucky/Mid-States Division,

	•	Atmos Energy Louisiana Division,

	•	Atmos Energy West Texas Division,

	•	Atmos Energy Mississippi Division and

	•	Atmos Energy Colorado-Kansas Division

Our natural gas distribution business is a seasonal business. Gas sales to residential and commercial customers are greater during the winter months than during the remainder of the year. The volumes of gas sales during the winter months will vary with the temperatures during these months.

Revenues in this operating segment are established by regulatory authorities in the states in which we operate. These rates are intended to be sufficient to cover the costs of conducting business and to provide a reasonable return on invested capital. Our primary service areas are located in Colorado, Kansas, Kentucky, Louisiana, Mississippi, Tennessee and Texas. We have more limited service areas in Georgia, Illinois, Iowa, Missouri and Virginia. In addition, we transport natural gas for others through our distribution system.

Rates established by regulatory authorities often include cost adjustment mechanisms that (i) are subject to significant price fluctuations compared to our other costs, (ii) represent a large component of our cost of service and (iii) are generally outside our control.

Purchased gas mechanisms represent a common form of cost adjustment mechanism. Purchased gas adjustment mechanisms provide natural gas utility companies a method of recovering purchased gas costs on an ongoing basis without filing a rate case because they provide a dollar-for-dollar offset to increases or decreases in natural gas distribution gas costs. Therefore, although substantially all of our natural gas distribution operating revenues fluctuate with the cost of gas that we purchase, natural gas distribution gross profit (which is defined as operating revenues less purchased gas cost) is generally not affected by fluctuations in the cost of gas.

Additionally, some jurisdictions have introduced performance-based ratemaking adjustments to provide incentives to natural gas utilities to minimize purchased gas costs through improved storage management and use of financial instruments to lock in gas costs. Under the performance-based ratemaking adjustment, purchased gas costs savings are shared between the utility and its customers.

Finally, regulatory authorities for over 90 percent of residential and commercial meters in our service areas have approved weather normalization adjustments (WNA) as a part of our rates. WNA minimizes the effect of weather that is above or below normal by allowing us to increase customers’ bills to offset lower gas usage when weather is warmer than normal and decrease customers’ bills to offset higher gas usage when weather is colder than normal.

As of September 30, 2008 we had WNA for our residential and commercial meters in the following service areas for the following periods:


Georgia		October — May
Kansas		October — May
Kentucky		November — April
Louisiana		December — March
Mississippi		November — April
Tennessee		November — April
Texas: Mid-Tex		November — April
Texas: West Texas		October — May
Virginia		January — December

In addition to seasonality, financial results for this segment are affected by the cost of natural gas and economic conditions in the areas that we serve. Higher gas costs, which we are generally able to pass through to our customers under purchased gas adjustment clauses, may cause customers to conserve or, in the case of industrial customers, to use alternative energy sources. Higher gas costs may also adversely impact our accounts receivable collections, resulting in higher bad debt expense and may require us to increase borrowings under our credit facilities resulting in higher interest expense.

Our supply of natural gas is provided by a variety of suppliers, including independent producers, marketers and pipeline companies and withdrawals of gas from proprietary and contracted storage assets. Additionally, the natural gas supply for our Mid-Tex Division includes peaking and spot purchase agreements.

Supply arrangements are contracted from our suppliers on a firm basis with various terms at market prices. The firm supply consists of both base load and swing supply (peaking) quantities. Base load quantities are those that flow at a constant level throughout the month and swing supply quantities provide the flexibility to change daily quantities to match increases or decreases in requirements related to weather conditions.

Currently, all of our natural gas distribution divisions, except for our Mid-Tex Division, utilize 37 pipeline transportation companies, both interstate and intrastate, to transport our natural gas. The pipeline transportation agreements are firm and many of them have “pipeline no-notice” storage service, which provides for daily balancing between system requirements and nominated flowing supplies. These agreements have been negotiated with the shortest term necessary while still maintaining our right of first refusal. The natural gas supply for our Mid-Tex Division is delivered by our Atmos Pipeline — Texas Division.

Except for local production purchases, we select our natural gas suppliers through a competitive bidding process by requesting proposals from suppliers that have demonstrated that they can provide reliable service. We select these suppliers based on their ability to deliver gas supply to our designated firm pipeline receipt points at the lowest cost. Major suppliers during fiscal 2008 were Anadarko Energy Services, BP Energy Company, Chesapeake Energy Marketing, Inc., ConocoPhillips Company, Devon Gas Services, L.P., Enbridge Marketing (US) L.P., National Fuel Marketing Company, LLC, ONEOK Energy Services Company L.P., Tenaska Marketing and Atmos Energy Marketing, LLC, our natural gas marketing subsidiary.

The combination of base load, peaking and spot purchase agreements, coupled with the withdrawal of gas held in storage, allows us the flexibility to adjust to changes in weather, which minimizes our need to enter into long-term firm commitments. We estimate our peak-day availability of natural gas supply to be approximately 4.2 Bcf. The peak-day demand for our natural gas distribution operations in fiscal 2008 was on January 2, 2008, when sales to customers reached approximately 3.1 Bcf.

To maintain our deliveries to high priority customers, we have the ability, and have exercised our right, to curtail deliveries to certain customers under the terms of interruptible contracts or applicable state statutes or regulations. Our customers’ demand on our system is not necessarily indicative of our ability to meet current or anticipated market demands or immediate delivery requirements because of factors such as the physical limitations of gathering, storage and transmission systems, the duration and severity of cold weather, the availability of gas reserves from our suppliers, the ability to purchase additional supplies on a short-term basis

and actions by federal and state regulatory authorities. Curtailment rights provide us the flexibility to meet the human-needs requirements of our customers on a firm basis. Priority allocations imposed by federal and state regulatory agencies, as well as other factors beyond our control, may affect our ability to meet the demands of our customers. We anticipate no problems with obtaining additional gas supply as needed for our customers.

The following briefly describes our six natural gas distribution divisions. We operate in our service areas under terms of non-exclusive franchise agreements granted by the various cities and towns that we serve. At September 30, 2008, we held 1,107 franchises having terms generally ranging from five to 35 years. A significant number of our franchises expire each year, which require renewal prior to the end of their terms. We believe that we will be able to renew our franchises as they expire. Additional information concerning our natural gas distribution divisions is presented under the caption “Operating Statistics”.

Atmos Energy Mid-Tex Division. Our Mid-Tex Division serves approximately 550 incorporated and unincorporated communities in the north-central, eastern and western parts of Texas, including the Dallas/Fort Worth Metroplex. The governing body of each municipality we serve has original jurisdiction over all gas distribution rates, operations and services within its city limits, except with respect to sales of natural gas for vehicle fuel and agricultural use. The Railroad Commission of Texas (RRC) has exclusive appellate jurisdiction over all rate and regulatory orders and ordinances of the municipalities and exclusive original jurisdiction over rates and services to customers not located within the limits of a municipality.

Prior to fiscal 2008, this division operated under one system-wide rate structure. However, beginning in 2008, we reached a settlement with cities representing approximately 80 percent of this division’s customers (Settled Cities) that will allow us to update rates for customers in these cities through an annual rate review mechanism. Rates for the remaining 20 percent of this division’s customers, including the City of Dallas, continue to be updated through periodic formal rate proceedings and filings made under Texas’ Gas Reliability Infrastructure Program (GRIP). GRIP allows us to include in our rate base annually approved capital costs incurred in the prior calendar year provided that we file a complete rate case at least once every five years.

Atmos Energy Kentucky/Mid-States Division. Our Kentucky/Mid-States Division operates in more than 420 communities across Georgia, Illinois, Iowa, Kentucky, Missouri, Tennessee and Virginia. The service areas in these states are primarily rural; however, this division serves Franklin, Tennessee, and other suburban areas of Nashville. We update our rates in this division through periodic formal rate filings made with each state’s public service commission.

Atmos Energy Louisiana Division. In Louisiana, we serve nearly 300 communities, including the suburban areas of New Orleans, the metropolitan area of Monroe and western Louisiana. Direct sales of natural gas to industrial customers in Louisiana, who use gas for fuel or in manufacturing processes, and sales of natural gas for vehicle fuel are exempt from regulation and are recognized in our natural gas marketing segment. Our rates in this division are updated annually through a stable rate filing without filing a formal rate case.

