|UNITED STATES                     
|----------------------------------
|SECURITIES AND EXCHANGE COMMISSION
|Washington, D.C. 20549            
|                                  
|FORM 10-K/A                       

|(Mark One)                                   |                                                  
|-------------------------------------------- | -------------------------------------------------
|                                             |                                                  
|[ X ]                                        | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF 
|THE SECURITIES EXCHANGE ACT OF 1934         
|                                             |                                                  
|For the fiscal year ended September 30, 2000
|                                             |                                                  
|OR                                          
|                                             |                                                  
|[ ]                                          | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
|OF THE SECURITIES EXCHANGE ACT OF 1934      





|            | Exact Name of Registrant as            |                      
|----------- | -------------------------------------- | ---------------------
|            | Specified in Charter, State of         |                      
|            | Incorporation, Address of              |                      
|Commission  | Principal Executive                    | IRS Employer         
|File Number | Office and Telephone Number            | Identification Number
|            |                                        |                      
|2-26983     | THE PEOPLES GAS LIGHT AND COKE COMPANY | 36-1613900           
|            | (an Illinois Corporation)              |                      
|            | 130 East Randolph Drive, 24th Floor    |                      
|            | Chicago, Illinois 60601-6207           |                      
|            | Telephone (312) 240-4000               |                      
|            |                                        |                      
|2-35965     | NORTH SHORE GAS COMPANY                | 36-1558720           
|            | (an Illinois Corporation)              |                      
|            | 130 East Randolph Drive, 24th Floor    |                      
|            | Chicago, Illinois 60601-6207           |                      
|            | Telephone (312) 240-4000               |                      





|Securities registered pursuant to Section 12(b) of the Act:
|-----------------------------------------------------------
|                                                           
|Title of Each Class                                        
|None                                                       





|                                                                                                                                                                                                                                                                                                                                                                          |  | 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | 
|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 shorter period that the registrant was
required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes [x] No [ ]    
|                                                                                                                                                                                                                                                                                                                                                                          |  | 
|Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]





|State the aggregate market value of the voting stock held by non-affiliates of the registrants:
|-----------------------------------------------------------------------------------------------
|                                                                                               
|The Peoples Gas Light and Coke Company                                                         
|                                                                                               
|North Shore Gas Company                                                                        



|Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:                                                                                                                                                                                           
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                        
|The Peoples Gas Light and Coke Company                                                                                                                                                                                                                                                                                  
|                                                                                                                                                                                                                                                                                                                        
|North Shore Gas Company                                                                                                                                                                                                                                                                                                 
|                                                                                                                                                                                                                                                                                                                        
|This combined Form 10-K/A is separately filed by The Peoples Gas Light and Coke Company and North Shore Gas Company. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company makes no
representation as to information relating to the other companies.







PURPOSE OF AMENDMENT

This amendment to the combined Annual Report on Form 10-K of The Peoples Gas Light and Coke Company (Peoples Gas) and North Shore Gas Company (North Shore Gas) amends Part III, Item 12 - Security Ownership of Certain Beneficial Owners and
Management for each of Peoples Gas and North Shore Gas. Information contained in Part III, Item 12 of the combined Form 10-K reported by Peoples Energy Corporation is not being amended by this Form 10-K/A.





PART III

ITEM 12. Security Ownership of Certain Beneficial Owners and Management

At November 30, 2000, voting securities of Peoples Gas were beneficially owned as follows:

|Title of     |  |                              |  | Number of    |  | Percent of
|------------ |  | ---------------------------- |  | ------------ |  | ----------
|Class        |  | Name and Address             |  | Shares Owned |  | Class     
|             |  |                              |  |              |  |           
|Common Stock |  | Peoples Energy Corporation   |  |              |  |           
|without      |  | 130 East Randolph Drive      |  |              |  |           
|par value    |  | Chicago, Illinois 60601-6207 |  | 24,817,566   |  | 100       



At November 30, 2000, voting securities of North Shore Gas were beneficially owned as follows:

|Title of     |  |                              |  | Number of    |  | Percent of
|------------ |  | ---------------------------- |  | ------------ |  | ----------
|Class        |  | Name and Address             |  | Shares Owned |  | Class     
|             |  |                              |  |              |  |           
|Common Stock |  | Peoples Energy Corporation   |  |              |  |           
|without      |  | 130 East Randolph Drive      |  |              |  |           
|par value    |  | Chicago, Illinois 60601-6207 |  | 3,625,887    |  | 100       



No equity securities of Peoples Gas or North Shore Gas are beneficially owned directly or indirectly by any director or officer of Peoples Gas and North Shore Gas.



