UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                          Form 10-Q


[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
      OF THE SECURITIES EXCHANGE ACT of 1934

      For the quarterly period ended March 31, 2000

      OR

[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d)
      OF THE SECURITIES EXCHANGE ACT OF 1934

      Commission file number 1-3553

      SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
 (Exact name of registrant as specified in its charter)

     INDIANA                            35-0672570
     (State or other jurisdiction of   (I.R.S. Employer
     incorporation or organization)     Identification No.)


    20 N. W. Fourth Street, Evansville, Indiana 47741
  (Address of principal executive offices)  (Zip Code)

    812-465-5300
   (Registrant's telephone number, including area code)


Indicate by check mark whether the Registrants (1) have
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
Registrants were required to file such reports), and (2)
have been subject to such filing requirements for the past
90 days.

Yes [X]   No [ ]

Indicate the number of shares outstanding of each of the
Registrants' classes of common stock, as of the latest
practicable date:
<TABLE>
<CAPTION>

  <S>                                <C>               <C>
  Common Stock - Without par value   15,754,826        April 30, 2000
  Class                              Number of shares  Date
</TABLE>
<PAGE>
                 SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
              FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2000
<TABLE>
<CAPTION>
                            TABLE OF CONTENTS
<S>       <C>      <C>                                             <C>
                                                                  Page No.
PART I.   FINANCIAL INFORMATION:

          Item 1: Financial Statements

                  SOUTHERN INDIANA GAS AND ELECTRIC COMPANY

                    Balance Sheets                                  3-4

                    Statements of Income                            5

                    Statements of Cash Flows                        6

          NOTES TO FINANCIAL STATEMENTS OF
          SOUTHERN INDIANA GAS AND ELECTRIC COMPANY                 7-11

          Item 2: Management's Discussion and Analysis of
                  Results of Operations and Financial Condition     12-17

                    SOUTHERN INDIANA GAS AND ELECTRIC COMPANY

Part II.  OTHER INFORMATION

          Item 4: Submission of Matters to a Vote of
                  Security Holders                                  18

          Item 5: Other information                                 18

          Item 6: Exhibits and Reports on Form 8-K                  18-20

          Signatures                                                21
</TABLE>


<PAGE> 3
<TABLE>
<CAPTION>
                SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
                              BALANCE SHEETS
                         (Thousands - Unaudited)

                                     March 31,                December 31,
                                     2000        1999         1999
<S>                                  <C>         <C>          <C>
ASSETS

UTILITY PLANT, at original cost:
  Electric                           $1,142,496  $1,146,127   $1,160,216
  Gas                                   157,258     150,552      156,918
                                      1,299,754   1,296,679    1,317,134
  Less accumulated depreciation
  and amortization                      626,545     604,196      623,611
                                        673,209     692,483      693,523
  Construction work in progress          55,909      32,855       45,393
    Net utility plant                   729,118     725,338      738,916

CURRENT ASSETS
  Cash and cash equivalents               2,147      42,713          449
  Accounts receivables, less
  reserves of $2,262, $2,377 and
  $2,138                                 44,038      34,125       34,738
  Accrued unbilled revenues              12,522      14,274       18,736
  Inventories                            29,388      39,633       39,190
  Current regulatory assets               8,142       7,848        7,921
  Other current assets                    2,240       2,948        2,970
    Total Current Assets                 98,477     141,541      104,004

OTHER INVESTMENTS AND PROPERTY
  Environmental improvement fund
   held by trustee                        1,010       4,341          996
  Notes receivable                            -           -        1,159
  Nonutility property and
   other, net                             2,924       1,577        1,627
    Total other investment and
     property                             3,934       5,918        3,782

OTHER ASSETS
  Unamortized premium on
   reacquired debt                        3,881       4,106        3,937
  Demand side management programs        25,187      24,928       25,298
  Allowance inventory                     2,269       2,269        2,269
  Deferred charges                       16,649      15,071       16,553
    Total other assets                   47,986      46,374       48,057

TOTAL                                $  879,515  $  919,171   $  894,759

<FN>
The accompanying Notes to Financial Statements are an integral
 part of these statements.
</FN>
</TABLE>
<PAGE> 4
<TABLE>
<CAPTION>

                SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
                              BALANCE SHEETS
                         (Thousands - Unaudited)
                                        March 31,             December 31,
                                        2000       1999       1999
<S>                                     <C>        <C>        <C>
SHAREHOLDER'S EQUITY AND LIABILITIES

CAPITALIZATION:
Common Stock                            $ 78,258   $ 78,258   $ 78,258
Retained Earnings                        251,785    246,335    256,312
Contributions                            (12,132)         -          -
   Total common shareholders' equity     317,911    324,593    334,570
Cumulative Nonredeemable Preferred
Stock of Subsidiary                       11,090     11,090     11,090
Cumulative Redeemable Preferred
Stock of Subsidiary                        7,500      7,500      7,500
Cumulative Special Preferred Stock
of Subsidiary                                575        692        692
Long-Term Debt, net of current
maturities                               237,646    169,782    238,282
   Total capitalization, excluding
   bonds subject to tender               574,722    513,657    592,134

CURRENT LIABILITIES:
Current Portion of Adjustable Rate
Bonds Subject to Tender                   53,700     53,700     53,700
Current Maturities of Long-Term Debt,
  Interim Financing
  And Long-Term Partnership
Obligations:
   Maturing long-term debt                     -     45,000          -
   Notes payable                          10,025     71,686     22,880
   Notes payable to Associated
    Company                                6,443     15,020          -
     Total current maturities of
      long- term debt and interim
      financing                           16,468    131,706     22,880

Other Current Liabilities:
   Accounts payable                       28,325     21,033     28,560
   Dividends payable                         103        117        117
   Accrued taxes                          18,369     15,063      8,408
   Accrued interest                        5,038      6,272      6,012
   Refunds to customers                    1,863      3,473      5,375
   Other accrued liabilities              28,063     23,532     22,706
     Total other current liabilities      81,761     69,490     71,178
     Total current liabilities           151,929    254,896    147,758

OTHER LIABILITIES:
  Accumulated deferred income taxes      120,904    118,352    122,977
  Accumulated deferred investment tax
   credits, being
   amortized over lives of property       17,015     18,444     17,372
  Postretirement benefits other than
   pensions                               12,889     12,162     12,041
  Other                                    2,056      1,660      2,477
     Other liabilities                   152,864    150,618    154,867

TOTAL                                   $879,515   $919,171   $894,759
<FN>
The accompanying Notes to Financial Statements are an integral part
 of these statements.
</FN>
</TABLE>


