##### Table of Contents









SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Amendment No. 1



---

(This Amendment No. 1 is filed as a result of the correction of a
 mathematical computation of the Computation of Ratio of
Earnings to Fixed Charges in Exhibit 12-1 and 12-2 for
 the twelve-month periods ended June 30, 1999 and
December 31, 1998 as well as the correction of information
contained in Part II, Item 5. These Part II
amended items represent corrections of the 1995 and prior summary
 of Capitalized Costs Excluded From Amortization and
the inclusion of the Sales, net of production costs
line item as a source of change in the standardized measure of
discounted net cash flows since this line item was inadvertently
omitted.)



---

FORM 10-Q/A

(Mark One)

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)


OF THE SECURITIES EXCHANGE ACT OF 1934


For the quarterly period ended June 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 1-10070

MCN ENERGY GROUP INC.

(Exact name of registrant as specified in its charter)

Michigan





500 Griswold Street, Detroit, Michigan



38-2820658






48226



Registrants telephone number, including area code 313-256-5500

No Changes

(Former name, former address and former fiscal
year, if changed since last report.)

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 
 [   ]

Number of shares outstanding of
each of the registrants classes of common stock, as of
July 30, 1999:

Common Stock, par value $.01 per share: 85,655,381



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TABLE OF CONTENTS



|                                 |  |  |  |  |  |  |  | 
|-------------------------------- |  |  |  |  |  |  |  | 
|Other Information               
|Exhibits And Reports On Form 8-K
|Signature                       
|EXHIBIT INDEX                   



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INDEX TO FORM 10-Q/A

For Quarter Ended June 30, 1999

|                                                                                         |  |        |    | 
|---------------------------------------------------------------------------------------- |  | ------ | -- | 
|                                                                                         |  | Page  
|                                                                                         |  | Number
|                                                                                         |  |       
|COVER                                                                                    |  |        | i  | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|INDEX                                                                                    |  |        | ii | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|PART I   FINANCIAL INFORMATION                                                          |  |        |    | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Managements
	 Discussion and Analysis of Financial
	Condition and Results of Operations |  |        | 1  | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Financial
	Statements                                                                    |  |        | 22 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|PART II  OTHER INFORMATION                                                              |  |        |    | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Item 5. Other Information                                                                |  |        | 44 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Item 6. Exhibits and Reports on Form 8-K                                                 |  |        | 48 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|SIGNATURE                                                                                |  |        | 49 | 

ii



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##### Table of Contents








OTHER INFORMATION


Supplementary Information for Gas and Oil Producing Activities (Unaudited)

In December 1998, MCN accounted for its E&P segment as a
 discontinued operation as a result of its decision to sell all
of its gas and oil properties. In August 1999, MCN announced
 a significantly revised strategic direction. Consistent with
this revised strategy, as well as the result of the lowering of
the bid for the Michigan E&P properties, MCN will now retain
its natural gas producing properties in Michigan and continue
selling its other E&P oil and gas properties. Accordingly,
E&Ps operating results have been reclassified from
discontinued operations to continuing operations. Refer to
Managements Discussion and Analysis and
Note 6 to the Consolidated Financial Statements, included
herein, for additional information regarding the E&P segment
and managements decision to retain the properties in
Michigan. The following information is prepared in accordance
with SFAS No. 69, Disclosures About Oil and Gas
Producing Activitiesand related Securities and
Exchange Commission (SEC) accounting rules. The information, as
of or for the years ended December 31, would have been provided
in MCNs 1998 Annual Report on Form 10-K/ A if the
E&P segment had not been classified as a discontinued
operation.

MCNIC Oil & Gas Company (MOG), an indirect subsidiary of MCN,
 is engaged in natural gas and oil exploration, development and
production. The full cost accounting method prescribed by the SEC
 is followed for investments in gas and oil properties. Under the
 full cost method, substantially all acquisition, exploration and
 development costs are capitalized.