Shares of common stock, without par value, of Peoples Energy beneficially owned directly or indirectly by all directors and certain executive officers of Peoples Gas and North Shore Gas and all directors and executive officers of Peoples Gas and
North Shore Gas as a group at November 30, 2000, are as follows:

| |                   | Shares of Peoples Energy   | Percent
| | ----------------- | -------------------------- | -------
| |                   | Common Stock Beneficially  | Of     
| | Name              | Owned at November 30, 2000 | Class  
| | Donald M. Field   |                            | 36,426 
| | James Hinchliff   |                            | 47,259 
| | James M. Luebbers |                            | 22,417 
| | William E. Morrow |                            | 8,292  
| | Thomas M. Patrick |                            | 62,136 
| | Richard E. Terry  |                            | 141,308

| | All directors and executive officers of Peoples Gas and North Shore Gas as a group, including those |  |         |        |  |     
| | --------------------------------------------------------------------------------------------------- |  | ------- | ------ |  | ----
| | named above (15 in number)                                                                          |  | 429,244 | (1)(2) |  | 1.21

* Percentage of shares beneficially owned does not exceed one percent.



1. Includes shares that the following have a right to acquire within 60 days following November 30, 2000, through the exercise of Options granted under the Long-Term Incentive Compensation Plan of the Company: Messrs. Field, 17,900; Hinchliff,
16,200; Luebbers, 13,300; Patrick, 32,000; Terry, 61,900; and all directors and executive officers of the Company as a group, 196,200.
2. Includes shares of restricted stock awarded under the Long-Term Incentive Compensation Plan of the Company, the restrictions on which had not lapsed as of November 30, 2000, as follows: Messrs. Field, 6,920; Hinchliff, 7,535; Luebbers, 5,300; Morrow,
4,975; Patrick, 14,640; Terry, 26,680; and all directors and executive officers as a group, 85,610. Owners of shares of restricted stock have the right to vote such shares and to receive dividends thereon, but have no investment power with respect to such
shares until the restrictions thereon lapse.





SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                        |  | THE PEOPLES GAS LIGHT AND COKE COMPANY
|----------------------- |  | --------------------------------------
|                        |  |                                       
|Date: December 21, 2000 |  | By: /s/ RICHARD E. TERRY              
|                        |  | Richard E. Terry                      
|                        |  | Chairman of the Board and Chief       
|                        |  | Executive Officer                     

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on December 21, 2000.

|/s/ RICHARD E. TERRY  | Chairman of the Board and Chief Executive                
|--------------------- | ---------------------------------------------------------
|Richard E. Terry      | Officer and Director (Principal Executive Officer)       
|                      |                                                          
|/s/ JAMES M. LUEBBERS | Chief Financial Officer and Controller                   
|James M. Luebbers     | (Principal Financial and Accounting Officer) and Director
|                      |                                                          
|/s/ DONALD M. FIELD   | Director                                                 
|Donald M. Field       |                                                          
|                      |                                                          
|/s/ JAMES HINCHLIFF   | Director                                                 
|James Hinchliff       |                                                          
|                      |                                                          
|/s/ WILLIAM E. MORROW | Director                                                 
|William E. Morrow     |                                                          
|                      |                                                          
|/s/ THOMAS M. PATRICK | Director                                                 
|Thomas M. Patrick     |                                                          



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                        |  |  | NORTH SHORE GAS COMPANY        
|----------------------- |  |  | -------------------------------
|                        |  |  |                                
|Date: December 21, 2000 |  |  | By: /s/ RICHARD E. TERRY       
|                        |  |  | Richard E. Terry               
|                        |  |  | Chairman of the Board and Chief
|                        |  |  | Executive Officer              

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on December 21, 2000.

|/s/ RICHARD E. TERRY  | Chairman of the Board and Chief Executive                
|--------------------- | ---------------------------------------------------------
|Richard E. Terry      | Officer and Director (Principal Executive Officer)       
|                      |                                                          
|/s/ JAMES M. LUEBBERS | Chief Financial Officer and Controller                   
|James M. Luebbers     | (Principal Financial and Accounting Officer) and Director
|                      |                                                          
|/s/ DONALD M. FIELD   | Director                                                 
|Donald M. Field       |                                                          
|                      |                                                          
|/s/ JAMES HINCHLIFF   | Director                                                 
|James Hinchliff       |                                                          
|                      |                                                          
|/s/ WILLIAM E. MORROW | Director                                                 
|William E. Morrow     |                                                          
|                      |                                                          
|/s/ THOMAS M. PATRICK | Director                                                 
|Thomas M. Patrick     |