<PAGE> 5
<TABLE>
<CAPTION>
                SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
                           STATEMENTS OF INCOME
                         (Thousands - Unaudited)
                              Three Months Ended    Twelve Months Ended
                              March 31,              March 31,
                              2000       1999       2000         1999
<S>                           <C>        <C>        <C>          <C>
OPERATING REVENUES:
  Electric                    $72,990    $70,987    $309,572     $303,625
  Cost of fuel and
   purchase power              21,678     20,130      94,494       92,261
    Electric margin            51,312     50,857     215,078      211,364
  Gas                          29,227     29,698      67,741       66,581
  Cost of gas                  19,634     19,505      39,741       38,874
    Gas margin                  9,593     10,193      28,000       27,707
      Total Margin             60,905     61,050     243,078      239,071

OPERATING EXPENSES:
  Operations and maintenance   21,238     22,229      94,667       96,410
  Merger costs                 12,357          -      12,357            -
  Depreciation and
   amortization                11,490     11,217      45,140       42,985
  Federal and state income
   taxes                        4,237      7,330      23,334       24,725
  Property and other taxes      3,233      3,127      12,951       12,221
    Total operating expenses   52,555     43,903     188,449      176,341

OPERATING INCOME                8,350     17,147      54,629       62,730

OTHER INCOME -NET                 699        391       3,416          607

INCOME BEFORE INTEREST AND
PREFERRED DIVIDEND              9,049     17,538      58,045       63,337

INTEREST EXPENSE                4,783      5,031      19,518       20,325

NET INCOME                      4,266     12,507      38,527       43,012

PREFERRED STOCK DIVIDEND          268        270       1,076        1,091

NET INCOME APPLICABLE TO
COMMON SHAREHOLDERS           $ 3,998    $12,237    $ 37,451     $ 41,921
<FN>
The accompanying Notes to Financial Statements are an integral part
 of these statements.
</FN>
</TABLE>



<PAGE> 6
<TABLE>
<CAPTION>
                SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
                         STATEMENTS OF CASH FLOWS
                         (Thousands - Unaudited)
                              Three Months Ended    Twelve Months Ended
                                   March 31,               March 31,
                              2000       1999       2000        1999
<S>                           <C>        <C>        <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                  $  4,266   $ 12,507   $ 38,527    $ 43,012
  Adjustments to reconcile
   net income to net cash
   provided by operating
   activities:
    Merger Costs                12,357          -     12,357           -
    Depreciation and
     amortization               11,490     11,217     45,140      42,985
    Deferred income taxes
     and investment tax
     credits, net               (2,430)      (152)     1,123       2,776
    Allowance for other
     funds used during
     construction                    -          -        296          (4)
    Change in assets and
     liabilities:
      Receivables, net
       (including accrued
       unbilled revenues)       (1,927)     1,050     (8,162)     (1,446)
      Inventories                9,802      4,757     10,246     (10,740)
      Accounts payable          (5,621)    (7,094)     1,906       6,664
      Accrued taxes              9,961     10,291      3,306      (1,784)
      Refunds to customers
      and from gas suppliers    (3,512)     1,317     (1,610)      2,225
      Other assets and
       liabilities               4,909      9,582      3,314       4,333
      Net cash provided by
      operating activities      39,295     43,475    106,443      88,021

CASH FLOWS FROM INVESTING
ACTIVITIES
  Construction expenditures
   (net of allowance for
   funds used during
   construction)               (13,647)   (13,990)   (60,334)    (58,144)
  Demand side management
   program expenditures           (111)       (33)      (330)     (1,063)
  Change in nonutility
   property                     (1,297)         -     (1,347)        (25)
  Other                           (177)      (153)    (1,015)     (2,009)
Net cash (used in)
investing activities           (15,232)   (14,176)   (63,026)    (61,241)

CASH FLOWS FROM FINANCING
ACTIVITIES
  First mortgage bonds - net         -          -     25,000     (14,000)
  Dividends paid                (8,793)    (8,096)   (32,556)    (30,861)
  Reduction in preferred
   stock                          (117)      (116)      (116)       (232)
  Change in environmental
   improvement funds held
   by trustee                      (14)       (41)     3,331        (202)
  Change in notes payable      (13,383)    21,017    (79,454)     56,435
  Other                            (58)       138       (187)       (382)
     Net cash provided by
      (used in) financing
      activities               (22,365)    12,902    (83,982)     10,758

NET INCREASE (DECREASE) IN
  CASH AND CASH EQUIVALENTS      1,698     42,201    (40,565)     37,538

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD              449        512     42,712       5,175

CASH AND CASH EQUIVALENTS AT
  END OF PERIOD               $  2,147   $ 42,713   $  2,147    $ 42,713
<FN>
The accompanying Notes to Financial Statements are an integral part
 of these statements.
</FN>
</TABLE>



<PAGE> 7
          SOUTHERN INDIANA GAS AND ELECTRIC COMPANY
                NOTES TO FINANCIAL STATEMENTS
                         (Unaudited)

1.   Financial Statements

     Southern Indiana Gas and Electric Company (SIGECO) is
an operating public utility.  SIGECO provides generation,
transmission, distribution and sale of electric power and
the distribution and sale of natural gas in southwestern
Indiana.  SIGECO provides electric power in Evansville,
Indiana and 74 other cities, towns, communities and adjacent
rural areas.  Wholesale electric power is provided to five
communities.  Gas is supplied in Evansville, Indiana and 64
nearby communities and environs.

     The interim condensed consolidated financial statements
included in this report have been prepared by SIGECO,
without audit, as provided in the rules and regulations of
the Securities and Exchange Commission.  Certain information
and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted
accounting principles have been omitted as provided in such
rules and regulations.  SIGECO believes that the information
in this report reflects all adjustments necessary to fairly
state the results of the interim periods reported, that all
such adjustments are of a normal recurring nature, and the
disclosures are adequate to make the information presented
not misleading.  These interim financial statements should
be read in conjunction with the financial statements and
notes thereto included in SIGECO's latest annual report on
Form 10-K.

     Because of the seasonal nature of SIGECO's utility
operations, the results shown on a quarterly basis are not
necessarily indicative of annual results.

2.   Indiana Energy, Inc. and SIGCORP, Inc. Merger

     On June 14, 1999, Indiana Energy, Inc. (Indiana Energy)
and SIGCORP, Inc. (SIGCORP) jointly announced the signing of
a definitive agreement to combine into a new holding company
named Vectren Corporation (Vectren).  Indiana Energy was an
investor-owned energy services company that through its
subsidiaries provided gas service to central and southern
Indiana and energy services throughout the Midwest and
elsewhere.

