UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D. C.  20549
                            FORM 10-Q

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
     SECURITIES  EXCHANGE ACT OF 1934
     For the quarterly period ended September 30, 1999

                               OR

[ ]  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 1-4169

               TEXAS GAS TRANSMISSION CORPORATION
     (Exact name of registrant as specified in its charter)

           Delaware                              61-0405152
     (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)           Identification No.)


 3800 Frederica Street, Owensboro, Kentucky         42301
  (Address of principal executive offices)        (Zip Code)

 Registrant's telephone number, including area code: (270) 926-8686


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  X    No_

Indicate the number of shares outstanding of each of the issuer's
classes  of  common  stock,  as of the latest  practicable  date.
1,000 shares as of November 10, 1999

REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTIONS
H(1)(a)  and (b) OF FORM 10-Q AND IS THEREFORE FILING  THIS  FORM
WITH THE REDUCED DISCLOSURE FORMAT.
<PAGE>
               TEXAS GAS TRANSMISSION CORPORATION

                        TABLE OF CONTENTS



                                                                Page

                 Part I.  Financial Information

Item 1.  Financial Statements

     Consolidated Balance Sheets.............................     3

     Consolidated Statements of Income.......................     5

     Consolidated Statements of Cash Flows...................     6

     Condensed Notes to Consolidated Financial Statements....     7

Item 2.  Management's Narrative Analysis of the Results of
         Operations..........................................    11


                   Part II.  Other Information

Item 6.  Exhibits and Reports on Form 8-K....................    15

Signature....................................................    16






Certain matters discussed in this report, excluding historical
information, include forward-looking statements.  Although Texas
Gas Transmission Corporation believes such forward-looking
statements are based on reasonable assumptions, no assurance can
be given that every objective will be achieved.  Such statements
are made in reliance on the "safe harbor" protections provided
under the Private Securities Reform Act of 1995.  Additional
information about issues that could lead to material changes in
performance is contained in Texas Gas Transmission Corporation's
1998 Annual Report on Form 10-K and 1999 First and Second Quarter
Reports on Form 10-Q.

<PAGE>
                 PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

               TEXAS GAS TRANSMISSION CORPORATION

                   CONSOLIDATED BALANCE SHEETS
                     (Thousands of Dollars)
                           (Unaudited)

<TABLE>
<CAPTION>
                                          September 30,    December 31,
                    ASSETS                   1999             1998
<S>                                      <C>              <C>
Current Assets:
 Cash and cash equivalents                $       50       $      201
 Receivables:
   Trade                                       3,157            8,493
   Affiliates                                    888            1,049
   Other                                       1,348              702
   Transportation and exchange receivable      3,324            2,807
 Advances to affiliates                       50,984           82,755
 Inventories                                  15,211           15,341
 Deferred income taxes                        12,702           14,496
 Costs recoverable from customers             13,383           10,085
 Gas stored underground                       10,409           10,409
 Other                                         2,083            1,676
   Total current assets                      113,539          148,014

Investments, at cost                             360              340

Property, Plant and Equipment, at cost:
 Natural gas transmission plant            1,094,901        1,069,259
 Less -- Accumulated depreciation and
   amortization                              141,769          128,759
   Property, plant and equipment, net        953,132          940,500

Other Assets:
 Gas stored underground                      103,389          113,468
 Costs recoverable from customers             49,118           52,358
 Other                                        39,936           38,991
   Total other assets                        192,443          204,817

   Total Assets                           $1,259,474       $1,293,671

</TABLE>

 The accompanying condensed notes are an integral part of these
               consolidated financial statements.

<PAGE>
               TEXAS GAS TRANSMISSION CORPORATION

                   CONSOLIDATED BALANCE SHEETS
                     (Thousands of Dollars)
                           (Unaudited)
<TABLE>
<CAPTION>

                                          September 30,    December 31,
LIABILITIES AND STOCKHOLDER'S EQUITY         1999             1998
<S>
Current Liabilities:                     <C>              <C>
 Payables:
   Trade                                  $    3,473       $    3,016
   Affiliates                                  6,753           17,828
   Other                                       3,322            7,026
 Gas Payables:
   Transportation and exchange                12,599           12,764
   Storage                                    11,109           13,010
 Accrued taxes                                23,342           22,752
 Accrued interest                              1,510            6,557
 Other accrued liabilities                    48,474           48,253
 Reserve for regulatory and rate matters        -              20,150
   Total current liabilities                 110,582          151,356