Atmos Energy West Texas Division. Our West Texas Division serves approximately 80 communities in West Texas, including the Amarillo, Lubbock and Midland areas. Like our Mid-Tex Division, each municipality we serve has original jurisdiction over all gas distribution rates, operations and services within its city limits, with the RRC having exclusive appellate jurisdiction over the municipalities and exclusive original jurisdiction over rates and services provided to customers not located within the limits of a municipality. Prior to fiscal 2008, rates were updated in this division through formal rate proceedings. However, during 2008, the West Texas Division entered into agreements with its Lubbock and West Texas service areas to update rates for customers in these service areas through an annual rate review mechanism. Rates for the division’s Amarillo service area continue to be updated through periodic formal rate proceedings and filings made under GRIP.

Atmos Energy Mississippi Division. In Mississippi, we serve about 110 communities throughout the northern half of the state, including the Jackson metropolitan area. Our rates in the Mississippi Division are updated annually through a stable rate filing without filing a formal rate case.

Atmos Energy Colorado-Kansas Division. Our Colorado-Kansas Division serves approximately 170 communities throughout Colorado and Kansas and parts of Missouri, including the cities of Olathe, Kansas, a suburb of Kansas City and Greeley, Colorado, a suburb of Denver. We update our rates in this division through periodic formal rate filings made with each state’s public service commission.

The following table provides a jurisdictional rate summary for our regulated operations. This information is for regulatory purposes only and may not be representative of our actual financial position.


		Effective			Authorized	Authorized
		Date of Last		Rate Base	Rate of	Return on
Division	Jurisdiction	Rate/GRIP Action		(thousands) ⁽¹⁾	Return ⁽¹⁾	Equity ⁽¹⁾

Atmos Pipeline — Texas	Texas		5/24/04	$417,111	8.258%	10.00%
Atmos Pipeline — Texas — GRIP	Texas		4/15/08	713,351	8.258%	10.00%
Colorado-Kansas	Colorado		10/1/07	81,208	8.45%	11.25%
	Kansas		5/12/08	(2)	(2)	(2)
Kentucky/Mid-States	Georgia		9/22/08	66,893	7.75%	10.70%
	Illinois		11/1/00	24,564	9.18%	11.56%
	Iowa		3/1/01	5,000	(2)	11.00%
	Kentucky		8/1/07	(2)	(2)	(2)
	Missouri		3/4/07	(2)	(2)	(2)
	Tennessee		11/4/07	186,506	8.03%	10.48%
	Virginia		9/30/08	33,194	8.46% - 8.96%	9.50% - 10.50%
Louisiana	Trans LA		4/1/08	96,834	(2)	10.00% - 10.80%
	LGS		7/1/08	221,970	(2)	10.40%
Mid-Tex — Settled Cities	Texas		11/1/08	1,176,453 ⁽³⁾	7.79%	9.60%
Mid-Tex — Dallas &
Environs	Texas		6/24/08	1,127,924 ⁽³⁾	7.98%	10.00%
Mississippi	Mississippi		12/28/07	215,117	7.60%	9.89%
West Texas	Amarillo		9/1/03	36,844	9.88%	12.00%
	Lubbock		3/1/04	43,300	9.15%	11.25%
	West Texas		11/18/08	112,043	7.79%	9.60%

Bad

Performance-

Authorized Debt/

Debt

Based Rate

Customer

Division

Jurisdiction

Equity Ratio

Rider ⁽⁴⁾

WNA

Program ⁽⁵⁾

Meters

Atmos Pipeline — Texas

Texas

50/50

N/A

Colorado-Kansas

Colorado

54/46

111,069

Kansas

(2)

Yes

129,048

Kentucky/Mid-States

Georgia

55/45

Yes

69,043

Illinois

67/33

23,233

Iowa

57/43

4,425

Kentucky

(2)

Yes

177,393

Missouri

(2)

⁽⁶⁾

58,703

Tennessee

56/44

Yes

134,128

Virginia

55/45

Yes

23,422

Louisiana

Trans LA

52/48

Yes

78,867

LGS

52/48

Yes

280,403

Mid-Tex — Settled Cities

Texas

52/48

Yes

1,225,382

Mid-Tex — Dallas & Environs

Texas

52/48

Yes

306,346

Mississippi

58/42

⁽⁷⁾

Yes

270,716

West Texas

Amarillo

50/50

Yes

70,157

Lubbock

50/50

Yes

73,323

West Texas

52/48

Yes

156,121


⁽¹⁾		The rate base, authorized rate of return and authorized return on equity presented in this table are those from the last rate case or GRIP filing for each jurisdiction. These rate bases, rates of return and returns on equity are not necessarily indicative of current or future rate bases, rates of return or returns on equity.

⁽²⁾		A rate base, rate of return, return on equity or debt/equity ratio was not included in the respective state commission’s final decision.

⁽³⁾		The Mid-Tex Rate Base amounts for the Settled Cities and Dallas & Environs both represent “system-wide”, or 100 percent, of the Mid-Tex Division’s rate base. The difference in rate base amounts is due to two separate test filing periods covered.

⁽⁴⁾		The bad debt rider allows us to recover from ratepayers the gas cost portion of uncollectible accounts.

⁽⁵⁾		The performance-based rate program provides incentives to natural gas utility companies to minimize purchased gas costs by allowing the utility company and its customers to share the purchased gas costs savings.

⁽⁶⁾		The Missouri jurisdiction has a straight-fixed variable rate design which decouples gross profit margin from customer usage patterns.

⁽⁷⁾		The Company filed to amend its PGA rider to allow inclusion of bad debt costs on October 1, 2008.

Natural Gas Distribution Sales and Statistical Data


	Fiscal Year Ended September 30
	2008			2007			2006			2005 ⁽¹⁾			2004

METERS IN SERVICE, end of year
Residential		2,911,475			2,893,543			2,886,042			2,862,822			1,506,777
Commercial		268,845			272,081			275,577			274,536			151,381
Industrial		2,241			2,339			2,661			2,715			2,436
Public authority and other		9,218			19,164			16,919			17,767			18,542

Total meters		3,191,779			3,187,127			3,181,199			3,157,840			1,679,136

INVENTORY STORAGE BALANCE — Bcf		58.3			58.0			59.9			54.7			27.4

HEATING DEGREE DAYS ⁽²⁾
Actual (weighted average)		2,820			2,879			2,527			2,587			3,271
Percent of normal		100	%		100	%		87	%		89	%		96	%
SALES VOLUMES — MMcf ⁽³⁾
Gas Sales Volumes
Residential		163,229			166,612			144,780			162,016			92,208
Commercial		93,953			95,514			87,006			92,401			44,226
Industrial		21,734			22,914			26,161			29,434			22,330
Public authority and other		13,760			12,287			14,086			12,432			14,455

Total gas sales volumes		292,676			297,327			272,033			296,283			173,219
Transportation volumes		141,083			135,109			126,960			122,098			87,746

Total throughput		433,759			432,436			398,993			418,381			260,965

OPERATING REVENUES (000’s) ⁽³⁾
Gas Sales Revenues
Residential	$	2,131,447		$	1,982,801		$	2,068,736		$	1,791,172		$	923,773
Commercial		1,077,056			970,949			1,061,783			869,722			400,704
Industrial		212,531			195,060			276,186			229,649			155,336
Public authority and other		137,821			114,298			144,600			114,742			109,029

Total gas sales revenues		3,558,855			3,263,108			3,551,305			3,005,285			1,588,842
Transportation revenues		60,504			59,813			62,215			59,996			31,714
Other gas revenues		35,771			35,844			37,071			37,859			17,172

Total operating revenues	$	3,655,130		$	3,358,765		$	3,650,591		$	3,103,140		$	1,637,728

Average transportation revenue per Mcf	$	0.43		$	0.44		$	0.49		$	0.49		$	0.36
Average cost of gas per Mcf sold	$	9.05		$	8.09		$	10.02		$	7.41		$	6.55
Employees		4,558			4,472			4,402			4,327			2,742

See footnotes following these tables.

