NiSource Inc.


             Index                                                Page
               Executive Summary                                    37
               Summary of Consolidated Financial Results            39
               Results and Discussion of Segment Operations         39
               Gas Distribution Operations                          40
               Electric Operations                                  43
               Liquidity and Capital Resources                      47
               Regulatory, Environmental and Safety Matters         51
               Market Risk Disclosures                              54
               Other Information                                    55


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.

                               EXECUTIVE SUMMARY

This Management's Discussion and Analysis of Financial Condition and Results of
Operations ("Management's Discussion") includes management's analysis of past
financial results and certain potential factors that may affect future results,
potential future risks and approaches that may be used to manage those risks.
See "Note regarding forward-looking statements" at the beginning of this report
for a list of factors that may cause results to differ materially.

Management's Discussion is designed to provide an understanding of our operations and financial performance and should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.



We are an energy holding company under the Public Utility Holding Company Act of
2005 whose utility subsidiaries are fully regulated natural gas and electric
utility companies serving customers in six states. We generate substantially all
of our operating income through these rate-regulated businesses, which are
summarized for financial reporting purposes into two primary reportable
segments: Gas Distribution Operations and Electric Operations.

Refer to the ''Business'' section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 for further discussion of our regulated utility business segments.



Our goal is to develop strategies that benefit all stakeholders as we (i) embark
on long-term infrastructure investment and safety programs to better serve our
customers, (ii) align our tariff structures with our cost structure, and (iii)
address changing customer conservation patterns. These strategies focus on
improving safety and reliability, enhancing customer service, ensuring customer
affordability and reducing emissions while generating sustainable returns. The
safety of our customers, communities and employees remains our top priority. The
Safety Management System ("SMS") is an established operating model within
NiSource. With the continued support and advice from our Quality Review Board (a
panel of third parties with safety operations expertise engaged by management to
advise on safety matters), we are continuing to mature our SMS processes,
capabilities and talent as we collaborate within and across industries to
enhance safety and reduce operational risk. Additionally, we continue to pursue
regulatory and legislative initiatives that will allow customers not currently
on our system to obtain gas and electric service in a cost effective manner.

Your Energy, Your Future: Our plan to replace our coal generation capacity by
the end of 2028 with primarily renewable resources, as described in our 2018
Integrated Resource Plan ("2018 Plan"), is well underway, but we are facing
challenges as described below. As of June 30, 2022, we have executed and
received IURC approval for BTAs and PPAs with a combined nameplate capacity of
1,950 MW and 1,380 MW, respectively, under the 2018 Plan. Further, we have
placed three wind projects into service and completed the retirement of R.M.
Schahfer Generating Station Units 14 and 15. We anticipate delays on our
previously announced solar and storage projects due to several factors,
including the U.S. Department of Commerce investigation. In connection with
these delays, we currently expect to retire R.M. Schahfer's remaining two coal
units by the end of 2025. In June 2022, the Biden Administration announced a
24-month tariff relief on solar panels subject to the ongoing U.S. Department of
Commerce investigation and authorized the use of the Defense Production Act of
1950, as amended (the "Defense Production Act"), to accelerate domestic
production of clean energy technologies, including solar panel parts. For
additional information, see "Results and Discussion of Segment Operations -
Electric Operations," in this Management's Discussion.

In 2021, we announced and filed with the IURC the Preferred Energy Resource Plan
associated with our 2021 Integrated Resource Plan ("2021 Plan"). The 2021 Plan
lays out a timeline to retire the Michigan City Generating Station which is
expected to occur between 2026 and 2028. The 2021 Plan calls for the replacement
of the retiring units with a diverse portfolio of resources including demand
side management resources, incremental solar, stand-alone energy storage and
upgrades to existing facilities at the Sugar Creek Generating Station, among
other steps. Additionally, the 2021 Plan calls for a natural gas peaking unit to
replace existing vintage gas peaking units at the R.M. Schahfer Generating
Station to support system reliability and resiliency, as well as upgrades to the
transmission system to enhance our electric generation transition. The planned
retirement of the two vintage gas peaking units at the R.M. Schahfer Generating
Station is expected to occur between 2025 and 2028. Final retirement dates for
these units, as well as Michigan City, will be subject to MISO approval. We are
continuing to evaluate potential projects under the 2021 Plan.

NiSource Next: Starting in 2021, we optimized our workforce by redefining roles
to sharpen our focus on safety and risk mitigation, operational rigor, and
adherence to process and procedures, as well as implemented consistent span of
control for leadership to increase individual responsibility and clear
accountability. Additionally, we began to make advancements across our
operations to improve safety, operational efficiencies, and customer
satisfaction through continued standardization of work

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.

processes, the implementation of new mobile technology to provide real-time access to information while serving our customers and enhanced customer self-service options to better meet customer expectations. These enhancements set the foundation for 2022 and beyond, to continue improving safety and customer experience through analytics and significant technology investments.