Long-Term Debt                               250,937          251,160

Other Liabilities and Deferred Credits:
 Deferred income taxes                       162,546          156,253
 Postretirement benefits other than
   pensions                                   39,254           41,392
 Other                                        51,214           60,213
   Total other liabilities and deferred
     credits                                 253,014          257,858

Contingent Liabilities and Commitments

Stockholder's Equity:
 Common stock, $1.00 par value, 1,000
   shares authorized, issued and
   outstanding                                     1                1
 Premium on capital stock and other
   paid-in capital                           627,046          627,046
 Retained earnings                            17,894            6,250
   Total stockholder's equity                644,941          633,297

   Total Liabilities and Stockholder's
     Equity                               $1,259,474       $1,293,671


</TABLE>


 The accompanying condensed notes are an integral part of these
               consolidated financial statements.

<PAGE>
               TEXAS GAS TRANSMISSION CORPORATION

                CONSOLIDATED STATEMENTS OF INCOME
                     (Thousands of Dollars)
                           (Unaudited)

<TABLE>
<CAPTION>
                                      Three Months Ended     Nine Months Ended
                                         September 30,         September 30,
                                        1999       1998      1999       1998
<S>                                  <C>        <C>        <C>       <C>
Operating Revenues:
 Gas transportation                   $ 51,371   $ 49,065   $189,674  $191,473
 Gas sales                                 136      3,362        385    11,750
 Other                                     895        872      2,684     2,236
   Total operating revenues             52,402     53,299    192,743   205,459

Operating Costs and Expenses:
 Cost of gas transportation                684      1,402      4,488    11,843
 Cost of gas sold                          136      3,321        390    11,598
 Operation and maintenance              10,407     13,314     33,300    38,960
 Administrative and general             12,812     14,107     39,207    41,369
 Depreciation and amortization          10,931     10,581     33,068    31,865
 Taxes other than income taxes           4,326      3,483     11,869    11,148
   Total operating costs and expenses   39,296     46,208    122,322   146,783

Operating Income                        13,106      7,091     70,421    58,676

Other Deductions (Income):
 Interest expense                        5,060      5,238     14,893    15,817
 Interest income                          (887)    (1,159)    (2,881)   (4,019)
 Miscellaneous other (income), net        (359)      (397)      (367)     (213)
   Total other deductions                3,814      3,682     11,645    11,585

Income Before Income Taxes               9,292      3,409     58,776    47,091

Provision for Income Taxes               3,429      1,368     23,132    18,738

Net Income                            $  5,863   $  2,041   $ 35,644  $ 28,353

</TABLE>




 The accompanying condensed notes are an integral part of these
               consolidated financial statements.

<PAGE>
               TEXAS GAS TRANSMISSION CORPORATION
              CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (Thousands of Dollars)
                           (Unaudited)

<TABLE>
<CAPTION>
                                          Nine Months Ended September 30,
                                             1999               1998
<S>                                       <C>                <C>
OPERATING ACTIVITIES:
 Net income                                $ 35,644           $ 28,353
 Adjustments to reconcile to cash
  provided from operations:
   Depreciation and amortization             33,068             31,865
   Provision for deferred income taxes        8,087              1,015
   Changes in receivables sold               (6,900            (16,400)
   Changes in receivables                    11,097             17,602
   Changes in inventories                       130               (447)
   Changes in other current assets           (2,062)            (1,837)
   Changes in accounts payable              (14,322)           (14,081)
   Changes in accrued liabilities           (26,572)            14,314
   Other, including changes in noncurrent
    assets and liabilities                     (908)           (14,717)
      Net cash provided by operating
        activities                           37,262             45,667

FINANCING ACTIVITIES:
 Dividends and returns of capital           (24,000)           (39,000)
      Net cash (used in) financing
        activities                          (24,000)           (39,000)

INVESTING ACTIVITIES:
 Property, plant and equipment:
   Capital expenditures, net of AFUDC       (43,669)           (43,254)
   Proceeds from sales and salvage values,
      net of costs of removal                (1,515)               817
 Advances to affiliates, net                 31,771             35,034
 Proceeds from sale of long-term
   investments                                 -                   620
      Net cash (used in) investing
        activities                          (13,413)            (6,783)

Decrease in cash and cash equivalents          (151)              (116)

Cash and cash equivalents at beginning
  of period                                     201                235

Cash and cash equivalents at end of period $     50           $    119

</TABLE>



 The accompanying condensed notes are an integral part of these
               consolidated financial statements.