The unit of production method is used for calculating
depreciation, depletion and amortization (DD&A) on proved gas
 and oil properties. The average DD&A expense per thousand
cubic feet equivalent was $.82, $.75 and $.70 in 1998, 1997 and
1996, respectively. Costs directly associated with the
acquisition and evaluation of unproved gas and oil properties are
 excluded from the amortization base until the related properties
 are evaluated. Such unproved properties are assessed
periodically, and a provision for impairment is made when
appropriate.

Capitalized Costs

|                                                     |  |      |           |      |  |   |           | 
|---------------------------------------------------- |  | ---- | --------- | ---- |  | - | --------- | 
|                                                     |  | 1998 |           | 1997
|                                                     |  |      |           |     
|(in Thousands)                                       |  |      |           |      |  |   |           | 
|                                                    
|                                                    
|                                                    
|                                                    
|Proved Properties                                    |  | $    | 1,357,413 |      |  | $ | 1,033,492 | 
|                                                    
|                                                    
|                                                    
|                                                    
|Unproved Properties                                  |  |      | 99,611    |      |  |   | 265,809   | 
|                                                     |  |      |           |      |  |   |           | 
|                                                     |  |      | 1,457,024 |      |  |   | 1,299,301 | 
|                                                    
|                                                    
|                                                    
|                                                    
|SEC Ceiling Test Write-downs (Note 2c)               |  |      | 416,977   |      |  |   |          | 
|                                                    
|                                                    
|                                                    
|                                                    
|Accumulated Depreciation, Depletion and Amortization |  |      | 224,795   |      |  |   | 150,015   | 
|                                                     |  |      |           |      |  |   |           | 
|Net Capitalized Costs                                |  | $    | 815,252   |      |  | $ | 1,149,286 | 
|                                                     |  |      |           |      |  |   |           | 

44



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##### Table of Contents



OTHER INFORMATION


Capitalized Costs Excluded From Amortization

Unproved properties held by MCN are excluded from amortization
until they have been evaluated. A summary of costs excluded from
amortization at December 31, 1998, and the year in which
they were incurred, follows:

|               |  |       |        |                     |  |        |        |      |  |       |        |  |  |   |        |  |  |   |       | 
|-------------- |  | ----- | ------ | ------------------- |  | ------ | ------ | ---- |  | ----- | ------ |  |  | - | ------ |  |  | - | ----- | 
|               |  |       |        |                    
|               |  |       |        | Year Costs Incurred
|               |  |       |        |                    
|               |  |       |        |                     |  | 1995 &
|               |  | Total |        | 1998                |  | 1997   |        | 1996 |  | Prior
|               |  |       |        |                     |  |        |        |      |  |      
|(in Thousands) |  |       |        |                     |  |        |        |      |  |       |        |  |  |   |        |  |  |   |       | 
|              
|              
|              
|              
|Acquisition    |  | $     | 43,131 |                     |  | $      | 14,254 |      |  | $     | 17,119 |  |  | $ | 9,321  |  |  | $ | 2,437 | 
|              
|              
|              
|              
|Exploration    |  |       | 56,480 |                     |  |        | 13,757 |      |  |       | 32,655 |  |  |   | 9,935  |  |  |   | 133   | 
|               |  |       |        |                     |  |        |        |      |  |       |        |  |  |   |        |  |  |   |       | 
|               |  | $     | 99,611 |                     |  | $      | 28,011 |      |  | $     | 49,774 |  |  | $ | 19,256 |  |  | $ | 2,570 | 
|               |  |       |        |                     |  |        |        |      |  |       |        |  |  |   |        |  |  |   |       | 

The acquisition amount includes all costs incurred to purchase or
 lease property with unproved reserves.