     The merger was conditioned, among other things, upon
the approvals of the shareholders of each company and
customary regulatory approvals. On December 17, 1999, the
merger was approved by the shareholders of each company. On
December 20, 1999, the Federal Energy Regulatory Commission
(FERC) issued an order approving the proposed merger. In
approving the merger, the FERC concluded that the merger was
in the public interest and would not adversely affect
competition, rates or regulation. On January 18, 2000, the
Department of Justice informed the Companies that it had
concluded its review of their Hart Scott Rodino notification
filings and would take no further action. On March 8, 2000,
approval was received from the Securities and Exchange
Commission (SEC) under the Public Utility Holding Company
Act to consummate the merger. The merger was therefore
completed on March 31, 2000.

     As provided for in the merger agreement, Indiana Energy
shareholders received one share of Vectren common stock for
each share of Indiana Energy held at the March 31, 2000
closing date. SIGCORP shareholders received 1.333 shares of
Vectren common stock for each share of SIGCORP held at the
March 31, 2000 closing date.  The transaction was accounted
for as a pooling of interests.  The transaction was a tax-
free exchange of shares.

     Indiana Gas Company, Inc. and Southern Indiana Gas and
Electric Company are operating as separate subsidiaries of
Vectren.

3.   Merger Costs

     In connection with the merger, Vectren incurred $27.2
million of merger costs.  Management has reflected these
merger costs in the financial statements of the operating
subsidiaries in which the merger savings are expected to be
realized.  The companies expect to realize merger savings
from the elimination of duplicate corporate and
administrative programs and greater efficiencies in
operations, business processes and purchasing.  Merger costs
expensed by SIGECO at March 31, 2000 totaled $12.4 million.
These costs relate primarily to transaction costs, severance
and other merger integration activities and the accrual
remaining for such costs at March 31, 2000 is approximately
$5.4 million.  The continued merger integration activities,
which will contribute to the merger savings, will be
substantially complete by 2001.

<PAGE> 8

4.   Cash Flow Information

     For purposes of the Consolidated Statements of Cash
Flows, SIGECO considers cash investments with an original
maturity of three months or less to be cash equivalents.
Cash paid during the periods reported for interest and
income taxes were as follows:

<TABLE>
<CAPTION>
                              Three Months Ended     Twelve Months Ended
                                   March 31               March 31
Thousands                   2000        1999         2000      1999
<S>                         <C>         <C>          <C>       <C>
Interest (net of
   amount capitalized)      $5,184      $2,950       $17,671   $19,746
Income Taxes                     -           -       $25,476   $23,044
</TABLE>

5.   Long-Term Debt

     On March 1, 2000, the fixed rate 7.25% $22,500,000
Pollution Control Series A Bonds, due March 1, 2014, were
converted to a Municipal Auction Rates Series.  The interest
rate, currently 4.35%, will be set every 32 days through the
municipal bond auction process.

     On March 1, 2000, the interest rate on $31,500,000 of
Adjustable Rate Pollution Control bonds was changed from
3.00% to 4.30% due March 1, 2025.  The new interest rate
will be fixed through February 29, 2001.  Also on March 1,
2000, the interest rate on $22,200,000 of Adjustable Rate
Pollution Control bonds was changed from 3.05% to 4.45% due
March 1, 2020.  The new interest rate will also be fixed
through February 29, 2001.  For financial statement
presentation the $53,700,000 of Adjustable Rate Pollution
Control bonds are shown as a current liability.

     On April 1, 1999, SIGECO repaid the $45,000,000 6%
Series of 1993 First Mortgage Bonds and a $20,000,000
commercial loan with short-term borrowings. On July 26,1999,
$80,000,000 of 6.72% Senior Notes due August 1, 2029 were
issued to retire $80 million of short-term debt, including
the above amounts.

6.   Revenues

     To more closely match revenues and expenses, revenues
are recorded for all electricity and gas delivered to
customers but not billed at the end of the accounting
period.

7.   Gas in Underground Storage

     Based on the average cost of gas purchased during the
three months ended March 31, 2000, the cost of replacing the
current portion of gas in underground storage exceeded LIFO
cost at March 31, 2000 by approximately $11.0 million.

8.   Refundable or Recoverable Gas Costs

     The cost of gas purchased and refunds from suppliers,
which differ from amounts recovered through rates, are
deferred and are being recovered or refunded in accordance
with procedures approved by the Indiana Utility Regulatory
Commission (IURC).

9.   Refundable or Recoverable Fuel Used in Electric
Production and Purchased Power

     The cost of fuel used in the production of electric
power and the cost of purchased power from other sources,
which differ from amounts recovered through rates, are
deferred, and are being recovered or refunded in accordance
with procedures approved by the IURC.  In 1999 the Indiana
Utility Regulatory Commission issued a generic order which
established new guidelines for the recovery of purchased
power costs through fuel adjustment clauses.  Those
guidelines provide that SIGECO is able to recover through
rates the total cost incurred for purchased power if over a
period of seven days the average cost of purchased power is
below the highest cost of internal generation at SIGECO or
the higher costs can be justified by SIGECO in fuel
adjustment clause filings.

<PAGE> 9

10.   Environmental Costs

     In October, 1997, the United States Environmental
Protection Agency (USEPA) proposed a rulemaking that would
require uniform NOx emissions reductions of 85 percent by
utilities and other large sources in a 22-state region
spanning areas in the Northeast, Midwest, Great Lakes, Mid-
Atlantic and South. This rule is referred to as the "NOx SIP
call".  The USEPA provided each state a proposed budget of
allowed NOx emissions, a key ingredient of ozone, which
requires a significant reduction of such emissions.  Under
that budget, utilities may be required to reduce NOx
emissions to a rate of 0.15 lb/mmBtu from levels already
imposed by Phase I and Phase II of the Clean Air Act
Amendments of 1990.  Midwestern states (the alliance) have
been working together to determine the most appropriate
compliance strategy as an alternative to the USEPA proposal.
The alliance submitted its proposal, which calls for a
smaller, phased in reduction of NOx levels, to the USEPA and
the Indiana Department of Environmental Management in June
1998.

     In July 1998, Indiana submitted its proposed plan to
the USEPA in response to the USEPA's proposed new NOx rule
and the emissions budget proposed for Indiana.  The Indiana
plan, which calls for a reduction of NOx emissions to a rate
of 0.25 lb/mmBtu by 2003, is less stringent than the USEPA
proposal but more stringent than the alliance proposal.

     In October 27, 1998 USEPA issued a final rule "Finding
of Significant Contribution and Rulemaking for Certain
States in the Ozone Transport Assessment Group Region for
Purposes of Reducing Regional Transport of Ozone," (63 Fed.
Reg. 57355). The final rule requires that 23 states and
jurisdictions must file revised state implementation plans
("SIPs") with EPA by no later than September 30, 1999, which
was essentially unchanged from its October 1997, proposed
rule.  The USEPA has encouraged states to target utility
coal-fired boilers for the majority of the reductions
required, especially NOx emissions.  Northeastern states
have claimed that ozone transport from midwestern states
(including Indiana) is the primary reason for their ozone
concentration problems.  Although this premise is challenged
by others based on various air quality modeling studies,
including studies commissioned by the USEPA, the USEPA
intends to incorporate a regional control strategy to reduce
ozone transport.  The USEPA's final ruling is being
litigated in the federal courts by approximately ten
midwestern states, including Indiana.

