UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________________

FORM 10-Q

____________________________________________________



ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2013



¨	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: 1-4874

____________________________________________________

COLORADO INTERSTATE GAS COMPANY, L.L.C.

(Exact Name of Registrant as Specified in Its Charter)

____________________________________________________



Delaware		84-0173305
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1001 Louisiana Street, Suite 1000, Houston, Texas 77002

(Address of principal executive offices) (zip code)

Registrant’s telephone number, including area code: 713-369-9000

____________________________________________________

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 ý No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.



Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ý

COLORADO INTERSTATE GAS COMPANY, L.L.C. MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND (b) TO FORM 10-Q AND IS THEREFORE FILING THIS REPORT WITH A REDUCED DISCLOSURE FORMAT.

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COLORADO INTERSTATE GAS COMPANY, L.L.C.

TABLE OF CONTENTS

		PageNumber
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Income and Comprehensive Income - Three Months Ended March 31, 2013 and 2012	1
	Consolidated Statements of Income and Comprehensive Income - Three and Six Months Ended June 30, 2013 and 2012	1
	Consolidated Balance Sheets - March 31, 2013 and December 31, 2012	2
	Consolidated Balance Sheets - June 30, 2013 and December 31, 2012	2
	Consolidated Statements of Cash Flows - Three Months Ended March 31, 2013 and 2012	3
	Consolidated Statements of Cash Flows - Six Months Ended June 30, 2013 and 2012	3
	Notes to Consolidated Financial Statements	4
	Consolidated Statements of Member's Equity - Six Months Ended June 30, 2013 and 2012	4
	Notes to Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
	General and Basis of Presentation	89
	Results of Operations	89
	Information Regarding Forward-Looking Statements	10
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	10
Item 4.	Controls and Procedures	10
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	11
Item 1A.	Risk Factors	11
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	11
Item 3.	Defaults Upon Senior Securities	11
Item 4.	Mine Safety Disclosure	11
Item 5.	Other Information	11
Item 6.	Exhibits	12
	Signature	13

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

COLORADO INTERSTATE GAS COMPANY, L.L.C.

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(In Millions)

(Unaudited)

	Three Months EndedMarch 31,
	Three Months EndedJune 30,						Six Months EndedJune 30,
	2013			2012			2013			2012
Revenues	$	~~108~~91		$	~~109~~93		$	199		$	202
Operating Costs and Expenses
Operation and maintenance	2625			2938			51			67
Depreciation and amortization	11			11			22			22
Taxes, other than income taxes	5			6			10			12
Total Operating Costs and Expenses	4241			4655			83			101
Operating Income	6650			6338			116			101
Interest expense, net	(15		)	(15		)
Other Income (Expense)
Net Income and Comprehensive Income	51			48
Other, net	—			1			—			1
Interest expense, net	(16		)	(16		)	(31		)	(31		)
Affiliated interest income, net	—			1			—			1
Total Other Expense	(16		)	(14		)	(31		)	(29		)
Net Income and Comprehensive Income	$	34		$	24		$	85		$	72

The accompanying notes are an integral part of these consolidated financial statements.

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COLORADO INTERSTATE GAS COMPANY, L.L.C.

CONSOLIDATED BALANCE SHEETS

(In Millions)

	March 31, 2013		December 31, 2012
	June 30, 2013		December 31, 2012
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	5	$	1
Accounts receivable, net of allowance	35		38
Accounts receivable, net	28		38
Inventories	8		8
Regulatory assets	46		6
Other current assets	112		6
Total current assets	6349		59
Property, plant and equipment, net	1,~~367~~371		1,385
Note receivable from affiliate	5526		36
Deferred charges and other assets	4544		45
Total Assets	$	1,~~530~~490	$	1,525
LIABILITIES AND MEMBER'S EQUITY
Current liabilities
Current portion of debt	$	5	$	5
Accounts payable	2011		11
Accrued interest	114		4
Accrued taxes, other than income	10		15
Regulatory liabilities	64		9
Contractual deposits	58		4
Accrued other current liabilities	3		3
Total current liabilities	6045		51
Long-term liabilities and deferred credits
Long-term debt	641		642
Other long-term liabilities and deferred credits	1415		14
Total long-term liabilities and deferred credits	~~655~~656		656
Total Liabilities	~~715~~701		707
Commitments and contingencies (Note 5)
Commitments and contingencies (Notes 2 and 6)
Member's equity	~~805~~779		808
Accumulated other comprehensive income	10		10
Total Member's Equity	~~815~~789		818
Total Liabilities and Member's Equity	$	1,~~530~~490	$	1,525

The accompanying notes are an integral part of these consolidated financial statements.