Economic Environment: We are monitoring risks related to increasing order and
delivery lead times for construction and other materials, increasing risk of
unavailability of materials due to global shortages in raw materials, and risk
of decreased construction labor productivity in the event of disruptions in the
availability of materials. We are also seeing increasing prices associated with
certain materials and supplies. To the extent that delays occur or our costs
increase, our business operations, results of operations, cash flows, and
financial condition could be materially adversely affected. For more information
on supply chain impacts to our electric generation strategy, see "Results and
Discussion of Segment Operations - Electric Operations," in this Management's
Discussion.

In the first half of 2022, NIPSCO experienced a rail service shortage in
deliveries of coal, particularly to its Michigan City Generating Station, and
the primary rail carrier for that generating station was unable to provide
assurance of adequate future service to maintain coal inventory. A lack of
adequate coal deliveries to any of our coal-fired generating facilities for an
extended period could deplete our inventories to a level that prevents the
generating station from running, and NIPSCO would need to rely on market
purchases of replacement power, which could increase the cost of electricity for
NIPSCO's customers. NIPSCO believes these shortages have been resolved but
continues to monitor deliveries of coal from its rail carriers. We do not expect
this to have a material impact on our operations.

We are faced with increased competition for employee and contractor talent in
the current labor market, which has resulted in increased costs to attract and
retain talent. We are ensuring that we use all internal human capital programs
(development, leadership enablement programs, succession, performance
management) to promote retention of our current employees along with having
competitive and attractive appeal for potential recruits. With a focus on
workforce planning, we are creating flexible work arrangements where we can, and
being anticipatory in evaluating our talent footprint for the future to ensure
we have the right people, in the right role, and at the right time. To the
extent we are unable to execute on our workforce planning initiatives and
experience increased employee and contractor costs, our business operations,
results of operations, cash flows, and financial condition could be materially
adversely affected.

We have seen an increase in natural gas costs as the spot market for natural gas
has substantially increased since the start of 2022. Low levels of gas in
storage, continued liquified natural gas demand to ship U.S. supplies to Europe,
and domestic production that has not increased commensurate with overall demand
have contributed to the steep rise in gas commodity costs, which we expect to
have an effect on customer bills through 2022. For the six months ended June 30,
2022, we have not seen this increase have a material impact on our results of
operations. For more information on our commodity price impacts, see "Results
and Discussion of Segment Operations - Gas Distribution Operations," and " -
Market Risk Disclosures."

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.

Summary of Consolidated Financial Results

A summary of our consolidated financial results for the three and six months ended June 30, 2022 and 2021 are presented below:



                                                        Three Months Ended June 30,                                        Six Months Ended June 30,
(in millions, except per share                                                        Favorable                                                       Favorable
amounts)                                      2022                 2021             (Unfavorable)              2022               2021              (Unfavorable)
Operating Revenues                     $    1,183.2             $ 986.0          $          197.2          $ 3,056.5          $ 2,531.6          $          524.9
Operating Expenses
Cost of energy                                383.7               228.3                    (155.4)           1,090.4              705.1                    (385.3)
Other Operating Expenses                      656.2               615.5                     (40.7)           1,222.5            1,251.1                      28.6
Total Operating Expenses                    1,039.9               843.8                    (196.1)           2,312.9            1,956.2                    (356.7)
Operating Income                              143.3               142.2                       1.1              743.6              575.4                     168.2
Total Other Deductions, net                   (75.5)              (72.1)                     (3.4)            (148.3)            (146.2)                     (2.1)
Income Taxes                                   12.0                13.2                       1.2              108.2               75.8                     (32.4)

Net Income                                     55.8                56.9                      (1.1)             487.1              353.4                     133.7
Net income attributable to
noncontrolling interest                       (11.2)               (3.4)                      7.8               (6.7)              (2.4)                      4.3
Net Income Attributable to NiSource            67.0                60.3                       6.7              493.8              355.8                     138.0
Preferred dividends                           (13.8)              (13.8)                        -              (27.6)             (27.6)                        -
Net Income Available to Common
Shareholders                                   53.2                46.5                       6.7              466.2              328.2                     138.0
Earnings Per Share
Basic Earnings Per Share               $       0.13             $  0.12          $           0.01          $    1.15          $    0.84          $           0.31
Diluted Earnings Per Share             $       0.12             $  0.11          $           0.01          $    1.06          $    0.80          $           0.26


The majority of the cost of energy in both segments are tracked costs that are
passed through directly to the customer, resulting in an equal and offsetting
amount reflected in operating revenues.