     The proposed NOx emissions budget for Indiana
stipulated in the USEPA's final ruling requires a 36%
reduction in total NOx emissions from Indiana.  The ruling
could require SIGECO to lower its system-wide emissions by
approximately 70%.  Depending on the level of system-wide
emissions reductions ultimately required, and the control
technology utilized to achieve the reductions, the estimated
construction costs of the control equipment could reach $100
million, and related additional operation and maintenance
expenses could be an estimated $8 million to $10 million,
annually.  Under the USEPA implementation schedule, the
emissions reductions and required control equipment must be
implemented and in place by May 15, 2003.

     During the second quarter of 1999, the USEPA lost two
federal court challenges to key air-pollution control
requirements.  In the first ruling by the U.S. Circuit Court
of Appeals for the District of Columbia on May 14, 1999, the
Court struck down the USEPA's attempt to tighten the one-
hour ozone standard to an eight-hour standard and the
attempt to tighten the standard for particulate emissions,
finding the actions unconstitutional.  In the second ruling
by the same Court on May 25, 1999, the Court placed an
indefinite stay on the USEPA's attempts to reduce the
allowed NOx emissions rate from levels required by the Clean
Air Act Amendments of 1990.  The USEPA appealed both court
rulings.  On October 29, 1999, the Court refused to
reconsider its May 14, 1999 ruling.

     On March 3, 2000,  the D.C. Circuit of Appeals upheld
the USEPA's October 27, 1998 final rule requiring 23 states
and the District of Columbia to file revised SIPs with EPA
by no later than September 30, 1999.  Numerous petitioners,
including several states, have filed a petition for
rehearing with the U.S. Court of Appeals for the District of
Columbia in Michigan v. EPA. Petitioners seek rehearing on
two issues: (1) EPA's consideration of the cost-
effectiveness of NOx controls, rather than air quality
effects, as the basis for determining the amount of each
State's emissions that "contribute[s] significantly to non-
attainment" of the ozone National Ambient Air Quality
Standards ("NAAQS") in another State; and (2) EPA's choice
of $2000/ton-removed as the cost-effectiveness cut-off
point.

     Approximately 12 months ago, the USEPA initiated an
investigation under Section 114 of the Clean Air Act (the
Act) of SIGECO's coal-fired electric generating units in
commercial operation by 1977 to determine compliance with
environmental permitting requirements related to repairs,
maintenance, modifications and operations changes.  The
focus of the investigation was to determine whether new
source performance standards should be applied to the
modifications and whether the best available control
technology was, or should have been, used.  Numerous other
electric utilities were, and are currently, being
investigated by the USEPA under an industry-wide review for
similar compliance.  SIGECO responded to all of the USEPA's
data requests during the investigation.  In July 1999,
SIGECO received a letter from the Office of Enforcement and
Compliance Assurance of the USEPA discussing the industry-
wide investigation, vaguely referring to the investigation
of SIGECO and inviting SIGECO to participate in a discussion
of the issues.  No specifics were noted; furthermore, the
letter stated that the communication was not intended to
serve as a notice of violation.  Subsequent meetings were
conducted in September and October with the USEPA and
targeted utilities, including SIGECO, regarding potential
remedies to the USEPA's general allegations.

<PAGE> 10
     On November 3, 1999, the USEPA filed a lawsuit against
SIGECO.  The USEPA alleges that, beginning in 1992, SIGECO
violated the Clean Air Act by: (i) making modifications to
its Culley Generating Station in Yankeetown, Indiana without
obtaining required permits; (ii) making major modifications
to the Culley Generating Station without installing the best
available emission control technology; and (iii) failing to
notify the USEPA of the modifications.  In addition, the
lawsuit alleges that the modifications to the Culley
Generating Station required SIGECO to begin complying with
federal new source performance standards.

     SIGECO believes it performed only maintenance, repair
and replacement activities at the Culley Generating Station,
as allowed under the Clean Air Act.  Because proper
maintenance does not require permits, application of the
best available emission control technology, notice to the
USEPA, or compliance with new source performance standards,
SIGECO believes that the lawsuit is without merit, and
intends to defend the lawsuit vigorously.

     The lawsuit seeks fines against SIGECO in the amount of
$27,500 per day per violation.  The lawsuit does not specify
the number of days or violations the USEPA believes
occurred.  The lawsuit also seeks a court order requiring
SIGECO to install the best available emissions technology at
the Culley Generating Station. If the USEPA is successful in
obtaining an order, SIGECO estimates that it would incur
capital costs of approximately $40 million to $50 million
complying with the order.  In the event that SIGECO is
required to install system-wide NOx emission control
equipment, the majority of the $40 million to $50 million
for best available emissions technology at Culley Generating
Station would be included in the $100 million expenditure.

     The USEPA has also issued an administrative notice of
violation to SIGECO making the same allegations, but
alleging that violations began in 1977.

     While it is possible that SIGECO could be subjected to
criminal penalties if the Culley Generating Station
continues to operate without complying with the new source
performance standards and the allegations are determined by
a court to be valid, SIGECO believes such penalties are
unlikely as EPA and the electric utility industry have a
bonafide dispute over the proper interpretation of the Clean
Air Act.  Consequently, SIGECO anticipates at this time that
the plant will continue to operate while the matter is being
decided.

11.   Segments of Business

     SIGECO has two reportable segments.  They are electric
and gas utility operations.  All other includes corporate
activities not assignable to a segment.  SIGECO's reportable
segments are operations that are managed separately and meet
the quantitative thresholds required by SFAS No. 131.
Revenues for each of SIGECO's segments are attributable
principally to customers in the United States.