Cost Incurred

|               |                     |      |         |        |  |      |         |        |  |   |         |         | 
|-------------- | ------------------- | ---- | ------- | ------ |  | ---- | ------- | ------ |  | - | ------- | ------- | 
|               |                     | 1998 |         | 1997   |  | 1996
|               |                     |      |         |        |  |     
|(in Thousands) |                     |      |         |        |  |      |         |        |  |   |         |        
|              
|              
|              
|              
|Acquisition:   |                     |      |         |        |  |      |         |        |  |   |         |        
|              
|              
|              
|              
|               | Proved properties   |      | $       | 53,377 |  |      | $       | 35,695 |  |   | $       | 60,340  | 
|              
|              
|              
|              
|               | Unproved properties |      |         | 7,498  |  |      |         | 66,721 |  |   |         | 136,142 | 
|               |                     |      |         |        |  |      |         |        |  |   |         |        
|               |                     |      | 60,875  |        |  |      | 102,416 |        |  |   | 196,482 |        
|              
|              
|              
|              
|Exploration    |                     |      | 52,948  |        |  |      | 143,580 |        |  |   | 65,160  |        
|              
|              
|              
|              
|Development    |                     |      | 86,607  |        |  |      | 129,001 |        |  |   | 120,569 |        
|               |                     |      |         |        |  |      |         |        |  |   |         |        
|               |                     | $    | 200,430 |        |  | $    | 374,997 |        |  | $ | 382,211 |        
|               |                     |      |         |        |  |      |         |        |  |   |         |        

Results of Operations

|                                                              |                                |      |          |          |   |      |         |         |   |   |         |         |  
|------------------------------------------------------------- | ------------------------------ | ---- | -------- | -------- | - | ---- | ------- | ------- | - | - | ------- | ------- | -
|                                                              |                                | 1998 |          | 1997     |   | 1996
|                                                              |                                |      |          |          |   |     
|(in Thousands)                                                |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                             
|                                                             
|                                                             
|                                                             
|Operating Revenues:                                           |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                             
|                                                             
|                                                             
|                                                             
|                                                              | Unaffiliated customers         |      | $        | 150,504  |   |      | $       | 144,041 |   |   | $       | 94,615  |  
|                                                             
|                                                             
|                                                             
|                                                             
|                                                              | Affiliated customers           |      |          | 56,598   |   |      |         | 71,787  |   |   |         | 43,326  |  
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                              |                                |      | 207,102  |          |   |      | 215,828 |         |   |   | 137,941 |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|Production Costs                                              |                                |      | 79,245   |          |   |      | 68,364  |         |   |   | 48,255  |        
|                                                             
|                                                             
|                                                             
|                                                             
|SEC Ceiling Test Write-downs                                  |                                |      | 416,977  |          |   |      |        |         |   |   |        |        
|                                                             
|                                                             
|                                                             
|                                                             
|Depreciation, Depletion and Amortization                      |                                |      | 80,576   |          |   |      | 73,910  |         |   |   | 44,469  |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                              |                                |      | 576,798  |          |   |      | 142,274 |         |   |   | 92,724  |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|Income (Loss) Before Income Taxes                             |                                |      | (369,696 | )        |   |      | 73,554  |         |   |   | 45,217  |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|Income Taxes:                                                 |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                             
|                                                             
|                                                             
|                                                             
|                                                              | Income tax provision (benefit) |      |          | (129,698 | ) |      |         | 26,997  |   |   |         | 16,438  |  
|                                                             
|                                                             
|                                                             
|                                                             
|                                                              | Gas production tax credits     |      |          | (10,485  | ) |      |         | (17,797 | ) |   |         | (15,878 | )
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|                                                              |                                |      | (140,183 | )        |   |      | 9,200   |         |   |   | 560     |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        
|Results of Operations, Excluding Corporate And Interest Costs |                                | $    | (229,513 | )        |   | $    | 64,354  |         |   | $ | 44,657  |        
|                                                              |                                |      |          |          |   |      |         |         |   |   |         |        

Reserve Quantity Information

MCNs proved reserves are located in the United States.
Information on estimated gas and oil reserves that follows was
obtained by MOG from the independent petroleum engineering