Net income available to common shareholders for the three months ended June 30,
2022 is comparable to the same period in 2021. The increase in net income
available to common shareholders during the six months ended June 30, 2022 was
primarily due to higher revenues from outcomes of gas base rate proceedings and
regulatory capital programs, as well as an insurance settlement related to the
Greater Lawrence Incident, offset by higher income taxes in 2022 compared to the
2021.

For additional information on operating income variance drivers see "Results and Discussion of Segment Operations" for Gas and Electric Operations in this Management's Discussion.



Other Deductions, net
Other deductions, net for the three and six months ended June 30, 2022 is
comparable to the same periods in 2021. See Note 13, "Long-Term Debt," Note 14,
"Short-Term Borrowings," and Note 11, "Pension and Other Postretirement
Benefits," in the Notes to the Condensed Consolidated Financial Statements
(unaudited) for additional information.

Income Taxes
Refer to Note 10, "Income Taxes," in the Notes to Condensed Consolidated
Financial Statements (unaudited) for information on income taxes and the change
in the effective tax rate.

                  RESULTS AND DISCUSSION OF SEGMENT OPERATIONS

Presentation of Segment Information
Our operations are divided into two primary reportable segments, the Gas
Distribution Operations and the Electric Operations segments. The remainder of
our operations, which are not significant enough on a stand-alone basis to
warrant treatment as an operating segment, are presented as "Corporate and
Other" within the Notes to the Condensed Consolidated Financial Statements
(unaudited) and primarily are comprised of interest expense on holding company
debt, and unallocated corporate costs and activities.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Gas Distribution Operations
Financial and operational data for the Gas Distribution Operations segment for
the three and six months ended June 30, 2022 and 2021 are presented below.

                                               Three Months Ended June 30,                                       Six Months Ended June 30,
(in millions)                        2022               2021               Favorable                2022                2021                 Favorable
                                                                         (Unfavorable)                                                     (Unfavorable)
Operating Revenues              $    744.3           $ 577.3          $          167.0          $  2,184.1          $  1,716.2          $          467.9
Operating Expenses
Cost of energy                       253.4             129.0                    (124.4)              842.5               508.0                    (334.5)
Operation and maintenance            259.8             243.9                     (15.9)              537.1               492.7                     

(44.4)


Depreciation and amortization        102.2              93.6                      (8.6)              202.9               186.5                     

(16.4)



Loss (gain) on sale of fixed
assets and impairments, net              -                 -                         -              (105.0)                8.1                     113.1
Other taxes                           48.3              49.6                       1.3               115.2               112.8                      (2.4)
Total Operating Expenses             663.7             516.1                    (147.6)            1,592.7             1,308.1                    (284.6)
Operating Income                $     80.6           $  61.2          $           19.4          $    591.4          $    408.1          $          183.3
Revenues
Residential                     $    462.8           $ 380.8          $           82.0          $  1,440.4          $  1,163.1          $          277.3
Commercial                           161.3             127.4                      33.9               518.8               400.3                     118.5
Industrial                            48.3              44.4                       3.9               116.4               102.6                      13.8
Off-System                            59.1              17.0                      42.1                77.8                31.4                      46.4
Other                                 12.8               7.7                       5.1                30.7                18.8                      11.9
Total                           $    744.3           $ 577.3          $          167.0          $  2,184.1          $  1,716.2          $          467.9
Sales and Transportation
(MMDth)
Residential                           33.3              30.7                       2.6               156.2               149.1                       7.1
Commercial                            28.5              27.2                       1.3               108.4               101.5                       6.9
Industrial                           114.9             124.7                      (9.8)              250.0               261.1                     (11.1)
Off-System                             8.3               6.2                       2.1                12.6                11.6                       1.0
Other                                    -                 -                         -                 0.2                 0.2                         -
Total                                185.0             188.8                      (3.8)              527.4               523.5                       3.9
Heating Degree Days                    565               606                       (41)              3,406               3,309                        97
Normal Heating Degree Days             544               551                        (7)              3,368               3,405                      

(37)


% Colder (Warmer) than Normal            4   %            10  %                                          1  %               (3) %
% Colder (Warmer) than 2021             (7)  %                                                           3  %
Gas Distribution Customers
Residential                                                                                      2,962,126           2,950,269                    11,857
Commercial                                                                                         252,591             252,235                       356
Industrial                                                                                           4,883               4,943                       (60)
Other                                                                                                    5                   3                         2
Total                                                                                            3,219,605           3,207,450                    12,155

Comparability of operation and maintenance expenses, depreciation and amortization, and other taxes may be impacted by regulatory, depreciation and tax trackers that allow for the recovery in rates of certain costs.