    Certain financial information relating to significant
segments of business is presented below:

<PAGE> 11
<TABLE>
<CAPTION>

                              Three Months         Twelve Months
                              Ended March 31       Ended March 31
                              2000       1999      2000      1999
  <S>                         <C>        <C>       <C>       <C>
  Operating revenues:
      Electric                $ 72,990   $ 70,987  $309,572  $303,625
      Gas                       29,227     29,698    67,741    66,581
      Total                    102,217    100,685   377,313   370,206
  Interest income:
      Electric <F1>                 62         53       339       301
      Gas <F1>                       6          5        34        30
      Total                         68         58       373       331
  Interest expense:
      Electric <F1>              4,353      4,578    17,761    18,496
      Gas <F1>                     430        453     1,757     1,829
      Total                      4,783      5,031    19,518    20,325
  Income taxes:
      Electric                   3,257      5,696    22,093    22,512
      Gas                          980      1,634     1,241     2,213
      Total                      4,237      7,330    23,334    24,725
  Net income, after preferred
  dividend requirement:
      Electric                   2,607      9,410    35,017    37,775
      Gas                        1,391      2,827     2,434     4,146
      Total                      3,998     12,237    37,451    41,921
  Depreciation and
  amortization expense:
      Electric                  10,245     10,059    40,423    38,585
      Gas                        1,245      1,158     4,717     4,400
      Total                     11,490     11,217    45,140    42,985
  Capital expenditures:
      Electric                  11,487     11,790    50,481    47,769
      Gas                        2,160      2,200     9,853    10,375
      Total                     13,647     13,990    60,334    58,144
  Identifiable assets:
      Electric <F2>            738,793    772,104   718,287   792,638
      Gas <F2>                 140,722    147,067   136,816   150,979
      Total assets            $879,515   $919,171  $855,103  $943,617


<FN>
    <F1>   SIGECO allocates interest income and expense
               based on the net plant ratio which is 91%
               electric and 9% gas.
    <F2>   Utility plant less accumulated provision for
           depreciation, inventories, receivables (less
           allowance), regulatory assets and other
           identifiable assets.
</FN>
</TABLE>

12.   Reclassifications

      Certain  reclassifications have been made to prior periods' financial
statements   to   conform   to  the  current  year   presentation.    These
reclassifications have no impact on net income previously reported.


<PAGE> 12
          SOUTHERN INDIANA GAS AND ELECTRIC COMPANY

            MANAGEMENT'S DISCUSSION AND ANALYSIS
      OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Net Income applicable to common shareholders for the three-
and twelve-month periods ended March 31, 2000, when compared
to the same periods one year ago, were as follows:

Periods Ended March 31
(millions)                              2000      1999
Three Months                          $ 3,998   $12,237
Twelve Months                         $37,451   $41,921


    GAS MARGIN (GAS OPERATING REVENUES LESS COST OF GAS)

Gas utility margin for the quarter ended March 31, 2000, was
$9.6 million compared to $10.2 million for the same period
last year.  The decrease in margin between periods reflect
fewer weather-sensitive sales due to warmer weather
temperatures in SIGECO's service area.  The decrease was
partially offset by the addition of new residential and
commercial customers.  Margins were lower than expected due
to weather being 16% and 9% warmer than normal for the
current and year-ago periods.

Gas utility margin for the twelve-month period ended March
31, 2000, was $28.0 million compared to $27.7 million for
the same period last year.  The increase is primarily
attributable to the addition of new residential and
commercial customers.  Temperatures were 17% warmer than
normal during the current twelve month period and 13% warmer
than normal for the twelve months ending March 31, 1999.

Total system throughput (combined sales and transportation)
decreased 1.8% (.8 MMDth) for the first quarter of 2000 and
increased 4.4% (1.4 MMDth) for the twelve-month period ended
March 31, 2000, compared to the same periods one year ago.

Adjustments to SIGECO's rates and charges related to the
cost of gas are made through gas cost adjustment (GCA)
procedures established by Indiana law and administered by
the IURC.  The GCA passes through increases and decreases in
the cost of gas to SIGECO's customers dollar for dollar.

        ELECTRIC MARGIN (ELECTRIC OPERATING REVENUES
     LESS COST OF FUEL TO GENERATE AND PURCHASED POWER)

Electric utility margin for the quarter ended March 31,
2000, was $51.3 million compared to $50.9 million for the
same period last year.  Increased sales of non-firm
wholesale power and sales to industrial customers was the
primary reason for the increase in electric margin.  The
warmer weather during the current quarter compared to normal
and the year-ago period contributed to a 9% decrease in
residential sales.

Electric utility margin for the twelve-month period ended
March 31, 2000, was $215.1 million compared to $211.4
million for the same period last year.  The $3.7 million
increase in margin reflected a 5% increase in retail and
firm wholesale electric sales, primarily due to stronger
industrial and commercial sales.  Summer temperatures were
6% below normal for the current period.  The twelve-month
period ended March 31, 1999, had temperatures that were 16%
warmer than normal.

                     OPERATING EXPENSES
Other operation and maintenance expenses decreased $1.0
million (4%) in the first quarter of 2000 compared to the
same period in 2000.  A $1.6 million decrease in electric
and gas operation expenses more than offset a $0.7million
increase in generation plant maintenance expenditures.
During the twelve-month period ended March 31, 2000 SIGECO's
operation and maintenance expenses decreased $1.7 million
(2%) compared to the same period in 1999.

Depreciation and amortization expense during the three-and
twelve-month periods rose $0.3 million and $2.2 million,
respectively, due to SIGECO's continued investment in
depreciable gas and electric utility facilities.

<PAGE> 13

                   OTHER OPERATING MATTERS

        INDIANA ENERGY, INC. AND SIGCORP, INC. MERGER
On June 14, 1999, Indiana Energy and SIGCORP, jointly
announced the signing of a definitive agreement to combine
into a new holding company named Vectren Corporation.
Indiana Energy was an investor-owned energy services company
that through its subsidiaries provided gas service to
central and southern Indiana and energy services throughout
the Midwest and elsewhere.

The merger was conditioned, among other things, upon the
approvals of the shareholders of each company and customary
regulatory approvals. On December 17, 1999, the merger was
approved by the shareholders of each company. On December
20, 1999, the Federal Energy Regulatory Commission (FERC)
issued an order approving the proposed merger. In approving
the merger, the FERC concluded that the merger was in the
public interest and would not adversely affect competition,
rates or regulation. On January 18, 2000, the Department of
Justice informed the Companies that it had concluded its
review of their Hart Scott Rodino notification filings and
would take no further action. On March 8, 2000, approval was
received from the Securities and Exchange Commission (SEC)
under the Public Utility Holding Company Act to consummate
the merger. The merger was therefore completed on March 31,
2000.

As provided for in the merger agreement, Indiana Energy
shareholders received one share of Vectren common stock for
each share of Indiana Energy held at the March 31, 2000
closing date. SIGCORP shareholders received 1.333 shares of
Vectren common stock for each share of SIGCORP held at the
March 31, 2000 closing date.  The transaction was accounted
for as a pooling of interests.  The transaction was a tax-
free exchange of shares.

Indiana Gas Company, Inc. and Southern Indiana Gas and
Electric Company are operating as separate subsidiaries of
Vectren.