Natural Gas Distribution Sales and Statistical Data By Division


	Fiscal Year Ended September 30, 2008
				Kentucky/						West						Colorado-
	Mid-Tex			Mid-States			Louisiana			Texas			Mississippi			Kansas			Other ⁽⁴⁾			Total

METERS IN SERVICE
Residential		1,414,543			431,880			336,211			270,990			240,113			217,738			—			2,911,475
Commercial		117,022			54,538			23,059			25,226			27,219			21,781			—			268,845
Industrial		163			930			—			497			562			89			—			2,241
Public authority and other		—			2,563			—			2,888			2,822			945			—			9,218

Total		1,531,728			489,911			359,270			299,601			270,716			240,553			—			3,191,779

HEATING DEGREE DAYS ⁽²⁾
Actual		2,213			3,799			1,531			3,546			2,741			5,861			—			2,820
Percent of normal		99	%		96	%		99	%		99	%		101	%		105	%		—			100	%
SALES VOLUMES — MMcf ⁽³⁾
Gas Sales Volumes
Residential		76,296			26,009			12,475			17,190			12,882			18,377			—			163,229
Commercial		50,348			15,731			6,858			7,162			6,590			7,264			—			93,953
Industrial		3,293			7,740			—			3,876			6,580			245			—			21,734
Public authority and other		—			1,419			—			6,933			3,013			2,395			—			13,760

Total		129,937			50,899			19,333			35,161			29,065			28,281			—			292,676
Transportation volumes		49,606			44,796			6,136			26,411			4,219			9,915			—			141,083

Total throughput		179,543			95,695			25,469			61,572			33,284			38,196			—			433,759

OPERATING MARGIN (000’s) ⁽³⁾	$	478,622		$	159,265		$	110,754		$	87,344		$	91,749		$	78,332		$	—		$	1,006,066
OPERATING EXPENSES (000’s) ⁽³⁾
Operation and maintenance	$	167,497		$	65,161		$	42,367		$	36,688		$	46,024		$	35,414		$	(3,907	)	$	389,244
Depreciation and amortization	$	84,202		$	30,574		$	21,193		$	14,781		$	11,752		$	14,703		$	—		$	177,205
Taxes, other than income	$	111,914		$	14,799		$	8,104		$	22,032		$	14,003		$	7,600		$	—		$	178,452
OPERATING INCOME (000’s) ⁽³⁾	$	115,009		$	48,731		$	39,090		$	13,843		$	19,970		$	20,615		$	3,907		$	261,165
CAPITAL EXPENDITURES (000’s)	$	178,409		$	59,274		$	46,674		$	34,354		$	22,590		$	20,331		$	24,910		$	386,542
PROPERTY, PLANT AND EQUIPMENT, NET (000’s)	$	1,491,188		$	689,109		$	370,751		$	278,326		$	254,452		$	272,121		$	127,609		$	3,483,556
OTHER STATISTICS, at year end
Miles of pipe		28,697			12,104			8,277			14,697			6,537			7,150			—			77,462
Employees		1,506			635			427			342			393			281			974			4,558

See footnotes following these tables.


	Fiscal Year Ended September 30, 2007
				Kentucky/						West						Colorado-
	Mid-Tex			Mid-States			Louisiana			Texas			Mississippi			Kansas			Other ⁽⁴⁾			Total

METERS IN SERVICE
Residential		1,398,274			434,529			334,467			270,557			240,073			215,643			—			2,893,543
Commercial		119,660			54,964			23,015			25,460			27,461			21,521			—			272,081
Industrial		185			927			—			521			619			87			—			2,339
Public authority and other		—			2,623			—			12,825			2,827			889			—			19,164

Total		1,518,119			493,043			357,482			309,363			270,980			238,140			—			3,187,127

HEATING DEGREE DAYS ⁽²⁾
Actual		2,332			3,831			1,638			3,537			2,759			5,732			—			2,879
Percent of normal		100	%		97	%		105	%		99	%		101	%		104	%		—			100	%
SALES VOLUMES — MMcf ⁽³⁾
Gas Sales Volumes
Residential		78,140			25,900			13,292			18,882			13,314			17,084			—			166,612
Commercial		50,752			16,137			7,138			7,671			6,859			6,957			—			95,514
Industrial		3,946			7,439			—			3,521			7,672			336			—			22,914
Public authority and other		—			1,454			—			5,376			3,386			2,071			—			12,287

Total		132,838			50,930			20,430			35,450			31,231			26,448			—			297,327
Transportation volumes		49,337			46,852			6,841			21,709			2,072			8,298			—			135,109

Total throughput		182,175			97,782			27,271			57,159			33,303			34,746			—			432,436

OPERATING MARGIN (000’s) ⁽³⁾	$	433,279		$	151,442		$	108,908		$	90,285		$	94,866		$	73,904		$	—		$	952,684
OPERATING EXPENSES (000’s) ⁽³⁾
Operation and maintenance	$	171,416		$	61,029		$	34,805		$	34,187		$	47,318		$	30,026		$	394		$	379,175
Depreciation and amortization	$	82,524		$	34,439		$	20,941		$	14,026		$	10,886		$	14,372		$	—		$	177,188
Taxes, other than income	$	107,476		$	13,813		$	8,969		$	21,036		$	13,437		$	7,114		$	—		$	171,845
Impairment of long-lived assets	$	3,289		$	—		$	—		$	—		$	—		$	—		$	—		$	3,289
OPERATING INCOME (000’s) ⁽³⁾	$	68,574		$	42,161		$	44,193		$	21,036		$	23,225		$	22,392		$	(394	)	$	221,187
CAPITAL EXPENDITURES (000’s)	$	140,037		$	59,641		$	40,752		$	27,031		$	20,643		$	21,395		$	17,943		$	327,442
PROPERTY, PLANT AND EQUIPMENT, NET (000’s)	$	1,356,453		$	656,920		$	345,535		$	258,622		$	241,796		$	264,629		$	127,189		$	3,251,144
OTHER STATISTICS, at year end
Miles of pipe		28,324			12,081			8,216			14,603			6,496			6,642			—			76,362
Employees		1,415			633			422			340			409			269			984			4,472

Notes to preceding tables:


⁽¹⁾		The operational and statistical information includes the operations of the Mid-Tex Division since the October 1, 2004 acquisition date.

⁽²⁾		A heating degree day is equivalent to each degree that the average of the high and the low temperatures for a day is below 65 degrees. The colder the climate, the greater the number of heating degree days. Heating degree days are used in the natural gas industry to measure the relative coldness of weather and to compare relative temperatures between one geographic area and another. Normal degree days are based on National Weather Service data for selected locations. For service areas that have weather normalized operations, normal degree days are used instead of actual degree days in computing the total number of heating degree days.

⁽³⁾		Sales volumes, revenues, operating margins, operating expense and operating income reflect segment operations, including intercompany sales and transportation amounts.

⁽⁴⁾		The Other column represents our shared services function, which provides administrative and other support to the Company. Certain costs incurred by this function are not allocated.

Regulated Transmission and Storage Segment Overview

Our regulated transmission and storage segment consists of the regulated pipeline and storage operations of our Atmos Pipeline — Texas Division. This division transports natural gas to our Mid-Tex Division, transports natural gas for third parties and manages five underground storage reservoirs in Texas. We also provide ancillary services customary in the pipeline industry including parking arrangements, lending and sales of inventory on hand. Parking arrangements provide short-term interruptible storage of gas on our pipeline. Lending services provide short-term interruptible loans of natural gas from our pipeline to meet market demands. These operations represent one of the largest intrastate pipeline operations in Texas with a heavy concentration in the established natural gas-producing areas of central, northern and eastern Texas, extending into or near the major producing areas of the Texas Gulf Coast and the Delaware and Val Verde Basins of West Texas. Nine basins located in Texas are believed to contain a substantial portion of the nation’s remaining onshore natural gas reserves. This pipeline system provides access to all of these basins. Gross profit earned from our Mid-Tex Division and through certain other transportation and storage services is subject to traditional ratemaking governed by the RRC. However, Atmos Pipeline — Texas’ existing regulatory mechanisms allow certain transportation and storage services to be provided under market-based rates with minimal regulation.

Regulated Transmission and Storage Sales and Statistical Data


	Fiscal Year Ended September 30
	2008		2007		2006		2005		2004 ⁽¹⁾

CUSTOMERS, end of year
Industrial		62		65		67		66		—
Other		189		196		178		191		—

Total		251		261		245		257		—

PIPELINE TRANSPORTATION VOLUMES — MMcf ⁽²⁾		782,876		699,006		581,272		554,452		—
OPERATING REVENUES (000’s) ⁽²⁾	$	195,917	$	163,229	$	141,133	$	142,952		—
Employees, at year end		60		54		85		78		—


⁽¹⁾		Atmos Pipeline — Texas was acquired on October 1, 2004, the first day of our 2005 fiscal year.

⁽²⁾		Transportation volumes and operating revenues reflect segment operations, including intercompany sales and transportation amounts.

