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Argued March 5, 2002

On Petitions for Review of Orders of the Federal Energy Regulatory Commission

Petitioner Dominion Resources, Inc. is the surviving parent corporation in a merger of two already quite diverse companies, one (“Dominion”) primarily an electric power company, the other (Consolidated Natural Gas Company (“CNG”)) a natural gas pipeline with upstream and downstream affiliates. The parties refer to this type of merger as a “convergence merger.” Dominion here challenges the Federal Energy Regulatory Commission’s May 2000 Compliance Order requiring the pipeline subsidiary to observe FERC’s Standards of Conduct, 18 C.F.R. ss 161.3, 250.16, in dealing with all of its energy affiliates in the post-merger entity. See Dominion Resources, Inc. & Consolidated Natural Gas Co., 91 FERC p 61,140 (2000) (“Compliance Order”). Dominion contends that the Compliance Order was far broader than the order on which it purportedly rested, see Dominion Resources, Inc. & Consolidated Natural Gas Co., 89 FERC p 61,162 (1999) (“Merger Order”), destroyed integrations that existed before the merger, and was thus arbitrary and capricious. We agree with Dominion and therefore vacate and remand.

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