                        MERGER COSTS
In connection with the merger, Vectren incurred $27.2
million ($19.3 million after tax or $.32 EPS) of merger
costs.  Management has reflected these merger costs in the
financial statements of the operating subsidiaries in which
the merger savings are expected to be realized.  The
companies expect to realize merger savings from the
elimination of duplicate corporate and administrative
programs and greater efficiencies in operations, business
processes and purchasing.  Merger costs expensed by SIGECO
at March 31 totaled $12.4 million ($9.0 million after tax).
These costs relate primarily to transaction costs, severance
and other merger integration activities and the accrual
remaining for such costs at March 31, 2000 is approximately
$5.4 million.  The continued merger integration activities,
which will contribute to the merger savings, will be
substantially complete by 2001.

                    ENVIRONMENTAL MATTERS
In October, 1997, the United States Environmental Protection
Agency (USEPA) proposed a rulemaking that would require
uniform NOx emissions reductions of 85 percent by utilities
and other large sources in a 22-state region spanning areas
in the Northeast, Midwest, Great Lakes, Mid-Atlantic and
South. This rule is referred to as the "NOx SIP call".  The
USEPA provided each state a proposed budget of allowed NOx
emissions, a key ingredient of ozone, which requires a
significant reduction of such emissions.  Under that budget,
utilities may be required to reduce NOx emissions to a rate
of 0.15 lb/mmBtu from levels already imposed by Phase I and
Phase II of the Clean Air Act Amendments of 1990.
Midwestern states (the alliance) have been working together
to determine the most appropriate compliance strategy as an
alternative to the USEPA proposal.  The alliance submitted
its proposal, which calls for a smaller, phased in reduction
of NOx levels, to the USEPA and the Indiana Department of
Environmental Management in June 1998.

In July 1998, Indiana submitted its proposed plan to the
USEPA in response to the USEPA's proposed new NOx rule and
the emissions budget proposed for Indiana.  The Indiana
plan, which calls for a reduction of NOx emissions to a rate
of 0.25 lb/mmBtu by 2003, is less stringent than the USEPA
proposal but more stringent than the alliance proposal.

In October 27, 1998 USEPA issued a final rule "Finding of
Significant Contribution and Rulemaking for Certain States
in the Ozone Transport Assessment Group Region for Purposes
of Reducing Regional Transport of Ozone," (63 Fed. Reg.
57355). The final rule requires that 23 states and
jurisdictions must file revised state implementation plans
("SIPs") with EPA by no later than September 30, 1999, which
was essentially unchanged from its October 1997, proposed
rule.  The USEPA has encouraged states to target utility
coal-fired boilers for the majority of the reductions
required, especially NOx emissions.  Northeastern states
have claimed that ozone transport from midwestern states
(including Indiana) is the primary reason for their ozone
concentration problems.  Although this premise is challenged
by others based on various air quality modeling studies,
including studies commissioned by the USEPA, the USEPA
intends to incorporate a regional control strategy to reduce
ozone transport.  The USEPA's final ruling is being
litigated in the federal courts by approximately ten
midwestern states, including Indiana.

<PAGE> 14
The proposed NOx emissions budget for Indiana stipulated in
the USEPA's final ruling requires a 36% reduction in total
NOx emissions from Indiana.  The ruling could require SIGECO
to lower its system-wide emissions by approximately 70%.
Depending on the level of system-wide emissions reductions
ultimately required, and the control technology utilized to
achieve the reductions, the estimated construction costs of
the control equipment could reach $100 million, and related
additional operation and maintenance expenses could be an
estimated $8 million to $10 million, annually.  Under the
USEPA implementation schedule, the emissions reductions and
required control equipment must be implemented and in place
by May 15, 2003.

During the second quarter of 1999, the USEPA lost two
federal court challenges to key air-pollution control
requirements.  In the first ruling by the U.S. Circuit Court
of Appeals for the District of Columbia on May 14, 1999, the
Court struck down the USEPA's attempt to tighten the one-
hour ozone standard to an eight-hour standard and the
attempt to tighten the standard for particulate emissions,
finding the actions unconstitutional.  In the second ruling
by the same Court on May 25, 1999, the Court placed an
indefinite stay on the USEPA's attempts to reduce the
allowed NOx emissions rate from levels required by the Clean
Air Act Amendments of 1990.  The USEPA appealed both court
rulings.  On October 29, 1999, the Court refused to
reconsider its May 14, 1999 ruling.

On March 3, 2000,  the D.C. Circuit of Appeals upheld the
USEPA's October 27, 1998 final rule requiring 23 states and
the District of Columbia to file revised SIPs with EPA by no
later than September 30, 1999.  Numerous petitioners,
including several states, have filed a petition for
rehearing with the U.S. Court of Appeals for the District of
Columbia in Michigan v. EPA. Petitioners seek rehearing on
two issues: (1) EPA's consideration of the cost-
effectiveness of NOx controls, rather than air quality
effects, as the basis for determining the amount of each
State's emissions that "contribute[s] significantly to non-
attainment" of the ozone National Ambient Air Quality
Standards ("NAAQS") in another State; and (2) EPA's choice
of $2000/ton-removed as the cost-effectiveness cut-off
point.

Approximately 12 months ago, the USEPA initiated an
investigation under Section 114 of the Clean Air Act (the
Act) of SIGECO's coal-fired electric generating units in
commercial operation by 1977 to determine compliance with
environmental permitting requirements related to repairs,
maintenance, modifications and operations changes.  The
focus of the investigation was to determine whether new
source performance standards should be applied to the
modifications and whether the best available control
technology was, or should have been, used.  Numerous other
electric utilities were, and are currently, being
investigated by the USEPA under an industry-wide review for
similar compliance.  SIGECO responded to all of the USEPA's
data requests during the investigation.  In July 1999,
SIGECO received a letter from the Office of Enforcement and
Compliance Assurance of the USEPA discussing the industry-
wide investigation, vaguely referring to the investigation
of SIGECO and inviting SIGECO to participate in a discussion
of the issues.  No specifics were noted; furthermore, the
letter stated that the communication was not intended to
serve as a notice of violation.  Subsequent meetings were
conducted in September and October with the USEPA and
targeted utilities, including SIGECO, regarding potential
remedies to the USEPA's general allegations.

On November 3, 1999, the USEPA filed a lawsuit against
SIGECO.  The USEPA alleges that, beginning in 1992, SIGECO
violated the Clean Air Act by: (i) making modifications to
its Culley Generating Station in Yankeetown, Indiana without
obtaining required permits; (ii) making major modifications
to the Culley Generating Station without installing the best
available emission control technology; and (iii) failing to
notify the USEPA of the modifications.  In addition, the
lawsuit alleges that the modifications to the Culley
Generating Station required SIGECO to begin complying with
federal new source performance standards.

SIGECO believes it performed only maintenance, repair and
replacement activities at the Culley Generating Station, as
allowed under the Clean Air Act.  Because proper maintenance
does not require permits, application of the best available
emission control technology, notice to the USEPA, or
compliance with new source performance standards, SIGECO
believes that the lawsuit is without merit, and intends to
defend the lawsuit vigorously.