Natural Gas Marketing Segment Overview

Our natural gas marketing activities are conducted through Atmos Energy Marketing (AEM), which is wholly-owned by Atmos Energy Holdings, Inc. (AEH). AEH is a wholly-owned subsidiary of AEC and operates primarily in the Midwest and Southeast areas of the United States. AEM aggregates and purchases gas supply, arranges transportation and storage logistics and ultimately delivers gas to customers at competitive prices. To facilitate this process, we utilize proprietary and customer-owned transportation and storage assets to provide various services our customers request, including furnishing natural gas supplies at fixed and market-based prices, contract negotiation and administration, load forecasting, gas storage acquisition and management services, transportation services, peaking sales and balancing services, capacity utilization strategies and gas price hedging through the use of financial instruments. As a result, our revenues arise from the types of commercial transactions we have structured with our customers and include the value we extract by optimizing the storage and transportation capacity we own or control as well as revenues for services we deliver.

Our asset optimization activities seek to maximize the economic value associated with the storage and transportation capacity we own or control. We attempt to meet this objective by engaging in natural gas storage transactions in which we seek to find and profit from the pricing differences that occur over time. We

purchase physical natural gas and then sell financial instruments at advantageous prices to lock in a gross profit margin. We also seek to participate in transactions in which we combine the natural gas commodity and transportation costs to minimize our costs incurred to serve our customers by identifying the lowest cost alternative within the natural gas supplies, transportation and markets to which we have access. Through the use of transportation and storage services and financial instruments, we are able to capture gross profit margin through the arbitrage of pricing differences in various locations and by recognizing pricing differences that occur over time.

AEM’s management of natural gas requirements involves the sale of natural gas and the management of storage and transportation supplies under contracts with customers generally having one to two year terms. AEM also sells natural gas to some of its industrial customers on a delivered burner tip basis under contract terms ranging from 30 days to two years.

Natural Gas Marketing Sales and Statistical Data


	Fiscal Year Ended September 30
	2008		2007		2006		2005		2004

CUSTOMERS, end of year
Industrial		624		677		679		559		638
Municipal		55		68		73		69		80
Other		312		281		289		211		237

Total		991		1,026		1,041		839		955

INVENTORY STORAGE BALANCE — Bcf		11.0		19.3		15.3		8.2		5.2
NATURAL GAS MARKETING SALES VOLUMES — MMcf ⁽¹⁾		457,952		423,895		336,516		273,201		265,090
OPERATING REVENUES (000’s) ⁽¹⁾	$	4,287,862	$	3,151,330	$	3,156,524	$	2,106,278	$	1,618,602


⁽¹⁾		Sales volumes and operating revenues reflect segment operations, including intercompany sales and transportation amounts.

Pipeline, Storage and Other Segment Overview

Our pipeline, storage and other segment primarily consists of the operations of Atmos Pipeline and Storage, LLC (APS), Atmos Energy Services, LLC (AES) and Atmos Power Systems, Inc., which are each wholly-owned by AEH.

APS owns and operates a 21 mile pipeline located in New Orleans, Louisiana. This pipeline is primarily used to aggregate gas supply for our regulated natural gas distribution division in Louisiana and for AEM. However, it also provides limited third party transportation services. APS also owns or has an interest in underground storage fields in Kentucky and Louisiana. We use these storage facilities to reduce the need to contract for additional pipeline capacity to meet customer demand during peak periods. Finally, beginning in fiscal 2006, APS initiated activities in the natural gas gathering business. As of September 30, 2008, these activities were limited in nature.

APS also engages in limited asset optimization activities whereby it seeks to maximize the economic value associated with the storage and transportation capacity it owns or controls. Most of these arrangements are with regulated affiliates of the Company and have been approved by applicable state regulatory commissions. Generally, these arrangements require APS to share with our regulated customers a portion of the profits earned from these arrangements.

AES, through December 31, 2006, provided natural gas management services to our natural gas distribution operations, other than the Mid-Tex Division. These services included aggregating and purchasing gas supply, arranging transportation and storage logistics and ultimately delivering the gas to our natural gas distribution service areas at competitive prices. Effective January 1, 2007, our shared services function began

providing these services to our natural gas distribution operations. AES continues to provide limited services to our natural gas distribution divisions, and the revenues AES receives are equal to the costs incurred to provide those services.

Through Atmos Power Systems, Inc., we have constructed electric peaking power-generating plants and associated facilities and lease these plants through lease agreements that are accounted for as sales under generally accepted accounting principles.

Pipeline, Storage and Other Sales and Statistical Data


	Fiscal Year Ended September 30
	2008		2007		2006		2005		2004

OPERATING REVENUES (000’s) ⁽¹⁾	$	31,709	$	33,400	$	25,574	$	15,639	$	23,151
PIPELINE TRANSPORTATION VOLUMES — MMcf ⁽¹⁾		5,492		7,710		9,712		7,593		9,395
INVENTORY STORAGE BALANCE — Bcf		1.4		2.0		2.6		1.8		2.3


⁽¹⁾		Transportation volumes and operating revenues reflect segment operations, including intercompany sales and transportation amounts.

Ratemaking Activity

Overview

The method of determining regulated rates varies among the states in which our natural gas distribution divisions operate. The regulatory authorities have the responsibility of ensuring that utilities in their jurisdictions operate in the best interests of customers while providing utility companies the opportunity to earn a reasonable return on their investment. Generally, each regulatory authority reviews rate requests and establishes a rate structure intended to generate revenue sufficient to cover the costs of conducting business and to provide a reasonable return on invested capital.

Our current rate strategy is to focus on reducing or eliminating regulatory lag, obtaining adequate returns and providing stable, predictable margins. Atmos Energy has annual ratemaking mechanisms in place in three states that provide for an annual rate review and adjustment to rates for approximately 65 percent of our customers. Additionally, we have WNA mechanisms in eight states. These mechanisms work in tandem to provide insulation from volatile margins, both for the Company and our customers.

We will also continue to address various rate design changes, including the recovery of bad debt gas costs, inclusion of other taxes in gas costs and stratification of rates to benefit low income households in future rate filings. These design changes would address cost variations that are related to pass-through energy costs beyond our control.

Improving rate design is a long-term process. In the interim, we are addressing regulatory lag issues by directing discretionary capital spending to jurisdictions where recovery rules minimize the regulatory lag, which helps us to keep actual returns more closely aligned with allowed returns.

Recent Ratemaking Activity

Approximately 97 percent of our natural gas distribution revenues in the fiscal years ended September 30, 2008, 2007 and 2006 were derived from sales at rates set by or subject to approval by local or state authorities. Net annual revenue increases resulting from ratemaking activity totaling $34.5 million, $40.1 million, and $39.0 million became effective in fiscal 2008, 2007 and 2006 as summarized below:


	Increase (Decrease) to Revenue
	For the Fiscal Year Ended September 30
Rate Action	2008		2007			2006
			(In thousands)

Rate case filings	$	22,240	$	4,221		$	(191	)
GRIP filings		8,101		25,624			34,320
Annual rate filing mechanisms		3,775		11,628			3,326
Other rate activity		334		(1,359	)		1,565

	$	34,450	$	40,114		$	39,020

Additionally, the following ratemaking efforts were initiated during fiscal 2008 but had not been completed as of September 30, 2008:


Division	Rate Action	Jurisdiction	Revenue Requested
			(In thousands)

Mid-Tex ⁽¹⁾	RRM	Settled Cities	$	26,650
Mid-Tex ⁽²⁾	GRIP	Dallas & Environs		1,837
West Texas ⁽³⁾	RRM	West Texas		9,503
Mississippi	Stable Rate Filing	Mississippi		3,493
West Texas	CCVP	City of Lubbock		131

			$	41,614


⁽¹⁾		In April 2008, the Mid-Tex Division filed its first RRM that will adjust rates for the 438 incorporated cities in the division who settled with the Company (the Settled Cities). The filing requested an increase in rates of $33.3 million on a system-wide basis, of which $26.7 million applied to the Settled Cities. The Company reached an agreement with representatives of the Settled Cities to increase rates $20.0 million on a system-wide basis beginning in November 2008. The impact to the Mid-Tex Division for the Settled Cities is approximately $16.0 million.

⁽²⁾		The 2007 Mid-Tex GRIP filing seeks a $10.3 million increase on a system-wide basis. However, this filing was only made for the City of Dallas and the Mid-Tex environs and seeks a $1.8 million increase for customers in those service areas only.