45



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##### Table of Contents



OTHER INFORMATION


consultants Ryder Scott Company, Miller and Lents, Ltd., S.A.
Holditch & Associates, Netherland, Sewell &
Associates, Inc., and Williamson Petroleum Consultants, Inc.

|                                           |                   |                                 |  |           |         |        |  |        |        |   |  |           |         |   |  |        |        |  
|------------------------------------------ | ----------------- | ------------------------------- |  | --------- | ------- | ------ |  | ------ | ------ | - |  | --------- | ------- | - |  | ------ | ------ | -
|                                           |                   |                                 |  |          
|                                           |                   | 1998                            |  | 1997     
|                                           |                   |                                 |  |          
|                                           |                   | Gas                             |  | Oil       |         | Gas    |  | Oil   
|                                           |                   | (MMcf)                          |  | (MBbl)    |         | (MMcf) |  | (MBbl)
|                                           |                   |                                 |  |           |         |        |  |       
|Proved Developed and Undeveloped Reserves: |                   |                                 |  |           |         |        |  |        |        |   |  |           |         |   |  |       
|                                          
|                                          
|                                          
|                                          
|                                           | Beginning of year |                                 |  | 1,166,174 |         |        |  | 25,843 |        |   |  | 1,137,729 |         |   |  | 17,214 |       
|                                          
|                                          
|                                          
|                                          
|                                           |                   | Revisions of previous estimates |  |           | (66,188 | )      |  |        | (2,865 | ) |  |           | (30,260 | ) |  |        | (430   | )
|                                          
|                                          
|                                          
|                                          
|                                           |                   | Extensions and discoveries      |  |           | 59,729  |        |  |        | 534    |   |  |           | 165,283 |   |  |        | 4,435  |  
|                                          
|                                          
|                                          
|                                          
|                                           |                   | Production                      |  |           | (82,040 | )      |  |        | (2,635 | ) |  |           | (78,218 | ) |  |        | (3,346 | )
|                                          
|                                          
|                                          
|                                          
|                                           |                   | Sales of minerals in place      |  |           | (37,661 | )      |  |        | (8,389 | ) |  |           | (51,465 | ) |  |        | (1,019 | )
|                                          
|                                          
|                                          
|                                          
|                                           |                   | Purchases of minerals in place  |  |           | 52,959  |        |  |        | 499    |   |  |           | 23,105  |   |  |        | 8,989  |  
|                                           |                   |                                 |  |           |         |        |  |        |        |   |  |           |         |   |  |       
|                                           | End of year       |                                 |  | 1,092,973 |         |        |  | 12,987 |        |   |  | 1,166,174 |         |   |  | 25,843 |       
|                                           |                   |                                 |  |           |         |        |  |        |        |   |  |           |         |   |  |       
|Proved Developed Reserves:                 |                   |                                 |  |           |         |        |  |        |        |   |  |           |         |   |  |       
|                                          
|                                          
|                                          
|                                          
|                                           | Beginning of year |                                 |  | 590,299   |         |        |  | 12,601 |        |   |  | 688,995   |         |   |  | 9,554  |       
|                                          
|                                          
|                                          
|                                          
|                                           | End of year       |                                 |  | 630,130   |         |        |  | 6,367  |        |   |  | 590,299   |         |   |  | 12,601 |       

Standardized Measure of Discounted Future Net Cash Flows

The following presentation of the standardized measure of
discounted future net cash flows is intended to be neither a
measure of the fair market value of MCNs gas and oil
properties, nor an estimate of the present value of actual future
 cash flows to be obtained as a result of their development and
production. It is based upon subjective estimates of proved
reserves only and attributes no value to categories of reserves
other than proved reserves, such as probable or possible
reserves, or to unproved acreage. Furthermore, as it is based on
year-end prices and costs adjusted only for existing contractual
arrangements and assumes an arbitrary annual discount rate of
10%, it does not reflect the impact of future price and cost
changes. Future income tax expenses were computed by applying
statutory tax rates, adjusted for permanent differences and tax
credits, to estimated future pre-tax net cash flows.