The lawsuit seeks fines against SIGECO in the amount of
$27,500 per day per violation.  The lawsuit does not specify
the number of days or violations the USEPA believes
occurred.  The lawsuit also seeks a court order requiring
SIGECO to install the best available emissions technology at
the Culley Generating Station. If the USEPA is successful in
obtaining an order, SIGECO estimates that it would incur
capital costs of approximately $40 million to $50 million
complying with the order.  In the event that SIGECO is
required to install system wide NOx emission control
equipment, the majority of the $40 million to $50 million
for best available emissions technology at Culley Generating
Station would be included in the $100 million expenditure.

The USEPA has also issued an administrative notice of
violation to SIGECO making the same allegations, but
alleging that violations began in 1977.

<PAGE> 15
While it is possible that SIGECO could be subjected to
criminal penalties if the Culley Generating Station
continues to operate without complying with the new source
performance standards and the allegations are determined by
a court to be valid, SIGECO believes such penalties are
unlikely as EPA and the electric utility industry have a
bonafide dispute over the proper interpretation of the Clean
Air Act.  Consequently, SIGECO anticipates at this time that
the plant will continue to operate while the matter is being
decided.


                     YEAR 2000 READINESS
SIGECO uses various software, systems and technology that
could have been affected by the date change in 2000.  All
identification, testing and replacement or remediation of
such software, systems and technology at SIGECO was
completed by December 31, 1999.  No significant
noncompliance issues have been encountered in 2000 and
SIGECO anticipates that no such issues will be encountered.
SIGECO estimates the expense of Year 2000-readiness
modifications to existing systems or  replacements treated
as expense incurred totaled approximately $1.7 million.

<PAGE> 16

               LIQUIDITY AND CAPITAL RESOURCES

                         MARKET RISK
SIGECO is exposed to market risk due to changes in interest
rates and changes in the market price for electricity and
natural gas resulting from changes in supply and demand.
Exposure for interest rate changes relates to its long-term
debt and preferred equity and partnership obligations.
Exposure to electricity market price risk relates to forward
contracts to effectively manage the supply of, and demand
for, the electric generation capability of SIGECO's
generating plants related to its wholesale power marketing
activities.  SIGECO is not currently exposed to market risk
for purchases of fuel for electric generation and natural
gas for its retail customers due to current Indiana
regulations which allow for full cost recovery of such
purchases through SIGECO's fuel and natural gas cost
adjustment mechanisms.  Recently the Indiana Utility
Regulatory Commission issued a generic order which
established new guidelines for the recovery of purchased
power costs through fuel adjustment clauses which could
expose SIGECO to market risk.  SIGECO does not utilize
financial instruments for trading or speculative purposes.
As of March 31, 2000, management believes exposure from
these positions did not change materially from December 31,
1999, and was not material.

SIGECO is also exposed to counterparty credit risk when a
customer or supplier defaults upon a contract to pay or
deliver product.  To mitigate this risk, it has established
procedures to determine and monitor the creditworthiness of
counterparties.


                    CAPITAL REQUIREMENTS
SIGECO's demand for capital is primarily related to
construction of utility plant and equipment necessary to
meet customers' electric and gas energy needs and
environmental compliance requirements.  Construction
expenditures (excluding allowance for other funds used
during construction) incurred during the three months ending
March 31, 2000 totaled $13.6 million and were fully funded
with internally generated cash.  Cash provided from
operations decreased $4.2 million during the current three-
month period compared to the same period in 1999.  Cash
required for investing increased $1.1 million and financing
activities increased $35.3 million for the three months
ended March 31, 2000 compared to the same period a year ago.

SIGECO estimates construction expenditures for the five-year
period 2000-2004 will total approximately $357 million,
including allowance for funds used during construction.
Included in this projection is approximately $97 million
estimated to comply with new USEPA air quality standards and
$32 million for the construction of a gas-fired electric
peaking unit in 2001.

                    FINANCING ACTIVITIES
There were no financing activities for the first quarter of
2000.

Over the five-year period, SIGECO expects the majority of
the construction requirements to be provided by internally
generated funds.  External financing requirements of $50-70
million will be provided by medium-term debt and are
anticipated to retire a similar amount of short-term debt.

<PAGE> 17

                 FORWARD-LOOKING INFORMATION
A "safe harbor" for forwarding-looking statements is
provided by the Private Securities Litigation Reform Act of
1995 (Reform Act of 1995).  The Reform Act of 1995 was
adopted to encourage such forward-looking statements without
the threat of litigation, provided those statements are
identified as forward-looking and are accompanied by
meaningful cautionary statements identifying important
factors that could cause the actual results to differ
materially from those projected in the statements. Such
statements are based on management's beliefs, as well as
assumptions made by and information currently available to
management.  When used in this filing, the words "believe,"
"anticipate," "endeavor," "estimate," "expect," "objective,"
"projection," "forecast," "goal," and similar expressions
are intended to identify forward-looking statements.  In
addition to any assumptions and other factors referred to
specifically in connection with such forward-looking
statements, factors that could cause Vectren Corporation and
its subsidiaries' actual results to differ materially from
those contemplated in any forward-looking statements
included, among others, the following:

   *  Factors affecting utility operations such as
   unusual weather conditions; catastrophic weather
   related damage; unusual maintenance or repairs;
   unanticipated changes to fossil fuel costs;
   unanticipated changes to gas supply costs, or
   availability due to higher demand, shortages,
   transportation problems or other developments;
   environmental or pipeline incidents; transmission or
   distribution incidents; unanticipated changes to
   electric energy supply costs, or availability due to
   demand, shortages, transmission problems or other
   developments; or electric transmission or gas pipeline
   system constraints.

   *  Increased competition in the energy environment
   including effects of industry restructuring and
   unbundling.

   *  Regulatory factors such as unanticipated changes in
   rate-setting policies or procedures, recovery of
   investments and costs made under traditional
   regulation, and the frequency and timing of rate
   increases.

   *  Financial or regulatory accounting principles or
   policies imposed by the Financial Accounting Standards
   Board, the Securities and Exchange Commission
   (Commission), the Federal Energy Regulatory
   Commission, state public utility commissions, state
   entities which regulate natural gas transmission,
   gathering and processing, and similar entities with
   regulatory oversight.

   *  Economic conditions including inflation rates and
   monetary fluctuations.

   *  Changing market conditions and a variety of other
   factors associated with physical energy and financial
   trading activities including, but not limited to,
   price, basis, credit, liquidity, volatility, capacity,
   interest rate, and warranty risks.

   *  Availability or cost of capital, resulting from
   changes in Vectren Corporation and its subsidiaries,
   interest rates, and securities ratings or market
   perceptions of the utility industry and energy-related
   industries.