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COLORADO INTERSTATE GAS COMPANY, L.L.C.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Millions)

(Unaudited)

	Three Months EndedMarch 31,
	Six Months EndedJune 30,
	2013			2012
Cash Flows From Operating Activities
Net income	$	51		$	48
Net Income	$	85		$	72
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	1122			1122
Other	(13		)	19
Changes in components of working capital:
Accounts receivable	210			(316		)
Accounts payable	10			(3		)
Other current assets, including inventories	4			1
Accrued interest	7			7
Accounts payable	1			(1		)
Accrued taxes, other than income	(5		)	—(6		)
Regulatory liabilities	(32		)	—(2		)
Other, net	(1		)	4
Other current liabilities	—			(8		)
Other long-term assets and liabilities	93			(37		)
Net Cash Provided by Operating Activities	80115			6264
Cash Flows From Investing Activities
Capital expenditures	(39		)	(714		)
Net change in note receivable from affiliate	~~(19~~10		)	~~(27~~28		)
Other	14			—
Net Cash Used in Investing Activities	(21		)	(34		)
Net Cash Provided by Investing Activities	5			14
Cash Flows From Financing Activities
Payments of debt	(12		)	(12		)
Distributions to members	(54114		)	(3791		)
Contributions from members	—			1013
Net Cash Used in Financing Activities	(55116		)	(2880		)
Net Increase in Cash and Cash Equivalents	4			—
Net Increase (Decrease) in Cash and Cash Equivalents	4			(2		)
Cash and Cash Equivalents, beginning of period	1			2
Cash and Cash Equivalents, end of period	$	5		$	2—

The accompanying notes are an integral part of these consolidated financial statements.

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COLORADO INTERSTATE GAS COMPANY, L.L.C.

CONSOLIDATED STATEMENTS OF MEMBER'S EQUITY

(In Millions)

(Unaudited)



December 31, 2011	$	809
Net income	72
Contributions	13
Distributions	(91		)
June 30, 2012	$	803

December 31, 2012	$	818
Net income	85
Distributions	(114		)
June 30, 2013	$	789

The accompanying notes are an integral part of these consolidated financial statements.

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COLORADO INTERSTATE GAS COMPANY, L.L.C.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. General

Organization

We are a Delaware limited liability company, originally formed in 1927 as a corporation. We are an interstate pipeline system serving the Rocky Mountain Region. Unless the context otherwise requires, references to "us," we," "our," or "CIG," are describing Colorado Interstate Gas Company, L.L.C. and its consolidated subsidiaries. We are wholly owned by El Paso Pipeline Partners Operating Company, L.L.C., a wholly owned subsidiary of El Paso Pipeline Partners (EPB), a master limited partnership of El Paso LLC (El Paso), a wholly owned subsidiary of Kinder Morgan, Inc. (KMI). On May 24, 2012, EPB acquired the remaining 14% interest in us from a wholly owned subsidiary of El Paso, and we became an indirect wholly owned subsidiary of EPB.

Basis of Presentation

We have prepared our accompanying unaudited consolidated financial statements under the rules and regulations of the United States Securities and Exchange Commission (SEC). These rules and regulations conform to the accounting principles contained in the Financial Accounting Standards Board's Accounting Standards Codification, the single source of Generally Accepted Accounting Principles in the United States of America (GAAP) and referred to in this report as the Codification. Under such rules and regulations, we have condensed or omitted certain information and notes normally included in financial statements prepared in conformity with the Codification. We believe, however, that our disclosures are adequate to make the information presented not misleading.

Our accompanying consolidated financial statements reflect normal adjustments, and also recurring adjustments that are, in the opinion of our management, necessary for a fair presentation of our financial results for the interim periods,. ~~and~~Certain ~~certain~~ amounts from prior periods have been reclassified to conform to the current presentation. Interim results are not necessarily indicative of results for a full year; accordingly, you should read these consolidated financial statements in conjunction with our consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2012, which we refer to in this report as our 2012 Form 10-K.