<PAGE>
               TEXAS GAS TRANSMISSION CORPORATION
      CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited)


A.  Corporate Structure and Control and Basis of Presentation

 Corporate Structure and Control

   Texas Gas Transmission Corporation and its wholly owned
subsidiary, TGT Enterprises, Inc., (collectively, Texas Gas) are
wholly owned by Williams Gas Pipeline Company, which is a wholly
owned subsidiary of The Williams Companies, Inc. (Williams).

  Basis of Presentation

   The consolidated financial statements have been prepared from
the books and records of Texas Gas without audit.  Certain
information and footnote disclosures normally included in
consolidated financial statements prepared in accordance with
generally accepted accounting principles have been condensed or
omitted.  The accompanying unaudited consolidated financial
statements include all adjustments, consisting of only normal
operating adjustments, which, in the opinion of Texas Gas'
management, are necessary to present fairly its financial
position at September 30, 1999, and results of operations for the
three and nine months ended September 30, 1999 and 1998, and cash
flows for the nine months ended September 30, 1999 and 1998.
These consolidated financial statements should be read in
conjunction with the financial statements, notes thereto and
management's narrative analysis contained in Texas Gas' 1998
Annual Report on Form 10-K and Texas Gas' 1999 First and Second
Quarter Reports on Form 10-Q.

   Certain reclassifications have been made in the 1998 financial
statements to conform to the 1999 presentation.

 Seasonal Variation

   Operating income may vary by quarter.  Based on current rate
structure, Texas Gas experiences higher operating income in the
first and fourth quarters as compared to the second and third
quarters.


B.  Contingent Liabilities and Commitments

 Regulatory and Rate Matters and Related Litigation

   FERC Order 636

   Effective November 1, 1993, Texas Gas restructured its
business to implement the provisions of FERC Order 636, which,
among other things, required pipelines to unbundle their merchant
role from their transportation services. FERC Order 636 also
<PAGE>
provides that pipelines should be allowed the opportunity to
recover all prudently incurred transition costs which, for Texas
Gas, are primarily related to gas supply realignment (GSR) costs
and unrecovered purchased gas costs. Certain aspects of Texas
Gas' FERC Order 636 restructuring are under appeal.

   In September 1995, Texas Gas received FERC approval of a
settlement agreement which resolves all issues regarding Texas
Gas' recovery of GSR costs.  The settlement provides that Texas
Gas will recover 100 percent of its GSR costs up to $50 million,
will share in costs incurred between $50 million and $80 million
and will absorb any GSR costs above $80 million.  Under the
settlement, all challenges to these costs, on the grounds of
imprudence or otherwise, were withdrawn and no future challenges
will be filed.  Ninety percent of the cost recovery is collected
through demand surcharges on Texas Gas' firm transportation
services; the  remaining ten percent  should be  recovered from
its  interruptible transportation service.  Effective July 1,
1997, the FERC allowed Texas Gas to suspend its GSR surcharge
applicable to firm transportation services due to the full
recovery of incurred GSR costs allocated to these services.  The
GSR cost increment included in the interruptible transportation
rates, as well as no-notice and firm transportation overrun
rates, remains in effect.  To date, Texas Gas has paid $76.2
million and collected $66.4 million, plus interest, related to
GSR.  Texas Gas expects to pay no more than $80 million for GSR
costs, primarily as a result of contract terminations, and has
provided reserves for the remaining GSR costs it may be required
to pay, as well as a regulatory asset for the estimated future
amounts recoverable.

   General Rate Issues

   On April 30, 1997, Texas Gas filed a general rate case (Docket
No. RP97-344) effective November 1, 1997, subject to refund. On
March 20, 1998, Texas Gas filed an offer of settlement. On
November 14, 1998, the FERC issued an "Order Denying Rehearing
and Providing Guidance on Hearing Issues" related to the March
20, 1998, settlement filed in this case.  Applications for
hearing of the October 14, 1998, order were due by November 13,
1998 and no such applications were filed.  Pursuant to the
provisions of the settlement, the settlement became effective
November 14, 1998, and a filing to implement the settlement was
made on November 30, 1998.  Texas Gas had established an adequate
reserve for the difference between collected rates and the
settlement rates.  Refunds, including interest, of $17.2 million
were distributed to customers on January 13, 1999.  The FERC
issued a letter order on September 15, 1999, which accepted Texas
Gas' final refund report as being in satisfactory compliance with
the settlement.  Accordingly, Texas Gas included in the third
quarter of 1999 a total of $7.4 million in operating income in
recognition of the final resolution of its pending rate case
issues.