The standardized measure is intended to provide a better means
for comparing the value of MCNs proved reserves at a given
time with those of other gas and oil producing companies than is
provided by a simple comparison of raw proved reserve quantities.

|                                                           |  |      |           |      |  |      |           |   |  |   |           |  
|---------------------------------------------------------- |  | ---- | --------- | ---- |  | ---- | --------- | - |  | - | --------- | -
|                                                           |  | 1998 |           | 1997 |  | 1996
|                                                           |  |      |           |      |  |     
|(in Thousands)                                             |  |      |           |      |  |      |           |   |  |   |           |  
|                                                          
|                                                          
|                                                          
|                                                          
|Future Revenues                                            |  | $    | 2,795,786 |      |  | $    | 3,121,124 |   |  | $ | 3,867,785 |  
|                                                          
|                                                          
|                                                          
|                                                          
|Future Production Costs                                    |  |      | 984,042   |      |  |      | 1,155,734 |   |  |   | 1,322,108 |  
|                                                          
|                                                          
|                                                          
|                                                          
|Future Development Costs                                   |  |      | 264,631   |      |  |      | 328,739   |   |  |   | 340,190   |  
|                                                           |  |      |           |      |  |      |           |   |  |   |           |  
|Future Net Cash Flows Before Income Taxes                  |  |      | 1,547,113 |      |  |      | 1,636,651 |   |  |   | 2,205,487 |  
|                                                          
|                                                          
|                                                          
|                                                          
|Discount to Present Value at 10%                           |  |      | 806,746   |      |  |      | 812,605   |   |  |   | 1,139,507 |  
|                                                           |  |      |           |      |  |      |           |   |  |   |           |  
|Present Value of Future Net Cash Flows Before Income Taxes |  |      | 740,367   |      |  |      | 824,046   |   |  |   | 1,065,980 |  
|                                                          
|                                                          
|                                                          
|                                                          
|Future Income Taxes Discounted at 10%                      |  |      |          |      |  |      | 105,371   |   |  |   | 226,913   |  
|                                                          
|                                                          
|                                                          
|                                                          
|Future Tax Credits Discounted at 10%                       |  |      |          |      |  |      | (50,889   | ) |  |   | (62,207   | )
|                                                           |  |      |           |      |  |      |           |   |  |   |           |  
|Standardized Measure of Discounted Future Net Cash Flows   |  | $    | 740,367   |      |  | $    | 769,564   |   |  | $ | 901,274   |  
|                                                           |  |      |           |      |  |      |           |   |  |   |           |  

Future income taxes and tax credits have been excluded from the
1998 calculation since MOG is in a net operating loss position,
and it is more likely than not that these tax benefits would not
be realized by MOG on a stand-alone basis. However, MCN files a
consolidated federal income tax return, which includes the
taxable income or loss of MOG as well as MOGs tax credits.

46



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##### Table of Contents



OTHER INFORMATION


Accordingly, it is managements opinion that any tax
benefits earned by MOG will be utilized by MCN in its
consolidated tax returns.

The principal sources of change in the standardized measure of
discounted future net cash flows were as follows:

|                  |                                                                                 |      |         |          |   |      |         |          |   |   |         |         |  
|----------------- | ------------------------------------------------------------------------------- | ---- | ------- | -------- | - | ---- | ------- | -------- | - | - | ------- | ------- | -
|                  |                                                                                 | 1998 |         | 1997     |   | 1996
|                  |                                                                                 |      |         |          |   |     
|(in Thousands)    |                                                                                 |      |         |          |   |      |         |          |   |   |         |        
|                 
|                 
|                 
|                 
|Beginning of Year |                                                                                 | $    | 769,564 |          |   | $    | 901,274 |          |   | $ | 521,907 |        
|                 
|                 
|                 
|                 
|                  | Net changes in sales prices and production costs                                |      |         | (67,085  | ) |      |         | (261,154 | ) |   |         | 126,526 |  
|                 
|                 
|                 
|                 
|                  | Net change due to revisions in quantity estimates                               |      |         | (59,106  | ) |      |         | (26,015  | ) |   |         | 5,061   |  
|                 
|                 
|                 
|                 
|                  | Extensions, discoveries, additions and improved recovery, net of
	related costs |      |         | 46,739   |   |      |         | 153,291  |   |   |         | 200,026 |  
|                 
|                 
|                 
|                 
|                  | Development costs incurred, previously estimated                                |      |         | 86,607   |   |      |         | 103,201  |   |   |         | 86,810  |  
|                 
|                 
|                 
|                 
|                  | Changes in estimated future development costs                                   |      |         | (26,573  | ) |      |         | (120,219 | ) |   |         | (81,069 | )
|                 
|                 
|                 
|                 
|                  | Sales, net of production costs                                                  |      |         | (127,857 | ) |      |         | (147,464 | ) |   |         | (89,686 | )
|                 
|                 
|                 
|                 
|                  | Net change in future income taxes                                               |      |         | 105,371  |   |      |         | 116,366  |   |   |         | (85,616 | )
|                 
|                 
|                 
|                 
|                  | Net change in federal tax credits                                               |      |         | (41,997  | ) |      |         | (17,797  | ) |   |         | (15,878 | )
|                 
|                 
|                 
|                 
|                  | Sales of reserves in place                                                      |      |         | (56,924  | ) |      |         | (83,985  | ) |   |         |        |  
|                 
|                 
|                 
|                 
|                  | Purchases of reserves in place                                                  |      |         | 41,525   |   |      |         | 48,685   |   |   |         | 193,550 |  
|                 
|                 
|                 
|                 
|                  | Accretion of discount and other                                                 |      |         | 70,103   |   |      |         | 103,381  |   |   |         | 39,643  |  
|                  |                                                                                 |      |         |          |   |      |         |          |   |   |         |        
|End of Year       |                                                                                 | $    | 740,367 |          |   | $    | 769,564 |          |   | $ | 901,274 |        
|                  |                                                                                 |      |         |          |   |      |         |          |   |   |         |        

Additional data relating to E&P activities follows:

|                                             |  |      |       |      |  |      |       |  |  |   |       | 
|-------------------------------------------- |  | ---- | ----- | ---- |  | ---- | ----- |  |  | - | ----- | 
|                                             |  | 1998 |       | 1997 |  | 1996
|                                             |  |      |       |      |  |     
|Production                                   |  |      |       |      |  |      |       |  |  |   |       | 
|                                            
|                                            
|                                            
|                                            
|Average Gas Sales Price (per Mcf)            |  | $    | 2.04  |      |  | $    | 1.95  |  |  | $ | 1.96  | 
|                                            
|                                            
|                                            
|                                            
|Average Oil Sales Price (per Bbl)            |  | $    | 12.58 |      |  | $    | 16.87 |  |  | $ | 20.18 | 
|                                            
|                                            
|                                            
|                                            
|Average Production Cost (per Mcf equivalent) |  | $    | .81   |      |  | $    | .70   |  |  | $ | .76   | 