2.Immaterial ~~Fair Value~~Correction

During the second quarter of 2012, we determined that certain accrued environmental liabilities established in periods prior to 2008 were overstated by approximately $6 million. We corrected this error in June 2012 by reducing accrued liabilities by approximately $6 million, with an offsetting reduction in operating expenses.

We evaluated the impact of the error and determined that it was not material to our previously reported consolidated financial statements. Additionally, we determined that the correction of the error was not material to our 2012 consolidated financial statements.

2. Debt

We classify our debt based on the contractual maturity dates of the underlying debt instruments. We defer costs associated with debt issuance over the applicable term. These costs are then amortized as interest expense in our Consolidated Statements of Income and Comprehensive Income. The following table summarizes the net carrying value of our outstanding debt (in millions):



	June 30, 2013		December 31, 2012
Senior Notes, 5.95%, due 2015	$	35	$	35
Senior Notes, 6.80%, due 2015	340		340
Senior Debentures, 6.85%, due 2037	100		100
Other financing obligations	171		172
	646		647
Less: Current portion of debt	5		5
Total long-term debt and other financing obligations, less current maturities	$	641	$	642

Debt Covenants

As of June 30, 2013, we were in compliance with all of our debt covenants. For a further discussion of our debt, see our 2012 Form 10-K.

3. Fair Value

The following table reflects the carrying amount and estimated fair value of our debt, excluding total other financing obligations (in millions):

	March 31, 2013				December 31, 2012
	June 30, 2013				December 31, 2012
	CarryingAmount		Estimated FairValue		CarryingAmount		Estimated FairValue
Total debt, excluding total other financing obligations (1)	$	475	$	~~555~~540	$	475	$	561

___________________

(1) Our other financing obligations are $171 million and $172 million as of ~~March~~June 3130, 2013 and December 31, 2012, of which $5 million is reported as "Current portion of debt" on our Consolidated Balance Sheets for each period. For a further discussion of our other financing obligations, see our 2012 Form 10-K.

We separate the fair values of our financial instruments into levels based on our assessment of the availability of observable market data and the significance of non-observable data used to determine the estimated fair value. We estimated the above fair values of debt, excluding total other financing obligations, primarily based on quoted market prices for the same or similar issues, a Level 2 fair value measurement. Our assessment and classification of an instrument within a level can change over time based on the maturity or liquidity of the instrument and this change would be reflected at the end of the period in which the change occurs. During the ~~three~~six months ended ~~March~~June 3130, 2013, there were no changes to the inputs and valuation techniques used to measure fair value, ~~the types~~ of these instruments, or the levels in which they are classified.

As of ~~March~~June 3130, 2013 and December 31, 2012, the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable represent their fair values based on the short-term nature of these items. The carrying amount of our affiliate note receivable approximates its fair value due to the note being due on demand and the market-based nature of the interest rate.

4. Related Party Transactions

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3. Related Party Transactions

Distributions and Contributions

Pursuant to our limited liability company agreement, we are required to make cash distributions to our owners. During the ~~quarters~~six months ended ~~March~~June 3130, 2013 and 2012, we paid cash distributions of approximately $54114 million and $3791 million, respectively. During the ~~quarter~~six months ended ~~March~~June 3130, 2012, we received a cash contribution of approximately $1013 million from our owners to fund our expansion projects.

Affiliate Balances

We enter into transactions with our affiliates within the ordinary course of business. For a further discussion of our affiliated transactions, see our 2012 Form 10-K. ~~We have accounts and notes receivable, accounts payable, as well as other liabilities with our affiliates arising in the ordinary course of business.~~

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The following table summarizes our balance sheet amounts attributable to affiliate transactions (in millions):

	March 31, 2013		December 31, 2012
	June 30, 2013		December 31, 2012
Accounts receivable	$	—	$	1
Accounts receivable, net	$	1	$	1
Net contractual gas imbalance receivable(1)	6		1
Contractual gas imbalance receivable(1)	—		1
Accounts payable	67		4
Notes receivable(2)	5526		36
Financing obligations(3)	171		172

_____________________


(1)	Included in "Other current assets" on our Consolidated Balance Sheets.