   Royalty Claims and Producer Litigation

   In connection with Texas Gas' renegotiations of supply
contracts with producers to resolve take-or-pay and other
contract claims, Texas Gas has entered into certain settlements
which may require the indemnification by Texas Gas of certain
claims for royalties which a producer may be required to pay as a
result of such settlements.  Texas Gas has been made aware of
demands on producers for additional royalties and may receive
other demands which could result in claims against Texas Gas
pursuant to the indemnification provision in its settlements.
Indemnification for royalties will depend on, among other things,
the specific lease provisions between the producer and the lessor
and the terms of the settlement between the producer and Texas
Gas.
<PAGE>
   Pursuant to such an indemnity, in January 1998, Texas Gas
reimbursed a producer for approximately $1.7 million in costs
paid to settle a take-or-pay royalty claim.  On June 1, 1999,
Texas Gas filed to recover approximately $1.3 million (75%) of
the costs pursuant to the provisions of FERC Order 528.  The FERC
approved the filing, subject to conditions, which allows for a
surcharge on all mainline throughput beginning July 1, 1999, to
run through a twelve-month period.  Texas Gas has provided
reserves for the estimated settlement costs of other royalty
claims and litigation.

   Environmental Matters

   As of September 30, 1999, Texas Gas had a reserve of
approximately $1.6 million for estimated costs associated with
environmental assessment and remediation, including remediation
associated with the historical use of polychlorinated biphenyls
and hydrocarbons.  This estimate depends upon a number of
assumptions concerning the scope of remediation that will be
required at certain locations and the cost of remedial measures
to be undertaken.  Texas Gas is continuing to conduct
environmental assessments and is implementing a variety of
remedial measures that may result in increases or decreases in
the total estimated costs.

   Texas Gas currently is either named as a potentially
responsible party or has received an information request
regarding its potential involvement at certain Superfund and
state waste disposal sites.  The anticipated remediation costs,
if any, associated with these sites have been included in the
reserve discussed above.

   Texas Gas considers environmental assessment and remediation
costs and costs associated with compliance with environmental
standards to be recoverable through rates, as they are prudent
costs incurred in the ordinary course of business.  The actual
costs incurred will depend on the actual amount and extent of
contamination discovered, the final cleanup standards mandated by
the U.S. Environmental Protection Agency or other governmental
authorities, and other factors.

   Other Legal Issues

   In 1998, the United States Department of Justice informed
Williams that Jack Grynberg, an individual, had filed claims in
the United States District Court for the District of Colorado
under the False Claims Act against Williams and certain of its
wholly owned subsidiaries including Texas Gas, Williams Gas
Pipelines Central, Inc., Kern River Gas Transmission Company,
Northwest Pipeline Corporation, Williams Gas Pipeline Company,
Transcontinental Gas Pipe Line Corporation, and Williams
Production Company.  Mr. Grynberg has also filed claims against
approximately 300 other energy companies and alleges that the
defendants violated the False Claims Act in connection with the
measurement and purchase of hydrocarbons.  The relief sought is
an unspecified amount of royalties allegedly not paid to the
federal government, treble damages, a civil penalty, attorneys'
fees, and costs.  On April 9, 1999, the United States Department
of Justice announced that it was declining to intervene in any of
the Grynberg qui tam cases; including the actions filed against
the Williams entities in the United States District Court for the
District of Colorado.  On October 21, 1999, the Panel on Multi-
District Litigation transferred all of the Grynberg qui tam
cases, including the ones filed against Williams, to the United
States District Court for the District of Wyoming for pre-trial
purposes.
<PAGE>

   Summary of Contingent Liabilities and Commitments

   While no assurances may be given, Texas Gas does not believe
that the ultimate resolution of the foregoing matters, taken as a
whole and after consideration of amounts accrued, insurance
coverage, potential recovery from customers or other
indemnification arrangements, will have a materially adverse
effect on Texas Gas' future financial position, results of
operations or cash flow requirements.


<PAGE>


Item 2.  Management's Narrative Analysis of the Results of Operations
               (Filed Pursuant to General Instruction H)


                Financial Analysis of Operations
        Nine Months Ended September 30, 1999 Compared to
              Nine Months Ended September 30, 1998

  Operating income was $11.7 million higher for the nine months
ended September 30, 1999, than for the nine months ended
September 30, 1998.  The increase in operating income was due
primarily to $7.4 million from the settlement of regulatory and
rate reserves related to its RP97-344 rate case.  Operating
income also increased due to recognition of $3.0 million of
previously deferred revenues associated with allocations related
to Texas Gas' January 1999 GSR reconciliation filing with the
FERC and lower operation and maintenance expense, partially
offset by a first quarter 1998 adjustment to estimated GSR costs
of $2.0 million.  Compared to 1998, net income was $7.3 million
higher for the same reasons.