⁽³⁾		The Company reached an agreement with representatives of the West Texas Cities to increase rates a total of $3.9 million. The $3.9 million will be collected through the true-up portion of the RRM tariff rates over a 9 1 / 2 month period beginning in November 2008.

Our recent ratemaking activity is discussed in greater detail below.

Rate Case Filings

A rate case is a formal request from Atmos Energy to a regulatory authority to increase rates that are charged to customers. Rate cases may also be initiated when the regulatory authorities request us to justify our rates. This process is referred to as a “show cause” action. Adequate rates are intended to provide for recovery of the Company’s costs as well as a fair rate of return to our shareholders and ensure that we continue to deliver reliable, reasonably priced natural gas service to our customers. The following table summarizes our recent rate cases:


		Increase (Decrease) in			Effective
Division	State	Annual Revenue			Date
	(In thousands)

2008 Rate Case Filings:
Kentucky/Mid-States	Virginia	$	869			9/30/08
Kentucky/Mid-States	Georgia		3,351			9/22/08
Mid-Tex ⁽¹⁾	Texas		3,930			6/24/08
Colorado-Kansas	Kansas		2,100			5/12/08
Mid-Tex ⁽²⁾	Texas		8,000			4/1/08
Kentucky/Mid-States	Tennessee		3,990			11/4/07

Total 2008 Rate Case Filings		$	22,240

2007 Rate Case Filings:
Kentucky/Mid-States	Kentucky ⁽³⁾	$	5,500			8/1/07
Mid-Tex	Texas ⁽⁴⁾		4,793			4/1/07
Kentucky/Mid-States	Missouri ⁽⁵⁾		—			3/4/07
Kentucky/Mid-States	Tennessee		(6,072	)		12/15/06

Total 2007 Rate Case Filings		$	4,221

2006 Rate Case Filings:
Kentucky/Mid-States	Georgia	$	409			11/22/05
Mississippi	Mississippi		(600	)		10/1/05

Total 2006 Rate Case Filings		$	(191	)


⁽¹⁾		In June 2008, the RRC issued an order, which increased the Mid-Tex Division’s annual revenues by $19.6 million on a system-wide basis beginning in July 2008. However, as the increase only relates to the City of Dallas and the unincorporated areas of the Mid-Tex Division, the net annual impact of the implementation is approximately $3.9 million.

⁽²⁾		In April 2008, the Mid-Tex Division implemented new rates based on a settlement reached with the Mid-Tex Settled Cities, which stipulated a $10.0 million increase based on a system-wide basis. However, as the increase only relates to the Settled Cities, the net annual impact of the implementation is approximately $8.0 million.

⁽³⁾		In February 2005, the Attorney General of the State of Kentucky filed a complaint with the Kentucky Public Service Commission (KPSC) alleging that our rates were producing revenues in excess of reasonable levels. In June 2007, the KPSC issued an order dismissing the case. In December 2006, the Company filed a rate application for an increase in base rates. Additionally, we proposed to implement a process to review our rates annually and to collect the bad debt portion of gas costs directly rather than through the base rate. In July 2007, the KPSC approved a settlement we had reached with the Attorney General for an increase in annual revenues of $5.5 million effective August 1, 2007.

⁽⁴⁾		In March 2007, the RRC issued an order, which increased the Mid-Tex Division’s annual revenues by approximately $4.8 million beginning April 2007 and established a permanent WNA based on 10-year average weather effective for the months of November through April of each year. The RRC also approved


		a cost allocation method that eliminated a subsidy received from industrial and transportation customers and increased the revenue responsibility for residential and commercial customers. However, the order also required an immediate refund of amounts collected from our 2003 — 2005 GRIP filings of approximately $2.9 million and reduced our total return to 7.903 percent from 8.258 percent, based on a capital structure of 48.1 percent equity and 51.9 percent debt with a return on equity of 10 percent.

⁽⁵⁾		The Missouri Commission issued an order in March 2007 approving a settlement with rate design changes, including revenue decoupling through the recovery of all non-gas cost revenues through fixed monthly charges and no rate increase.

GRIP Filings

As discussed above in “Natural Gas Distribution Segment Overview,” GRIP allows natural gas utility companies the opportunity to include in their rate base annually approved capital costs incurred in the prior calendar year. The following table summarizes our GRIP filings with effective dates during the fiscal years ended September 30, 2008, 2007 and 2006:


		Incremental Net		Additional
		Utility Plant		Annual		Effective
Division	Calendar Year	Investment		Revenue		Date
		(In thousands)		(In thousands)

2008 GRIP:
Atmos Pipeline — Texas	2007	$	46,648	$	6,970	4/15/08
West Texas	2006		7,022		1,131	12/17/07

Total 2008 GRIP		$	53,670	$	8,101

2007 GRIP:
Atmos Pipeline — Texas	2006	$	88,938	$	13,202	9/14/07
Mid-Tex	2006		62,375		12,422	9/14/07

Total 2007 GRIP		$	151,313	$	25,624

2006 GRIP:
Mid-Tex ⁽¹⁾	2005	$	62,156	$	11,891	9/1/06
West Texas	2005		3,802		—	9/1/06
Atmos Pipeline — Texas	2005		21,486		3,286	8/1/06
West Texas	2004		22,597		3,802	5/4/06
Mid-Tex ⁽¹⁾	2004		28,903		6,731	2/1/06
Atmos Pipeline — Texas	2004		10,640		1,919	1/1/06
Mid-Tex ⁽¹⁾	2003		32,518		6,691	10/1/05

Total 2006 GRIP		$	182,102	$	34,320


⁽¹⁾		The order issued by the RRC in the Mid-Tex rate case required an immediate refund of amounts collected from the Mid-Tex Division’s 2003-2005 GRIP filings of approximately $2.9 million. This refund is not reflected in the amounts shown in the table above.

Annual Rate Filing Mechanisms

As an instrument to reduce regulatory lag, annual rate filing mechanisms allow us to refresh our rates on a periodic basis without filing a formal rate case. However, these filings still involve discovery by the appropriate regulatory authorities prior to the final determination of rates under these mechanisms. As discussed above in “Natural Gas Distribution Segment Overview,” we currently have annual rate filing mechanisms in our Louisiana and Mississippi divisions and in significant portions of our Mid-Tex and West Texas divisions. These mechanisms are referred to as rate review mechanisms in our Mid-Tex and West Texas

Divisions and stable rate filings in our Louisiana and Mississippi divisions. The following table summarizes filings made under our various annual rate filing mechanisms:

Additional

Annual

Effective

Division

Jurisdiction

Test Year Ended

Revenue

Date

(In thousands)

2008 Filings:

Louisiana

LGS

12/31/07

1,709

7/1/08

Louisiana

Transla

9/30/07

2,066

4/1/08

Total 2008 Filings

3,775

2007 Filings:

Mississippi

6/30/07

—

11/1/07

Louisiana

LGS

12/31/06

665

7/1/07

Louisiana

Transla

9/30/06

1,445

4/1/07

Louisiana

LGS

12/31/05

9,518

8/1/06

Total 2007 Filings

11,628

2006 Filings:

Mississippi

6/30/06

—

11/1/06

Louisiana

LGS

12/31/03

3,326

2/1/06

Total 2006 Filings

3,326

The rate review mechanism in the Mid-Tex Division was entered into as a result of a settlement in the September 20, 2007 Statement of Intent case filed with all Mid-Tex Division cities. Of the 439 incorporated cities served by the Mid-Tex Division, 438 of these cities are part of the rate review mechanism process. The West Texas rate review mechanism was entered into in August 2008 as a result of a settlement with the West Texas Coalition of Cities. The Lubbock Customer Conservation Value Plan (CCVP) was entered into in May 2008 as a result of a settlement to resolve ongoing rate issues. All three mechanisms have been implemented under a three year trial basis, beginning in fiscal 2009, based upon calendar 2007 financial information.

Other Ratemaking Activity

The following table summarizes other ratemaking activity during the fiscal years ended September 30, 2008, 2007 and 2006:


			Increase
			(Decrease)			Effective
Division	Jurisdiction	Rate Activity	in Revenue			Date
			(In thousands)

2008 Other Rate Activity:
Colorado-Kansas	Kansas	Ad Valorem Tax ⁽¹⁾	$	1,434		1/1/08
		Earnings
Colorado-Kansas	Colorado	Agreement ⁽²⁾		(1,100	)	11/20/07

Total 2008 Other Rate Activity			$	334

2007 Other Rate Activity:
Mid-Tex	Texas	GRIP Refund	$	(2,887	)	4/1/07
Colorado-Kansas	Kansas	Ad Valorem Tax ⁽¹⁾		1,528		1/1/07

Total 2007 Other Rate Activity			$	(1,359	)

2006 Other Rate Activity:
Colorado-Kansas	Kansas	Ad Valorem Tax ⁽¹⁾	$	1,565		1/1/06

Total 2006 Other Rate Activity			$	1,565

See footnotes on the following page.