(2) We participate in EPB’s cash management program which matches the short-term cash surpluses and needs of participating affiliates, thus minimizing total borrowings from outside sources. EPB uses the cash management program to settle intercompany transactions between participating affiliates. The interest rate on this note is variable and was 1.9% and 2.0% as of ~~March~~June 3130, 2013 and December 31, 2012. These amounts are included in "Notes receivable from affiliate" on our Consolidated Balance Sheets.

(3) Represents financing obligations payable to WYCO Development L.L.C. related to Totem Gas Storage Facility and High Plains Pipeline, of which $5 million is included in "Current portion of debt" on our Consolidated Balance Sheets atfor each period end.

The following table shows overall revenues, expenses and reimbursements from our affiliates (in millions):

	Three Months EndedMarch 31,
	Three Months EndedJune 30,				Six Months EndedJune 30,
	2013		2012		2013		2012
Operating revenues	$	—1	$	31	$	1	$	4
Operating expenses	14		23
Operating expenses(1)	16		31		30		54
Reimbursement of operating expenses	—		23		—		5

~~4. Accounts Receivable Sales Program~~_____________________

~~We participated in an accounts receivable sales program where we sold receivables in their entirety to a third-party financial institution~~ (~~through a wholly owned special purpose entity~~1). InIncludes ~~connection~~severance ~~with~~costs ~~our~~of ~~accounts~~$9 ~~receivable~~million ~~sales~~for ~~program, we received a portion of~~ the ~~sales~~three ~~proceeds up front~~ and ~~received~~six anmonths ~~additional~~ended ~~amount~~June ~~upon the collection of the underlying receivables~~30, ~~which~~2012 weallocated ~~refer~~ to asus ~~deferred~~from ~~purchase~~El ~~price. The~~Paso ~~accounts~~as ~~receivable~~a ~~sales~~result ~~program~~of ~~was~~KMI's ~~terminated~~acquisition inof ~~June~~El ~~2012~~Paso.

~~Our ability to recover the deferred purchase price was based solely on the collection of the underlying receivables~~5. ~~For~~Accounts aReceivable ~~further~~Sales ~~discussion of our accounts receivable sales program, see our 2012 Form 10-K.~~Program

We 5participated in an accounts receivable sales program where we sold receivables in their entirety to a third-party financial institution (through a wholly owned special purpose entity). In connection with our accounts receivable sales, we received a portion of the sales proceeds up front and received an additional amount upon the collection of the underlying receivables, which we refer to as deferred purchase price. During the three and six months ended June 30, 2012, we sold $63 million and $168 million, respectively, of accounts receivable to the third-party financial institution for which we received $38 million and $102 million, respectively, of cash up front and had a deferred purchase price of $25 million and $66 million, respectively. We received $27 million and $68 million for the three and six months ended June 30, 2012 of cash when the underlying receivables were collected during 2012. Losses recognized on the sale of accounts receivable were immaterial for the three and six month periods. The accounts receivable sales program was terminated in June 2012.

~~Table~~Our ability to recover the deferred purchase price was based solely on the collection of ~~Contents~~the underlying receivables. For a further discussion of our accounts receivable sales program see our 2012 Form 10-K.

~~The~~6. ~~table~~Litigation, ~~below~~Environmental ~~contains~~and ~~information~~Other ~~related to our accounts receivable sales program (in millions).~~Contingencies

	Three Months EndedMarch 31,
	2012
Accounts receivable sold to the third-party financial institution(1)	$	105
Cash received for accounts receivable sold under the program	64
Deferred purchase price related to accounts receivable sold	41
Cash received related to the deferred purchase price	41

____________________

(1) Losses recognized on the sale of accounts receivable were immaterial for the period presented.

5. Litigation, Environmental and Other Contingencies

We are party to various legal, regulatory and other matters arising from the day-to-day operations of our business that may result in claims against us. Although no assurance can be given, we believe, based on our experiences to date and taking into account established reserves, that the ultimate resolution of such items will not have a material adverse impact on our business, financial position, results of operations or cash flows. We believe we have meritorious defenses to the matters to which we are a party and intend to vigorously defend these matters. When we determine a loss is probable of occurring and is reasonably estimable, we accrue an undiscounted liability for such contingencies based on our best estimate using information available at that time. If the estimated loss is a range of potential outcomes and there is no better estimate within the range, we accrue the amount at the low end of the range. We disclose contingencies where an adverse outcome may be material, or in the judgment of management, we conclude the matter should otherwise be disclosed.