   *  Employee workforce factors including changes in key
   executives, collective bargaining agreements with
   union employees, or work stoppages.

   *  Legal and regulatory delays and other obstacles
   associated with mergers, acquisitions, and investments
   in joint ventures.

   *  Costs and other effects of legal and administrative
   proceedings, settlements, investigations, claims, and
   other matters, including, but not limited to, those
   described in the Other Operating Matters section of
   Management's Discussion and Analysis of Results of
   Operations and Financial Condition.

   *  Changes in federal, state or local legislature
   requirements, such as changes in tax laws or rates,
   environmental laws and regulations.

Vectren Corporation and its subsidiaries undertake no
obligation to publicly update or revise any forward-looking
statements, whether as a result of changes in actual
results, changes in assumptions, other factors affecting
such statements.


<PAGE> 18

                PART TWO - OTHER INFORMATION

Item 1.  Litigation

         On November 3, 1999, the USEPA filed a lawsuit
         against SIGECO.  The USEPA alleges that,
         beginning in 1992, SIGECO violated the Clean
         Air Act by: (i) making modifications to its
         Culley Generating Station in Yankeetown,
         Indiana without obtaining required permits;
         (ii) making major modifications to the Culley
         Generating Station without installing the best
         available emission control technology; and
         (iii) failing to notify the USEPA of the
         modifications.  In addition, the lawsuit
         alleges that the modifications to the Culley
         Generating Station required SIGECO to begin
         complying with federal new source performance
         standards.

         SIGECO believes it performed only proper
         maintenance at the Culley Generating Station.
         Because proper maintenance does not require
         permits, application of the best available
         emission control technology, notice to the
         USEPA, or compliance with new source
         performance standards, SIGECO believes that the
         lawsuit is without merit, and intends to defend
         the lawsuit vigorously.

         The lawsuit seeks fines against SIGECO in the
         amount of $27,500 per day per violation.  The
         lawsuit does not specify the number of days or
         violations the USEPA believes occurred.  The
         lawsuit also seeks a court order requiring
         SIGECO to install the best available emissions
         technology at the Culley Generating Station.
         If the USEPA is successful in obtaining an
         order, SIGECO estimates that it would incur
         capital costs of approximately $40 million to
         $50 million to comply with the order.

         The USEPA has also issued an administrative
         notice of violation to SIGECO making the same
         allegations, but alleging that violations began
         in 1977.

         Under applicable rules, SIGECO could be
         subjected to criminal penalties if the Culley
         Generating Station continues to operate without
         complying with the new source performance
         standards and the allegations are determined by
         a court to be valid.  SIGECO anticipates at
         this time that the plant will continue to
         operate while the matter is being decided.

Item 3.  Quantitative and Qualitative Disclosures about
         Market Risk

         SIGECO's debt and preferred equity expose
         SIGECO to market risk as it relates to
         fluctuations in market interest rates.    The
         total exposure does not expose SIGECO to risk
         of material earnings or cash flow loss due to
         changes in market interest rates.  At March 31,
         2000, less than 15% of SIGECO's total
         capitalization was subject to fluctuations in
         market interest rates and other seasonal
         factors.   At March 31, 2000, SIGECO was not
         engaged in other contracts that would cause
         exposure to market risk of material earnings or
         cash flow loss due to changes in market
         commodity prices, foreign currency exchange
         rates, or interest rates.

Item 4.  Submission of Matters to a Vote of Security
         Holders

         NONE

Item 5.  Other Information

         NONE

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits

     2A   Agreement and Plan of Merger dated as of June
          14, 1999, by and among Indiana Energy, Inc.
          SIGCORP, Inc. and the formation of Vectren
          Corporation (incorporated by reference to
          Exhibit 2 to Indiana Energy's Current Report
          on Form 8-K dated June 14, 1999 and filed on
          June 15, 1999).

     2B   Amendment No.1, dated December 14, 1999
          to Agreement and Plan of Merger (set
          forth in 2A, above) (incorporated by
          reference to Exhibit 2 of Indiana
          Energy's Current Report on Form 8-K dated
          December 16, 1999 and filed on December
          16, 1999).
     2C   Asset Purchase Agreement dated December
          14, 1999 between Indiana Energy, Inc. and
          Dayton Power and Light Co., Inc. and
          Number-3CHK with a commitment letter for
          364 -Day Credit Facility dated December
          16, 1999 (incorporated by reference to
          Exhibit 2 and 99.1 of Indiana Energy's
          Current Report on Form 8-K dated December
          14, 1999 and filed on December 28, 1999).


     12   Computation of Ratio of Earnings to Fixed
          Charges, filed herewith.

     27   Financial Data Schedule, filed herewith.

     (b)  Reports on Form 8-K

          On February 29, 2000 SIGECO filed a Current
          Report on Form 8-K that contained audited
          financial statements for the fiscal year ended
          December 31, 1999.  The audited financial
          statements were filed under Form 8-K in order
          for SIGECO to complete financing activities
          prior to the filing of Form 10-K.

                Item 7.  Exhibits

              Financial Statements and Exhibits

          On April 14, 2000 SIGECO filed a Current
          Report on Form 8-K with respect to the change
          in control of SIGECO as a result of the merger
          of Indiana Energy, Inc. and SIGCORP, Inc into
          Vectren Corporation.

               Item 1.  Changes in Control of Registrant

          On April 17, 2000 SIGECO filed an Amended
          Current Report on Form 8-K changing the
          signature of the report to M. Susan Hardwick,
          Vice President and Controller.

               Item 1.  Changes in Control of Registrant

          On April 27, 2000 SIGECO filed a Current
          Report on Form 8-K with respect to the release
          by Vectren Corporation of summary financial
          information to the investment community
          regarding Vectren Corporation's consolidated
          results of operation, financial position and
          cash flows for the three- and twelve-month
          ended periods of March 31, 2000.  Items
          reported include:

               Item 5.  Other Events

               Item 7.  Exhibits

            99-1  Press Release
            99-2  Analyst Report - First Quarter 2000

            99-3  Cautionary Statement for Purposes of
            the "Safe Harbor" Provisions of the Private
            Securities Litigation Reform Act of 1995

          On  April  27,  2000  SIGECO  filed  a  Current
          Report  on Form 8-K with respect to an  analyst
          teleconference call held on April 27, 2000.

               Item 5.  Other Events

               Item 7.  Exhibits

            99   Analyst script teleconference call dated
            April 27, 2000





<PAGE> 21
                         SIGNATURES




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

                  SOUTHERN INDIANA GAS AND ELECRIC COMPANY



                             /s/ M. Susan Hardwick
                              --------------------
                                M. Susan Hardwick
                           Vice President and Controller


Date     May 15, 2000
         ____________