  Operating revenues decreased $12.7 million primarily
attributable to lower gas sales and discounting of transportation
rates, partially offset by the recognition of deferred revenues
reserve adjustments discussed above.  Texas Gas' gas sales result
from requirements to meet its pre-Order 636 gas purchase
commitments, substantially all of which are managed by Texas Gas'
gas marketing affiliate, Williams Energy Services Company, as
exclusive agent for Texas Gas.  Although the sales and purchase
commitments remain in Texas Gas' name, their management and any
associated profit or loss is solely the responsibility of the
agent.  Therefore, the resulting sales and purchases have no
impact on Texas Gas' results of operations.  Total deliveries
were 558.0 TBtu and 550.1 TBtu for the nine months of 1999 and
1998, respectively.

  Operating costs and expenses decreased $24.5 million primarily
attributable to lower costs of gas sold; lower costs of gas
transportation, primarily due to termination of contracts for
transportation by others and a 1998 adjustment to GSR costs
discussed above; and lower operation and maintenance expenses,
including a $4.7 million reduction in supplies and expenses.


                Financial Condition and Liquidity

  Through the years, Texas Gas has consistently maintained its
financial strength and experienced strong operational results.
Williams' ownership of Texas Gas further enhances its financial
and operational strength, as well as allows Texas Gas to take
advantage of new opportunities for growth.  Texas Gas expects to
access public and private capital markets, as needed, to finance
its own capital requirements.

  As of September 30, 1999, Texas Gas has $100 million of shelf
availability remaining under a Registration Statement filed with
the Securities and Exchange Commission in 1997.
<PAGE>
  Texas Gas is a participant with other Williams subsidiaries in
a $1 billion credit agreement under which Texas Gas may borrow up
to $200 million, subject to borrowings by other affiliated
companies.  Interest rates vary with current market conditions.
To date, Texas Gas has no amounts outstanding under this
facility.

  Texas Gas is a participant in Williams' cash management
program.  The advances due Texas Gas by Williams are represented
by demand notes. The interest rate on intercompany demand notes
is the London Interbank Offered Rate on the first day of the
month plus an applicable margin based on the current Standard and
Poor's Rating of the Borrower.

  Texas Gas' capital expenditures for the first nine months of
1999 and 1998 were $43.7 and $43.3 million, respectively.
Capital expenditures for 1999 are expected to approximate $80.3
million.  Texas Gas' debt as a percentage of total capitalization
at September 30, 1999 and December 31, 1998 was 28.0% and 28.4%,
respectively.

   On April 30, 1997, Texas Gas filed a general rate case (Docket
No. RP97-344) effective November 1, 1997, subject to refund.  On
March 20, 1998, Texas Gas filed an offer of settlement.  On
November 14, 1998, the FERC issued an "Order Denying Rehearing
and Providing Guidance on Hearing Issues" related to the March
20, 1998, settlement filed in this case.  Applications for
hearing of the October 14, 1998, order were due by November 13,
1998; no such applications were filed.  Pursuant to the
provisions of the settlement, the settlement became effective
November 14, 1998, and a filing to implement the settlement was
made on November 30, 1998.  Texas Gas had established an adequate
reserve for the difference between collected rates and the
settlement rates.  Refunds, including interest, of $17.2 million
were distributed to customers on January 13, 1999.  The FERC
issued a letter order on September 15, 1999, which accepted Texas
Gas' final refund report as being in satisfactory compliance with
the settlement. Accordingly, Texas Gas included in the third
quarter of 1999 a total of $7.4 million in operating income in
recognition of the final resolution of its pending rate case
issues.