~~General~~ 7

WeTable ~~had no accruals for any outstanding legal proceedings as~~ of ~~March 31, 2013 and December 31, 2012. We regularly assess the likelihood of potential adverse outcomes in pending matters in order to determine the adequacy of our reserves.~~ Contents

Legal Matters

We had no accruals for any outstanding legal proceedings as of June 30, 2013 and December 31, 2012.

Environmental Matters

We are subject to environmental cleanup and enforcement actions from time to time. Our operations are subject to federal, state and local laws and regulations relating to protection of the environment. Although we believe our operations are in substantial compliance with applicable environmental law and regulations, risks of additional costs and liabilities are inherent in our operations, and there can be no assurance that we will not incur significant costs and liabilities. Moreover, it is possible that other developments, such as increasingly stringent environmental laws, regulations and enforcement policies under the terms of authority of those laws, and claims for damages to property or persons resulting from operations, could result in substantial costs and liabilities to us.

General

Although it is not possible to predict the ultimate outcomes, we believe that the resolution of the environmental matters set forth in this note, and other matters to which we are a party, will not have a material adverse effect on our business, financial position, results of operations or cash flows. ~~However,~~ ~~we are not able to reasonably estimate when the eventual resolution of such claims will occur, and changing circumstances could cause these matters to have a material adverse impact.~~ As of ~~March~~June 3130, 2013 and December 31, 2012, we had approximately $3 million accrued for our environmental matters. Additionally, many factors may change in the future affecting our reserve estimates, such as (i) regulatory changes; (ii) groundwater and land use near our sites; and (iii) changes in cleanup technology.

~~6. Regulatory~~Other ~~Matters~~Commitments

For a further discussion of our other commitments, see our 2012 Form 10-K.

7. Regulatory Matters

Regulatory Assets and Liabilities

Regulatory assets and liabilities represent probable future revenues or expenses associated with certain charges and credits that will be recovered from or refunded to customers through the ratemaking process. The regulatory assets are being recovered as cost of service in our rates over a period of approximately 1 year to 2827 years.

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The following table summarizes our regulatory asset and liability balances (in millions):

	March 31, 2013		December 31, 2012
	June 30, 2013		December 31, 2012
Current regulatory assets	$	46	$	6
Non-current regulatory assets(1)	13		14
Total Regulatory Assets	$	1719	$	20
Current regulatory liabilities	$	64	$	9
Non-current regulatory liabilities(2)	10		10
Total Regulatory Liabilities	$	1614	$	19

________________

(1) Included in "Deferred charges and other assets" on our accompanying Consolidated Balance Sheets.

(2) Included in "Other long-term liabilities and deferred credits" on our accompanying Consolidated Balance Sheets.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

General and Basis of Presentation

The following information should be read in conjunction with (i) our accompanying interim consolidated financial statements and related notes (included elsewhere in this report), (ii) our consolidated financial statements and related notes included in our 2012 Form 10-K, and (iii) our management’s discussion and analysis of financial condition and results of operations included in our 2012 Form 10-K. The information required by this Item is presented in a reduced disclosure format pursuant to General Instruction H to Form 10-Q.

On May 24, 2012, EPB acquired the remaining 14% interest in us from a wholly owned subsidiary of El Paso and we became an indirect wholly owned subsidiary of EPB.

Results of Operations

Management assesses our performance based on our earnings before depreciation and amortization (EBDA), which excludes depreciation and amortization, general and administrative expenses and interest expense, net. Certain general and administrative expenses have been excluded from EBDA such as employee benefits, legal, information technology and other costs that are not controllable by operating management and thus are not included in the measure of performance for which they are accountable. Our management uses EBDA as a measure to assess the operating results and effectiveness of our assets. We believe providing EBDA to our investors is useful because it is the same measure used by management to evaluate our performance and allows investors to evaluate our operating results without regard to our financing methods. EBDA may not be comparable to measures used by other companies. Additionally, EBDA should be considered in conjunction with net income and other performance measures such as operating income or operating cash flows.