|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |     |     | 
|------------------------------------------- | ---------- | ----------------- | --- | ---- | --- | ----- | --- | --- | --- | ----- | --- | --- | --- |  | --- | --- | --- |  | --- | --- | --- |  | --- | --- | --- | 
|                                            |            |                   |     |      |     |      
|                                            |            | 1998              |     | 1997 |     | 1996 
|                                            |            |                   |     |      |     |      
|                                            |            | Gross             |     | Net  |     | Gross |     | Net |     | Gross |     | Net
|                                            |            |                   |     |      |     |       |     |     |     |       |     |    
|Drilling Activity                           |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                           
|                                           
|                                           
|                                           
|Working Interest Well Completions:          |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                           
|                                           
|                                           
|                                           
|Exploratory:                                |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                           
|                                           
|                                           
|                                           
|                                            | Productive |                   |     | 58   |     |       |     | 26  |     |       |     | 63  |     |  |     | 30  |     |  |     | 63  |     |  |     | 28  |    
|                                           
|                                           
|                                           
|                                           
|                                            | Dry        |                   |     | 37   |     |       |     | 14  |     |       |     | 39  |     |  |     | 19  |     |  |     | 37  |     |  |     | 15  |    
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                            |            | Total Exploratory |     |      | 95  |       |     |     | 40  |       |     |     | 102 |  |     |     | 49  |  |     |     | 100 |  |     |     | 43  | 
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|Development:                                |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                           
|                                           
|                                           
|                                           
|                                            | Productive |                   |     | 536  |     |       |     | 335 |     |       |     | 574 |     |  |     | 354 |     |  |     | 355 |     |  |     | 230 |    
|                                           
|                                           
|                                           
|                                           
|                                            | Dry        |                   |     | 15   |     |       |     | 6   |     |       |     | 20  |     |  |     | 9   |     |  |     | 12  |     |  |     | 6   |    
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|                                            |            | Total Development |     |      | 551 |       |     |     | 341 |       |     |     | 594 |  |     |     | 363 |  |     |     | 367 |  |     |     | 236 | 
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|Total Working Interest Well Completions     |            |                   | 646 |      |     |       | 381 |     |     |       | 696 |     |     |  | 412 |     |     |  | 467 |     |     |  | 279 |    
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    
|Wells in Process of Drilling at End of Year |            |                   | 77  |      |     |       | 30  |     |     |       | 150 |     |     |  | 92  |     |     |  | 167 |     |     |  | 108 |    
|                                            |            |                   |     |      |     |       |     |     |     |       |     |     |     |  |     |     |     |  |     |     |     |  |     |    

|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|--------------------------- |  | ----- | --------- | ---- |  | ----- | --------- | --- |  | ----- | --------- | --- |  |  | --------- |  |  |  | --------- |  |  |  | ------- | 
|                            |  |       |           |      |  |      
|                            |  | 1998  |           | 1997 |  | 1996 
|                            |  |       |           |      |  |      
|                            |  | Gross |           | Net  |  | Gross |           | Net |  | Gross |           | Net
|                            |  |       |           |      |  |       |           |     |  |       |           |    
|Producing Wells and Acreage |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|Producing Wells             |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|United States               |  |       | 3,143     |      |  |       | 1,782     |     |  |       | 2,917     |     |  |  | 1,677     |  |  |  | 2,890     |  |  |  | 1,481   | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|Developed Lease Acreage     |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|United States               |  |       | 623,076   |      |  |       | 352,315   |     |  |       | 663,767   |     |  |  | 344,818   |  |  |  | 519,107   |  |  |  | 287,964 | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|Undeveloped Lease Acreage   |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 
|United States               |  |       | 2,693,767 |      |  |       | 1,148,920 |     |  |       | 2,592,915 |     |  |  | 1,239,908 |  |  |  | 1,701,063 |  |  |  | 970,873 | 
|                            |  |       |           |      |  |       |           |     |  |       |           |     |  |  |           |  |  |  |           |  |  |  |         | 

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##### Table of Contents






EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

| |  |         |      |             |  |                                                                                  
| |  | ------- | ---- | ----------- |  | ---------------------------------------------------------------------------------
| |  | Exhibit |      |            
| |  | Number  |      | Description
| |  |         |      |            
| |  |         | 12-1 |             |  | Computation of Ratio of Earnings to Fixed Charges for MCN Energy
	Group Inc.     
| |  |         | 12-2 |             |  | Computation of Ratio of Earnings to Fixed Charges for MCN
	Investment Corporation
| |  |         | 23-1 |             |  | Consent of Ryder Scott Company                                                   
| |  |         | 23-2 |             |  | Consent of Miller and Lents, Ltd.                                                
| |  |         | 23-3 |             |  | Consent of S.A. Holditch & Associates                                            
| |  |         | 23-4 |             |  | Consent of Netherland, Sewell & Associates, Inc.                                 
| |  |         | 23-5 |             |  | Consent of Williamson Petroleum Consultants, Inc.                                
| |  |         | 27-1 |             |  | Financial Data Schedule  1999.                                                  
| |  |         | 27-2 |             |  | Financial Data Schedule  1998.                                                  

