SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 8-K/A
                                 CURRENT REPORT
                       Pursuant to Section 13 of 15(d) of
                       The Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) April 23, 2002


                            INDIANA GAS COMPANY, INC.
             (Exact name of registrant as specified in its charter)


      Indiana                   1-6494                  35-0793669
      -------                   ------                  ----------
State of Incorporation)(Commission File Number)(I.R.S. Employer Identification)


20 N.W. Fourth Street, Evansville, Indiana                47708
------------------------------------------                -----
(Address of principal executive offices)                (Zip Code)



        Registrant's telephone number, including area code (812)491-4000


                                       N/A
             (Former name or address, if changed since last report.)
















Item 5.  Other Events

On April 23, 2002, Vectren Corporation (Vectren), the parent company of Indiana
Gas Company, Inc., along with Citizens Gas & Coke Utility (Citizens), the
Indiana Office of Utility Consumer Counselor (OUCC), the Citizens Action
Coalition (CAC), and a group of industrial customers filed an agreement in
principle at the Indiana Utility Regulatory Commission (Commission). The
agreement set forth the basic framework for settlement of numerous pending
issues related to ProLiance Energy, LLC (ProLiance). The parties' final
agreement was approved by the Commission on July 24, 2002 and becomes effective
at the end of a thirty-day waiting period. This agreement brings closure to over
six years of litigation related to Citizens' and Vectren's receipt of gas supply
services from ProLiance. The final settlement is outlined in the press release
attached as Exhibit 99-1 to this filing.

Proliance is a jointly-owned unconsolidated energy marketing affiliate of
Vectren and Citizens.

Item 7.  Exhibits

99-1       Press Release - ProLiance Settlement Approved,
                           Customers Save Millions, Utilities Receive Certainty












                                   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 hereunto duly authorized.


                                             INDIANA GAS COMPANY, INC.
July 24, 2002


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