⁽¹⁾		In the state of Kansas, ad valorem tax represents a general tax on all real and personal property determined based on the value of the property. This tax is assessed to the Company and recovered from our customers through our rates.

⁽²⁾		In November 2007, the Colorado Public Utilities Commission approved an earnings agreement entered into jointly between the Colorado-Kansas Division, the Commission Staff and the Office of Consumer Counsel. The agreement called for a one-time refund to customers of $1.1 million made in January 2008.

In addition to the activity above, in December 2006, the Louisiana Public Service Commission issued a staff report allowing the deferral of $4.3 million in operating and maintenance expenses in our Louisiana Division to allow recovery of all incremental operation and maintenance expense incurred in fiscal 2005 and 2006 in connection with our Hurricane Katrina recovery efforts.

In September 2006, our Mid-Tex Division filed its annual gas cost reconciliation with the RRC. The filing reflects approximately $24 million in refunds of amounts that were overcollected from customers between July 2005 and June 2006. The Mid-Tex Division received approval to refund these amounts over a six-month period, which began in November 2006. The ruling had no impact on the gross profit for the Mid-Tex Division.

In May 2007, our Mid-Tex Division filed a 36-month gas contract review filing. This filing is mandated by prior RRC orders and relates to the prudency of gas purchases made from November 2003 through October 2006, which total approximately $2.7 billion. An agreed-upon procedural schedule was filed with the RRC, which established a hearing schedule beginning in December 2007. In July 2008, the City of Dallas filed testimony recommending a disallowance of approximately $58 million and the ACSC Coalition of Cities filed testimony recommending a disallowance of approximately $89 million. However, the Mid-Tex Division has historically been able to settle similar gas contract reviews for significantly less than the requested disallowance amounts. A hearing was held at the RRC in September 2008, and initial and reply briefs were filed by all parties in mid-October 2008. A proposal for decision on this matter is expected by the end of March 2009.

Other Regulation

Each of our natural gas distribution divisions is regulated by various state or local public utility authorities. We are also subject to regulation by the United States Department of Transportation with respect to safety requirements in the operation and maintenance of our gas distribution facilities. In addition, our distribution operations are also subject to various state and federal laws regulating environmental matters. From time to time we receive inquiries regarding various environmental matters. We believe that our properties and operations substantially comply with and are operated in substantial conformity with applicable safety and environmental statutes and regulations. There are no administrative or judicial proceedings arising under environmental quality statutes pending or known to be contemplated by governmental agencies which would have a material adverse effect on us or our operations. Our environmental claims have arisen primarily from former manufactured gas plant sites in Tennessee, Iowa and Missouri.

The Federal Energy Regulatory Commission (FERC) allows, pursuant to Section 311 of the Natural Gas Policy Act, gas transportation services through our Atmos Pipeline — Texas assets “on behalf of” interstate pipelines or local distribution companies served by interstate pipelines, without subjecting these assets to the jurisdiction of the FERC.

The RRC has issued a final rule requiring the replacement of known compression couplings at pre-bent gas meter risers by November 2009. This rule affects the operations of the Mid-Tex Division but is presently not anticipated to have a significant impact on our West Texas Division. This rule requires us to expend significant amounts of capital in the Mid-Tex Division, but these prudent and mandatory expenditures should be recoverable through our rates.

Competition

Although our natural gas distribution operations are not currently in significant direct competition with any other distributors of natural gas to residential and commercial customers within our service areas, we do compete with other natural gas suppliers and suppliers of alternative fuels for sales to industrial customers. We compete in all aspects of our business with alternative energy sources, including, in particular, electricity. Electric utilities offer electricity as a rival energy source and compete for the space heating, water heating and cooking markets. Promotional incentives, improved equipment efficiencies and promotional rates all contribute to the acceptability of electrical equipment. The principal means to compete against alternative fuels is lower prices, and natural gas historically has maintained its price advantage in the residential, commercial and industrial markets. However, higher gas prices, coupled with the electric utilities’ marketing efforts, have increased competition for residential and commercial customers. In addition, AEM competes with other natural gas marketers to provide natural gas management and other related services to customers.

Our regulated transmission and storage operations currently face limited competition from other existing intrastate pipelines and gas marketers seeking to provide or arrange transportation, storage and other services for customers.

Employees

At September 30, 2008, we had 4,750 employees, consisting of 4,618 employees in our regulated operations and 132 employees in our nonregulated operations.

Available Information

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports, and amendments to those reports, and other forms that we file with or furnish to the Securities and Exchange Commission (SEC) are available free of charge at our website, www.atmosenergy.com , under “Publications and Filings” under the “Investors” tab, as soon as reasonably practicable, after we electronically file these reports with, or furnish these reports to, the SEC. We will also provide copies of these reports free of charge upon request to Shareholder Relations at the address and telephone number appearing below:

Shareholder Relations

Atmos Energy Corporation

P.O. Box 650205

Dallas, Texas 75265-0205

972-855-3729

Corporate Governance

In accordance with and pursuant to relevant related rules and regulations of the SEC as well as corporate governance-related listing standards of the New York Stock Exchange (NYSE), the Board of Directors of the Company has established and periodically updated our Corporate Governance Guidelines and Code of Conduct, which is applicable to all directors, officers and employees of the Company. In addition, in accordance with and pursuant to such NYSE listing standards, our Chief Executive Officer, Robert W. Best, has certified to the New York Stock Exchange that he was not aware of any violation by the Company of NYSE corporate governance listing standards. The Board of Directors also annually reviews and updates, if necessary, the charters for each of its Audit, Human Resources and Nominating and Corporate Governance Committees. All of the foregoing documents are posted on the Corporate Governance page of our website. We will also provide copies of all corporate governance documents free of charge upon request to Shareholder Relations at the address listed above.


ITEM 1A.	*Risk Factors.*

Our financial and operating results are subject to a number of risk factors, many of which are not within our control. Although we have tried to discuss key risk factors below, please be aware that other or new risks may prove to be important in the future. Investors should carefully consider the following discussion of risk factors as well as other information appearing in this report. These factors include the following:

The continuation of the unprecedented disruptions in the credit markets could limit our ability to access capital and increase our costs of capital.

We rely upon access to both short-term and long-term credit markets to satisfy our liquidity requirements. The global credit markets have been experiencing significant disruption and volatility in recent months, to a greater degree than has been seen in decades. In some cases, the ability or willingness of traditional sources of capital to provide financing has been reduced.

Historically, we have accessed the commercial paper markets to finance our short-term working capital needs. However, the disruptions in the credit markets since mid-September 2008 have limited our access to the commercial paper markets. Consequently, we have borrowed directly under our primary credit facility that backstops our commercial paper program to provide much of our working capital. This credit facility provides up to $600 million in committed financing through its expiration in December 2011; however, one lender with a 5.55% share of the commitments has ceased funding, effectively reducing the facility’s size to $567 million. Our borrowings under this facility, along with our commercial paper, have been used primarily to purchase natural gas supply for the upcoming winter heating season. The amount of our working capital requirements in the near-term will depend primarily on the market price of natural gas. Higher natural gas prices may adversely impact our accounts receivable collections and may require us to increase borrowings under our credit facilities to fund our operations. The cost of both our borrowings under the primary credit facility and our commercial paper has increased significantly since mid-September 2008. We have historically supplemented our commercial paper program with a short-term committed credit facility that must be renewed annually. No borrowings are currently outstanding under this $212.5 million facility, which matures at the end of October 2009.

Our long-term debt is currently rated as “investment grade” by Standard & Poor’s Corporation, Moody’s Investors Services, Inc. and Fitch Ratings, Ltd. If continuing adverse credit conditions cause a significant limitation on our access to the private and public credit markets, we could see a reduction in our liquidity. A significant reduction in our liquidity could in turn trigger a negative change in our ratings outlook or even a reduction in our credit ratings by one or more of the three credit rating agencies. If we were to lose our investment-grade rating from any of the three credit rating agencies, we would lose our ability to issue unsecured long-term debt in the capital markets without further regulatory approval due to restrictions imposed by one of the state regulatory commissions that regulates our natural gas distribution business. Additionally, such a downgrade could even further limit our access to private credit markets and increase the costs of borrowing under credit lines that could be available.