Below isare athe ~~reconciliation~~components of ~~our~~ EBDA ~~to net income~~ for the periods presented (in millions):

	Three Months EndedMarch 31,
	Six Months EndedJune 30,
	2013			2012
EBDA	$	82		$	83
Revenues	$	199		$	202
Depreciation and amortization expense	(11		)	(11		)
Operating Expenses
General and administrative expenses(a)	(5		)	(9		)
Operation and maintenance	(51		)	(67		)
Interest expense, net	(15		)	(15		)
General and administrative expenses	11			27
Net income	$	51		$	48
Operation and maintenance, excluding general and administrative expenses	(40		)	(40		)
Taxes, other than income taxes	(10		)	(12		)
Operating Expenses	(50		)	(52		)
Other, net	—			1
EBDA	$	149		$	151

Below is a reconciliation of our EBDA to net income, our throughput volumes and an analysis and discussion of our operating results for the periods presented (in millions, except operating statistics):



	Six Months Ended June 30,
	2013			2012
EBDA⁽¹⁾	$	149		$	151
Depreciation and amortization expense	(22		)	(22		)
General and administrative expenses⁽²⁾	(11		)	(27		)
Interest expense, net	(31		)	(30		)
Net income	$	85		$	72
Throughput volumes (Billion British thermal units per day)	2,214			2,108

_______________

(a1) ~~Amounts~~2012 ~~are~~includes ~~included~~a in$2 ~~"Operation~~million ~~and~~increase ~~maintenance"~~in ~~expense~~EBDA onfor ~~our~~the ~~Consolidated~~six ~~Statements~~month ofperiod ~~Income~~related ~~and~~to ~~Comprehensive~~the ~~Income.~~following certain items:

~~Below~~• ~~are~~$4 ~~the~~million ~~components~~charge ofto ~~EBDA, our throughput volumes and an analysis of our~~ operating ~~results~~expenses ~~for~~attributable ~~the~~to ~~periods~~a ~~presented~~canceled ~~(in~~software ~~millions~~implementation project, ~~except operating statistics).~~and

	Three Months EndedMarch 31,
	2013			2012
Revenues	$	108		$	109
Operating expenses	(26		)	(27		)
Other, net	—			1
EBDA	$	82		$	83
Pipeline throughput volumes (Billion British thermal units per day)	2,347			2,145


•	$6 million non-cash adjustment reducing operating expenses for an out of period correction to reduce environmental liabilities for certain environmental projects;

(2) 2012 8includes severance costs of $9 million allocated to us from El Paso as a result of KMI's acquisition of El Paso.

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EBDA

~~Our~~The items described in footnote (1) above increased our EBDA ~~was~~by ~~relatively~~$2 million for the six months ended June 30, 2012. After adjusting for these items, EBDA was flat ~~during~~for the ~~three~~six months ended June 30, 2013 as compared to the same period in 2012. ~~During~~Our ~~2013,~~EBDA wewas ~~experienced~~impacted by lower transportation ~~revenue~~revenues of $15 million largely due to the nonrenewal of expiring contracts and the restructuring of certain contracts at lower volumes or discounted rates. ~~Our~~ ~~EBDA~~Partially ~~was~~offsetting ~~further~~this ~~impacted~~unfavorable inimpact ~~2013~~were ashigher ~~compared~~revenues of $4 million attributable to ~~2012~~the byrevenue asurcharge ~~favorable~~mechanism ~~gas~~(which ~~balance~~enables ~~revaluation~~us ofto $2make ~~million~~estimated incustomer ~~2012~~billing ~~due~~surcharge toaccruals with certain customers when realized revenue is less than the ~~decline~~annual threshold amounts in ~~natural~~our ~~gas~~August ~~prices.~~2011 ~~Offsetting~~rate ~~these~~case ~~unfavorable~~settlement). Additionally, ~~impacts~~we ~~were~~experienced lower ~~pipeline~~operating ~~maintenance,~~expenses ~~payroll~~of ~~and~~$3 ~~contractor~~million ~~costs~~primarily due to synergies resulting from KMI's acquisition of ~~approximately~~El Paso. Our operating expenses were further impacted by a net $2 million unfavorable revaluation of our system inventory due to changes in ~~2013.~~natural gas prices from prior periods.

General and Administrative Expense

~~Our~~After adjusting for severance costs discussed in item (2) above, our general and administrative expenses were $47 million lower in 2013 as compared to 2012 primarily due to lower corporate allocations resulting from realization of synergies and cost savings associated with KMI's acquisition of El Paso.