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Gas Distribution Operations

The underlying reasons for changes in our operating revenues for the three and six months ended June 30, 2022 compared to the same periods in 2021 are presented below.

Favorable (Unfavorable)


                                                            Three Months 

Ended Six Months Ended


                                                             June 30, 2022 vs          June 30, 2022 vs
Changes in Operating Revenues (in millions)                        2021                      2021

New rates from base rate proceedings and regulatory capital programs

                                                    $          23.9          $            85.0
Increased (decreased) customer usage                                    3.3                       (1.5)
Higher revenue related to off system sales                              1.4                        4.1
The effects of customer growth                                          1.3                        3.6

Higher revenue due to the effects of resuming common credit mitigation practices

                                                    1.2                        3.0
The effects of weather in 2022 compared to 2021                         0.2                       10.7
Other                                                                   4.1                        6.8

Change in operating revenues (before cost of energy and other tracked items)

                                        $          35.4          $           111.7
Operating revenues offset in operating expense
Higher cost of energy billed to customers                             124.4                      334.5

Higher tracker deferrals within operation and maintenance, depreciation, and tax

                                                   7.2                       21.7
Total change in operating revenues                          $         167.0          $           467.9


Weather


In general, we calculate the weather-related revenue variance based on changing
customer demand driven by weather variance from normal heating degree days, net
of weather normalization mechanisms. Our composite heating degree days reported
do not directly correlate to the weather-related dollar impact on the results of
Gas Distribution Operations. Heating degree days experienced during different
times of the year or in different operating locations may have more or less
impact on volume and dollars depending on when and where they occur. When the
detailed results are combined for reporting, there may be weather-related dollar
impacts on operations when there is not an apparent or significant change in our
aggregated composite heating degree day comparison.

Throughput


The decrease in total volumes for the three months ended June 30, 2022 compared
to the same period in 2021 is primarily attributable to the effects of warmer
weather.

The increase in total volumes for the six months ended June 30, 2022 compared to the same period in 2021 is primarily attributable to the effects of colder weather.



Commodity Price Impact
Cost of energy for the Gas Distribution Operations segment is principally
comprised of the cost of natural gas used while providing transportation and
distribution services to customers. All of our Gas Distribution Operations
companies have state-approved recovery mechanisms that provide a means for full
recovery of prudently incurred gas costs. These are tracked costs that are
passed through directly to the customer, and the gas costs included in revenues
are matched with the gas cost expense recorded in the period. The difference is
recorded on the Condensed Consolidated Balance Sheets (unaudited) as
under-recovered or over-recovered gas cost to be included in future customer
billings. Therefore, increases in these tracked operating expenses are offset by
increases in operating revenues and have essentially no impact on net income.

Certain Gas Distribution Operations companies continue to offer choice opportunities, where customers can choose to purchase gas from a third-party supplier, through regulatory initiatives in their respective jurisdictions.


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Gas Distribution Operations

The underlying reasons for changes in our operating expenses for the three and six months ended June 30, 2022 compared to the same periods in 2021 are presented below.

Favorable (Unfavorable)


                                                              Three Months 

Ended Six Months Ended


                                                               June 30, 2022 vs         June 30, 2022 vs
Changes in Operating Expenses (in millions)                          2021                     2021
Higher employee and administrative related expenses           $          (9.2)         $          (21.9)
Higher depreciation and amortization expense                             (8.2)                    (16.0)
Higher materials and supplies expense                                    (4.0)                     (7.4)
Higher outside services expenses                                         (3.3)                     (8.6)
Higher environmental remediation costs                                   (3.1)                     (3.6)
Lower NiSource Next program expenses                                      7.2                      11.8

Lower other than income taxes primarily related to property tax expense

                                                               5.5                       5.7

The loss on sale and expenses related to the Massachusetts Business in 2021

                                                          1.8                      14.2

Property insurance settlement related to the Greater Lawrence Incident

                                                                    -                     105.0
Other                                                                    (2.7)                     (7.6)

Change in operating expenses (before cost of energy and other tracked items)

                                                $         (16.0)         $           71.6
Operating expenses offset in operating revenue
Higher cost of energy billed to customers                              (124.4)                   (334.5)

Higher tracker deferrals within operation and maintenance, depreciation, and tax

                                                    (7.2)                    (21.7)
Total change in operating expense                             $        (147.6)         $         (284.6)




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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Electric Operations
Financial and operational data for the Electric Operations segment for the three
and six months ended June 30, 2022 and 2021 are presented below.