Further, if our credit ratings were downgraded, we could be required to provide additional liquidity to our natural gas marketing segment because the commodity financial instruments markets could become unavailable to us. Our natural gas marketing segment depends primarily upon an uncommitted demand $580 million credit facility to finance its working capital needs, which it uses primarily to issue standby letters of credit to its natural gas suppliers. Although the availability of credit under this facility has not yet been affected, the continuation of current market conditions could adversely affect such availability. A significant reduction in such availability could require us to provide extra liquidity to support its operations or reduce some of the activities of our natural gas marketing segment. Our ability to provide extra liquidity is limited by the terms of our existing lending arrangements with AEH, which are subject to annual approval by one state regulatory commission.

A continuation of the recent deterioration in credit markets could also adversely impact our plans to refinance debt that matures at the beginning of fiscal 2010. We financed our TXU Gas acquisition in October 2004 in part with the proceeds of our 4% senior notes due 2009. The $400 million principal amount of these

notes matures in October 2009 and we plan to access the capital markets to refinance this debt prior to maturity. A continuation of current market conditions could adversely affect the cost or other terms of such refinancing.

While we believe we can meet our capital requirements from our operations and the sources of financing available to us, we can provide no assurance that we will continue to be able to do so in the future, especially if the market price of natural gas increases significantly in the near-term. The future effects on our business, liquidity and financial results of a continuation of current market conditions could be material and adverse to us, both in the ways described above or in other ways that we do not currently anticipate.

The continuation of recent economic conditions could adversely affect our customers and negatively impact our financial results.

The slowdown in the U.S. economy, together with increased mortgage defaults and significant decreases in the values of homes and investment assets, has adversely affected the financial resources of many domestic households. It is unclear whether the administrative and legislative responses to these conditions will be successful in avoiding a recession or in lessening the severity or duration of a recession. As a result, our customers may seek to use less gas in upcoming heating seasons and it may become more difficult for them to pay their gas bills. This may slow collections and lead to higher than normal levels of accounts receivable. This in turn could increase our financing requirements and bad debt expense.

The costs of providing pension and postretirement health care benefits and related funding requirements are subject to changes in pension fund values, changing demographics and fluctuating actuarial assumptions and may have a material adverse effect on our financial results.

We provide a cash-balance pension plan and postretirement healthcare benefits to eligible full-time employees. Our costs of providing such benefits and related funding requirements are subject to changes in the market value of the assets funding our pension and postretirement healthcare plans. The recent significant decline in the value of investments that fund our pension and postretirement healthcare plans may significantly differ from or alter the values and actuarial assumptions we use to calculate our future pension plan expense and postretirement healthcare costs. A continuation or further decline in the value of these investments could increase the expenses of our pension and postretirement healthcare plans and related funding requirements in the future. Our costs of providing such benefits and related funding requirements are also subject to changing demographics, including longer life expectancy of beneficiaries and an expected increase in the number of eligible former employees over the next five to ten years, as well as various actuarial calculations and assumptions, which may differ materially from actual results due to changing market and economic conditions, higher or lower withdrawal rates and interest rates and other factors.

Our operations are exposed to market risks that are beyond our control which could adversely affect our financial results and capital requirements.

Our risk management operations are subject to market risks beyond our control, including market liquidity, commodity price volatility and counterparty creditworthiness. Although we maintain a risk management policy, we may not be able to completely offset the price risk associated with volatile gas prices or the risk in our natural gas marketing and pipeline, storage and other segments, which could lead to volatility in our earnings. Physical trading also introduces price risk on any net open positions at the end of each trading day, as well as volatility resulting from intra-day fluctuations of gas prices and the potential for daily price movements between the time natural gas is purchased or sold for future delivery and the time the related purchase or sale is hedged. Although we manage our business to maintain no open positions, there are times when limited net open positions related to our physical storage may occur on a short-term basis. The determination of our net open position as of the end of any particular trading day requires us to make assumptions as to future circumstances, including the use of gas by our customers in relation to our anticipated storage and market positions. Because the price risk associated with any net open position at the end of such day may increase if the assumptions are not realized, we review these assumptions as part of our daily monitoring activities. Net open positions may increase volatility in our financial condition or results of

operations if market prices move in a significantly favorable or unfavorable manner because the timing of the recognition of profits or losses on the hedges for financial accounting purposes usually do not match up with the timing of the economic profits or losses on the item being hedged. This volatility may occur with a resulting increase or decrease in earnings or losses, even though the expected profit margin is essentially unchanged from the date the transactions were consummated. Further, if the local physical markets in which we trade do not move consistently with the NYMEX futures market, we could experience increased volatility in the financial results of our natural gas marketing and pipeline, storage and other segments.

Our natural gas marketing and pipeline, storage and other segments manage margins and limit risk exposure on the sale of natural gas inventory or the offsetting fixed-price purchase or sale commitments for physical quantities of natural gas through the use of a variety of financial instruments. However, contractual limitations could adversely affect our ability to withdraw gas from storage, which could cause us to purchase gas at spot prices in a rising market to obtain sufficient volumes to fulfill customer contracts. We could also realize financial losses on our efforts to limit risk as a result of volatility in the market prices of the underlying commodities or if a counterparty fails to perform under a contract. A continued tightening of the credit market could cause more of our counterparties to fail to perform than expected and reserved. In addition, adverse changes in the creditworthiness of our counterparties could limit the level of trading activities with these parties and increase the risk that these parties may not perform under a contract. These circumstances could also increase our capital requirements.

We are also subject to interest rate risk on our borrowings. In recent years, we have been operating in a relatively low interest-rate environment with both short and long-term interest rates being relatively low compared to historical interest rates. However, increases in interest rates could adversely affect our future financial results.

We are subject to state and local regulations that affect our operations and financial results.

Our natural gas distribution and regulated transmission and storage segments are subject to various regulated returns on our rate base in each jurisdiction in which we operate. We monitor the allowed rates of return and our effectiveness in earning such rates and initiate rate proceedings or operating changes as we believe are needed. In addition, in the normal course of business in the regulatory environment, assets may be placed in service and historical test periods established before rate cases can be filed that could result in an adjustment of our returns. Once rate cases are filed, regulatory bodies have the authority to suspend implementation of the new rates while studying the cases. Because of this process, we must suffer the negative financial effects of having placed assets in service without the benefit of rate relief, which is commonly referred to as “regulatory lag”. Rate cases also involve a risk of rate reduction, because once rates have been approved, they are still subject to challenge for their reasonableness by appropriate regulatory authorities. In addition, regulators may review our purchases of natural gas and can adjust the amount of our gas costs that we pass through to our customers. Finally, our debt and equity financings are also subject to approval by regulatory bodies in several states, which could limit our ability to access or take advantage of changes in the capital markets.

Some of our operations are subject to increased federal regulatory oversight that could affect our operations and financial results.

FERC has regulatory authority that affects some of our operations, including sales of natural gas in the wholesale gas market and the use and release of interstate pipeline and storage capacity. Under legislation passed by Congress in 2005, FERC has adopted rules designed to prevent market power abuse and market manipulation and to promote compliance with FERC’s other rules, policies and orders by companies engaged in the sale, purchase, transportation or storage of natural gas in interstate commerce. These rules carry increased penalties for violations. We are currently under investigation by FERC for possible violations of FERC’s posting and competitive bidding regulations for pre-arranged released firm capacity on interstate natural gas pipelines. Although we are currently taking action to structure current and future transactions to comply with applicable FERC regulations, we are unable to predict the impact that these rules or any future regulatory activities of FERC and other federal agencies will have on our operations or financial results. Changes in regulations or their interpretation or additional regulations could adversely affect our business or financial results.

We are subject to environmental regulations which could adversely affect our operations or financial results.

We are subject to laws, regulations and other legal requirements enacted or adopted by federal, state and local governmental authorities relating to protection of the environment and health and safety matters, including those legal requirements that govern discharges of substances into the air and water, the management and disposal of hazardous substances and waste, the clean-up of contaminated sites, groundwater quality and availability, plant and wildlife protection, as well as work practices related to employee health and safety. Environmental legislation also requires that our facilities, sites and other properties associated with our operations be operated, maintained, abandoned and reclaimed to the satisfaction of applicable regulatory authorities. Failure to comply with these laws, regulations, permits and licenses may expose us to fines, penalties or interruptions in our operations that could be significant to our financial results. In addition, existing environmental regulations may be revised or our operations may become subject to new regulations. In addition, there are a number of new federal and state legislative and regulatory initiatives being proposed and adopted in an attempt to control or limit the effects of global warming and overall climate change, including greenhouse gas emissions, such as carbon dioxide. Such revised or new regulations could result in increased compliance costs or additional operating restrictions which could adversely affect our business, financial condition or financial results.