                      Year 2000 Compliance

   Williams, including Texas Gas, initiated an enterprise-wide
project in 1997 to address the year 2000 compliance issue for
both traditional information technology areas and non-traditional
areas,  including  embedded  technology that is prevalent
throughout the company.  This project focuses on all technology
hardware and software, external interfaces with customers and
suppliers, operations process control, automation and
instrumentation systems, and facility items.  The phases of the
project are awareness, inventory and assessment, renovation and
replacement, testing and validation, and contingency planning.
The awareness and inventory/assessment phases of this project as
they relate to both traditional and non-traditional information
technology areas have been completed.  During the inventory and
assessment phase, all systems with possible year 2000
implications were inventoried and classified into five
categories:  1) highest, business critical, 2) high, compliance
necessary within a short period of time following January 1,
2000, 3) medium, compliance necessary within 30 days from January
1, 2000, 4) low, compliance desirable but not required, and 5)
unnecessary.  Categories 1 through 3 were designated as critical
and are the major focus of this project. Renovation/replacement
and testing/validation of critical systems is complete.  Some non-
critical systems may not be compliant by January 1, 2000.
<PAGE>
   Texas Gas initiated a formal communications process with other
companies in 1998 to determine the extent to which those
companies are addressing year 2000 compliance.  In connection
with this process, Texas Gas sent approximately 1,350 letters and
questionnaires to third parties including customers, vendors and
service providers.  Texas Gas is evaluating responses as they are
received or otherwise investigating the status of these
companies' year 2000 compliance efforts.  As of September 30,
1999, approximately 37 percent of the companies contacted have
responded and virtually all of these indicated that they are
already compliant or will be compliant on a timely basis.  Where
necessary, Texas Gas will be working with key business partners
to reduce the risk of a break in service or supply and with non-
compliant companies to mitigate any material adverse effect on
Texas Gas.

   Texas Gas has utilized internal resources to complete the year
2000 compliance project.  Texas Gas has a core group of 20 people
involved in this project.  This includes four individuals
responsible for coordinating, organizing, managing,
communicating, and monitoring the project and another 16 staff
members responsible for completing the project.  Depending on
which phase the project is in and what area is being focused on
at any given point in time, there can be up to an additional 160
employees who are also contributing a portion of their time to
the completion of this project.  Costs have been expensed as
incurred. Texas Gas currently estimates the total cost of the
project, including any accelerated system replacements, will
total less than $1 million.  Texas Gas will update this estimate
as additional information becomes available.  Less than $0.6
million of costs have been incurred through September 30, 1999.

   Although all critical systems over which Texas Gas has control
have been tested and are compliant, Texas Gas has identified an
area that would equate to a most reasonably likely worst case
scenario.  There is the possibility of service interruptions due
to non-compliance by third parties. For example, power failures
along the communications network or transportation systems could
cause service interruptions.  This risk should be minimized by
the enterprise-wide communications effort, evaluation of third-
party compliance plans, and development of contingency plans.  It
is not possible to quantify the possible financial impact if this
most reasonably likely worst case scenario were to come to
fruition.

   Significant focus on the contingency plan phase of the project
has been taking place in 1999.  Guidelines for the contingency
planning process were issued in January 1999.  Contingency plans
have been developed for critical business processes, critical
business partners, suppliers and system replacements that
experience significant delays.  Texas Gas' contingency plans
include manning all operational stations twenty-four hours a day,
putting extra security measures into place and stocking up on
supplies.  In addition, most of Texas Gas' compressor stations
are capable of independently generating electricity in the event
of a loss of electricity, and operation of the pipeline can be
done manually in case there is a loss of telecommunications
capability.

   The preceding discussion contains forward-looking statements
including, without limitation, statements relating to Texas Gas'
plans, strategies, objectives, expectations, intentions, and
<PAGE>
adequate resources, that are made pursuant to the "safe harbor"
provisions of the Private

Securities Litigation Reform Act of 1995.  Readers are cautioned
that such forward-looking statements contained in the year 2000
update are based on certain assumptions which may vary from
actual results.  Due to the general uncertainty inherent in the
year 2000 problem, resulting in large part from the uncertainty
of the year 2000 readiness of third parties, Texas Gas cannot
ensure its ability to timely and cost effectively resolve
problems associated with the year 2000 issue that may affect its
operations and business, or expose it to third-party liability.

<PAGE>

PART II - OTHER INFORMATION



Item 6. Exhibits and Reports on Form 8-K

        (a) Exhibits

            * 27.1  Financial Data Schedule for Texas Gas Transmission
                    Corporation for the nine months ending
                    September 30, 1999.


        (b) Reports on Form 8-K

            None
         _____________________________

         *  Filed herewith




<PAGE>







                        S I G N A T U R E


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

                                 TEXAS GAS TRANSMISSION CORPORATION



DATE:  November 13, 1999         BY:     /s/ S. W. Harris
                                            S. W. Harris
                             Controller and Chief Accounting Officer