(b)  Reports on Form 8-K



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Registrant filed a report on Form 8-K dated August 2,
	1999, under Item 5. The contents of the Form 8-K were
	three press releases issued by MCN on August 2, 1999
	outlining its revised strategic direction, the naming of the
	leadership team to implement the new strategy and the 1999 second
	 quarter earnings release.                                                                                                                                                                                                                                                                                                                                                                                               
|
| | MCN announced a significantly revised strategic direction. Key
	aspects of the new corporate strategy include a regional rather
	than North American focus, and an emphasis on achieving
	operational efficiencies and growth through integration of
	existing businesses rather than building a portfolio of diverse,
	non-operated energy investments. Consistent with the new
	strategy, as well as the result of the lowering of the bid for
	the Michigan Exploration & Production (E&P) properties,
	MCN will retain its natural gas producing properties in Michigan.
	 At year-end 1998, the E&P segment was classified as
	discontinued operations in preparation for the sale of the
	companys entire E&P business.
|
| | Key aspects of the new strategy include reorganizing the MCN
	family of businesses to include four primary operating segments
	(Gas Distribution, Midstream & Supply, Energy Marketing and
	Power) and an investment arm (Energy Holdings). Changes to the
	leadership team include:                                                                                                                                                                                                                                                                                                                                                                                                                                          

|                 |  |                                                                   
|---------------- |  | ------------------------------------------------------------------
|Stephen E. Ewing |  | President & Chief Operating Officer (COO),
	MCN Energy  Group Inc.
|Anne Cooke       |  | President & CEO, MCN Energy Marketing                             
|Steve Kurmas     |  | President & CEO, MCN Midstream & Supply                           
|Joseph Roberts   |  | President & CEO, MCN Power                                        
|                 |  | President & CEO, MCN Energy Holdings                              

48



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##### Table of Contents








SIGNATURE


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.



| |                      
| | ---------------------
| | MCN ENERGY GROUP INC.

Date: September 21, 1999

| |     |                     
| | --- | --------------------
| | By: | /s/ GERARD KABZINSKI

| |                              
| | -----------------------------
| | Gerard Kabzinski             
| | Vice President and Controller

49



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##### Table of Contents






EXHIBIT INDEX

| |  |         |       |             |  |                                                                                  
| |  | ------- | ----- | ----------- |  | ---------------------------------------------------------------------------------
| |  | Exhibit |       |            
| |  | Number  |       | Description
| |  |         |       |            
| |  |         | 12-1  |             |  | Computation of Ratio of Earnings to Fixed Charges for MCN Energy
	Group Inc.     
| |  |         | 12-2  |             |  | Computation of Ratio of Earnings to Fixed Charges for MCN
	Investment Corporation
| |  |         | 23-1* |             |  | Consent of Ryder Scott Company                                                   
| |  |         | 23-2* |             |  | Consent of Miller and Lents, Ltd.                                                
| |  |         | 23-3* |             |  | Consent of S.A. Holditch & Associates                                            
| |  |         | 23-4* |             |  | Consent of Netherland, Sewell & Associates, Inc.                                 
| |  |         | 23-5* |             |  | Consent of Williamson Petroleum Consultants, Inc.                                
| |  |         | 27-1* |             |  | Financial Data Schedule.  1999                                                  
| |  |         | 27-2* |             |  | Financial Data Schedule.  1998                                                  



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