The concentration of our distribution, pipeline and storage operations in the State of Texas exposes our operations and financial results to economic conditions and regulatory decisions in Texas.

As a result of our acquisition of the distribution, pipeline and storage operations of TXU Gas in October 2004, over 50 percent of our natural gas distribution customers and most of our pipeline and storage assets and operations are located in the State of Texas. This concentration of our business in Texas means that our operations and financial results may be significantly affected by changes in the Texas economy in general and regulatory decisions by state and local regulatory authorities in Texas.

Adverse weather conditions could affect our operations or financial results.

Since the 2006-2007 winter heating season, we have had weather-normalized rates for over 90 percent of our residential and commercial meters, which has substantially mitigated the adverse effects of warmer-than-normal weather for meters in those service areas. However, there is no assurance that we will continue to receive such regulatory protection from adverse weather in our rates in the future. The loss of such weather — normalized rates could have an adverse effect on our operations and financial results. In addition, our natural gas distribution and regulated transmission and storage operating results may continue to vary somewhat with the actual temperatures during the winter heating season. Sustained cold weather could adversely affect our natural gas marketing operations as we may be required to purchase gas at spot rates in a rising market to obtain sufficient volumes to fulfill some customer contracts.

Inflation and increased gas costs could adversely impact our customer base and customer collections and increase our level of indebtedness.

Inflation has caused increases in some of our operating expenses and has required assets to be replaced at higher costs. We have a process in place to continually review the adequacy of our natural gas distribution gas rates in relation to the increasing cost of providing service and the inherent regulatory lag in adjusting those gas rates. Historically, we have been able to budget and control operating expenses and investments within the amounts authorized to be collected in rates and intend to continue to do so. However, the ability to control expenses is an important factor that could impact future financial results.

Rapid increases in the costs of purchased gas, which has occurred in recent years, cause us to experience a significant increase in short-term debt. We must pay suppliers for gas when it is purchased, which can be significantly in advance of when these costs may be recovered through the collection of monthly customer bills for gas delivered. Increases in purchased gas costs also slow our natural gas distribution collection efforts as customers are more likely to delay the payment of their gas bills, leading to higher than normal accounts

receivable. This could result in higher short-term debt levels, greater collection efforts and increased bad debt expense.

Our growth in the future may be limited by the nature of our business, which requires extensive capital spending.

We must continually build additional capacity in our natural gas distribution system to maintain the growth in the number of our customers. The cost of adding this capacity may be affected by a number of factors, including the general state of the economy and weather. Our cash flows from operations generally are sufficient to supply funding for all our capital expenditures, including the financing of the costs of new construction along with capital expenditures necessary to maintain our existing natural gas system. Due to the timing of these cash flows and capital expenditures, we often must fund at least a portion of these costs through borrowing funds from third party lenders, the cost and availability of which is dependent on the liquidity of the credit markets, interest rates and other market conditions. This in turn may limit our ability to connect new customers to our system due to constraints on the amount of funds we can invest in our infrastructure.

Our operations are subject to increased competition.

In residential and commercial customer markets, our natural gas distribution operations compete with other energy products, such as electricity and propane. Our primary product competition is with electricity for heating, water heating and cooking. Increases in the price of natural gas could negatively impact our competitive position by decreasing the price benefits of natural gas to the consumer. This could adversely impact our business if, as a result, our customer growth slows, reducing our ability to make capital expenditures, or if our customers further conserve their use of gas, resulting in reduced gas purchases and customer billings.

In the case of industrial customers, such as manufacturing plants, adverse economic conditions, including higher gas costs, could cause these customers to use alternative sources of energy, such as electricity, or bypass our systems in favor of special competitive contracts with lower per-unit costs. Our regulated transmission and storage segment currently faces limited competition from other existing intrastate pipelines and gas marketers seeking to provide or arrange transportation, storage and other services for customers. However, competition may increase if new intrastate pipelines are constructed near our existing facilities.

Distributing and storing natural gas involve risks that may result in accidents and additional operating costs.

Our natural gas distribution business involves a number of hazards and operating risks that cannot be completely avoided, such as leaks, accidents and operational problems, which could cause loss of human life, as well as substantial financial losses resulting from property damage, damage to the environment and to our operations. We do have liability and property insurance coverage in place for many of these hazards and risks. However, because our pipeline, storage and distribution facilities are near or are in populated areas, any loss of human life or adverse financial results resulting from such events could be large. If these events were not fully covered by insurance, our operations or financial results could be adversely affected.

Natural disasters, terrorist activities or other significant events could adversely affect our operations or financial results.

Natural disasters are always a threat to our assets and operations. In addition, the threat of terrorist activities could lead to increased economic instability and volatility in the price of natural gas that could affect our operations. Also, companies in our industry may face a heightened risk of exposure to actual acts of terrorism, which could subject our operations to increased risks. As a result, the availability of insurance covering such risks may be more limited, which could increase the risk that an event could adversely affect our operations or financial results.


ITEM 1B.	*Unresolved Staff Comments.*

Not applicable.


ITEM 2.	*Properties.*

Distribution, transmission and related assets

At September 30, 2008, our natural gas distribution segment owned an aggregate of 77,462 miles of underground distribution and transmission mains throughout our gas distribution systems. These mains are located on easements or rights-of-way which generally provide for perpetual use. We maintain our mains through a program of continuous inspection and repair and believe that our system of mains is in good condition. Our regulated transmission and storage segment owned 6,069 miles of gas transmission and gathering lines and our pipeline, storage and other segment owned 114 miles of gas transmission and gathering lines.

Storage Assets

We own underground gas storage facilities in several states to supplement the supply of natural gas in periods of peak demand. The following table summarizes certain information regarding our underground gas storage facilities:


							Maximum
							Daily
			Cushion		Total		Delivery
	Usable Capacity		Gas		Capacity		Capability
State	(Mcf)		(Mcf) ⁽¹⁾		(Mcf)		(Mcf)

Natural Gas Distribution Segment
Kentucky		4,442,696		6,322,283		10,764,979		109,100
Kansas		3,239,000		2,300,000		5,539,000		45,000
Mississippi		2,211,894		2,442,917		4,654,811		48,000
Georgia		450,000		50,000		500,000		30,000

Total		10,343,590		11,115,200		21,458,790		232,100
Regulated Transmission and Storage Segment — Texas		39,243,226		13,128,025		52,371,251		1,235,000
Pipeline, Storage and Other Segment
Kentucky		3,492,900		3,295,000		6,787,900		71,000
Louisiana		438,583		300,973		739,556		56,000

Total		3,931,483		3,595,973		7,527,456		127,000

Total		53,518,299		27,839,198		81,357,497		1,594,100


⁽¹⁾		Cushion gas represents the volume of gas that must be retained in a facility to maintain reservoir pressure.


			Page

Glossary of Key Terms				3

Part I
	Item 1.	Business		4
	Item 1A.	Risk Factors		22
	Item 1B.	Unresolved Staff Comments		27
	Item 2.	Properties		27
	Item 3.	Legal Proceedings		28
	Item 4.	Submission of Matters to a Vote of Security Holders		28

Part II
	Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		30
	Item 6.	Selected Financial Data		33
	Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		34
	Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		64
	Item 8.	Financial Statements and Supplementary Data		66
	Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		122
	Item 9A.	Controls and Procedures		122
	Item 9B.	Other Information		124

Part III
	Item 10.	Directors, Executive Officers and Corporate Governance		124
	Item 11.	Executive Compensation		124
	Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		124
	Item 13.	Certain Relationships and Related Transactions, and Director Independence		124
	Item 14.	Principal Accountant Fees and Services		124

Part IV
	Item 15.	Exhibits and Financial Statement Schedules		125
EX-10.5(A)
EX-10.5(B)
EX-10.8(A)
EX-10.8(B)
EX-10.10
EX-10.12(B)
EX-10.12(D)
EX-10.12(E)
EX-10.12(F)
EX-12
EX-21
EX-23.1
EX-31
EX-32


			Maximum
		Maximum	Daily
		Storage	Withdrawal
		Quantity	Quantity
Segment	Division/Company	(MMBtu)

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