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Information Regarding Forward-Looking Statements

This report includes forward-looking statements. These forward-looking statements are identified as any statement that does not relate strictly to historical or current facts. They use words such as “anticipate,” “believe,” “intend,” “plan,” “projection,” “forecast,” “strategy,” “position,” “continue,” “estimate,” “expect,” “may,” or the negative of those terms or other variations of them or comparable terminology. In particular, statements, expressed or implied, concerning future actions, conditions or events, future operating results or the ability to generate sales, income or cash flow or to make distributions are forward-looking statements. Forward-looking statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Future actions, conditions or events and future results of operations may differ materially from those expressed in these forward-looking statements. Many of the factors that will determine these results are beyond our ability to control or predict. See Part I, Item 1A “Risk Factors” of our 2012 Form 10-K for a more detailed description of factors that may affect the forward-looking statements. When considering forward-looking statements, one should keep in mind the risk factors described in our 2012 Form 10-K. The risk factors could cause our actual results to differ materially from those contained in any forward-looking statement. We disclaim any obligation, other than as required by applicable law, to update any forward-looking statements to reflect future events or developments after the date of this report.

See Part I, Item 1A “Risk Factors” in our 2012 Form 10-K for a more detailed description of factors that may affect the forward-looking statements. When considering forward-looking statements, one should keep in mind the risk factors described in our 2012 Form 10-K. The risk factors could cause our actual results to differ materially from those contained in any forward-looking statement. Because of these risks and uncertainties, you should not place undue reliance on any forward-looking statement.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Omitted from this report pursuant to the reduced disclosure format permitted by General Instruction H to Form 10-Q.

Item 4. Controls and Procedures.

As of ~~March~~June 3130, 2013, our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon and as of the date of the evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the design and operation of our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported as and when required, and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. There has been no change in internal controls over financial reporting during the quarter ended ~~March 31~~June 30, 2013 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

See Part I, Item 1, Note 56 to our consolidated financial statements entitled “Litigation, Environmental and Other Contingencies,” which is incorporated herein by reference.

Item 1A. Risk Factors.

There have been no material changes in or additions to the risk factors disclosed in Part I, Item 1A in our 2012 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Omitted from this report pursuant to the reduced disclosure format permitted by General Instruction H to Form 10-Q.

Item 3. Defaults Upon Senior Securities.

Omitted from this report pursuant to the reduced disclosure format permitted by General Instruction H to Form 10-Q.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

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Item 6. Exhibits.

Each exhibit identified below is filed as a part of this Report. Exhibits filed with this Report are designated by “*”. All exhibits not so designated are incorporated herein by reference to a prior filing as indicated.

ExhibitNumber		Description
3.1		Certificate of Formation of Colorado Interstate Gas Company, L.L.C., dated August 31, 2011 (incorporated by reference to Exhibit 3.1 to Colorado Interstate Gas Company, L.L.C.'s Annual Report on Form 10-K (File No. 001-04874) filed with the SEC on March 1, 2013.).
3.2		Second Amended and Restated Limited Liability Company Agreement of Colorado Interstate Gas Company, L.L.C. dated May 24, 2012 (incorporated by reference to Exhibit 10.2 to El Paso Pipeline Partners, L.P.’s Current Report on Form 8-K (File No. 001-33825) filed with the SEC on May 24, 2012).
*31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*32.1		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
*101		Interactive data files pursuant to Rule 405 of Regulation S-T: (i) our Consolidated Statements of Income and Comprehensive Income for the three and six months ended ~~March~~June 3130, 2013 and 2012; (ii) our Consolidated Balance Sheets as of ~~March~~June 3130, 2013 and December 31, 2012; (iii) our Consolidated Statements of Cash Flows for the ~~three~~six months ended ~~March~~June 3130, 2013 and 2012; (iv) our Consolidated Statements of Member's Equity for the six months ended June 30, 2013 and 2012; and (ivv) the notes to our Consolidated Financial Statements.

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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.



	COLORADO INTERSTATE GAS COMPANY, L.L.C. Registrant (A Delaware limited liability company)

Date: ~~May~~August 32, 2013



		By: /s/ David P. Michels
		David P. Michels
		Vice President and Chief Financial Officer
		(principal financial and accounting officer)

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