                                                     Three Months Ended June 30,                                       Six Months Ended June 30,
                                                                                   Favorable                                                      Favorable
(in millions)                            2022                   2021             (Unfavorable)              2022               2021             (Unfavorable)

Operating Revenues                  $    437.3               $  403.7          $          33.6          $   867.6           $  806.4          $          61.2

Operating Expenses
Cost of energy                           130.4                   99.3                    (31.1)             248.0              197.1                    (50.9)
Operation and maintenance                124.2                  127.3                      3.1              240.8              246.4                      5.6
Depreciation and amortization             96.0                   83.7                    (12.3)             178.9              167.1                    (11.8)

Other taxes                               14.1                   13.8                     (0.3)              28.1               28.3                      0.2
Total Operating Expenses                 364.7                  324.1                    (40.6)             695.8              638.9                    (56.9)
Operating Income                    $     72.6               $   79.6          $          (7.0)         $   171.8           $  167.5          $           4.3
Revenues
Residential                         $    137.1               $  131.9          $           5.2          $   275.6           $  261.1          $          14.5
Commercial                               134.7                  129.9                      4.8              269.2              252.8                     16.4
Industrial                               138.9                  119.2                     19.7              268.9              242.3                     26.6
Wholesale                                  3.9                    3.1                      0.8                6.5                6.5                        -
Other                                     22.7                   19.6                      3.1               47.4               43.7                      3.7
Total                               $    437.3               $  403.7          $          33.6          $   867.6           $  806.4          $          61.2
Sales (GWh)
Residential                              845.4                  821.0                     24.4            1,664.6            1,625.6                     39.0
Commercial                               915.3                  904.2                     11.1            1,800.6            1,772.1                     28.5
Industrial                             1,994.7                2,150.8                   (156.1)           4,002.5            4,214.1                   (211.6)
Wholesale                                 27.7                   12.4                     15.3               32.1               44.5                    (12.4)
Other                                     24.5                   20.3                      4.2               49.6               47.6                      2.0
Total                                  3,807.6                3,908.7                   (101.1)           7,549.4            7,703.9                   (154.5)
Cooling Degree Days                        342                    318                       24                342               318                        24
Normal Cooling Degree Days                 247                    239                        8                247               239                         8
% Warmer than Normal                        38   %                 33  %                                       38   %             33  %
% Warmer than 2021                           8   %                                                              8   %
Electric Customers
Residential                                                                                               423,365            420,347                    3,018
Commercial                                                                                                 58,156             57,637                      519
Industrial                                                                                                  2,133              2,148                      (15)
Wholesale                                                                                                     712                719                       (7)
Other                                                                                                           3                  2                        1
Total                                                                                                     484,369            480,853                    3,516

Comparability of operation and maintenance expenses and depreciation and amortization may be impacted by regulatory and depreciation trackers that allow for the recovery in rates of certain costs.


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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Electric Operations

The underlying reasons for changes in our operating revenues for the three and
six months ended June 30, 2022 compared to the same periods in 2021 are
presented below.
                                                                    Favorable (Unfavorable)
                                                            Three Months Ended         Six Months
                                                             June 30, 2022 vs        Ended June 30,
Changes in Operating Revenues (in millions)                        2021               2022 vs 2021
FAC adjustment(1)                                           $          (8.0)         $       (8.0)
Decreased customer usage                                               (1.9)                 (5.1)

PPA revenue from renewable joint venture projects, mostly offset by JV operating expenses

                                         6.2                  14.7
The effects of weather in 2022 compared to 2021                         2.0                   3.5
The effects of customer growth                                          1.2                   2.5
New rates from regulatory capital and DSM programs                      1.1                   2.2
Other                                                                   1.8                   2.8

Change in operating revenues (before cost of energy and other tracked items)

                                        $           2.4          $       12.6
Operating revenues offset in operating expense
Higher cost of energy billed to customers                              31.1                  50.9

Higher (lower) tracker deferrals within operation and maintenance, depreciation and tax

                                       0.1                  (2.3)
Total change in operating revenues                          $          33.6 

$ 61.2

(1)See Note 6, "Regulatory Matters," in the Notes to Condensed Consolidated Financial Statements (unaudited) for additional information.

Weather


In general, we calculate the weather-related revenue variance based on changing
customer demand driven by weather variance from normal heating or cooling degree
days. Our composite heating or cooling degree days reported do not directly
correlate to the weather-related dollar impact on the results of Electric
Operations. Heating or cooling degree days experienced during different times of
the year may have more or less impact on volume and dollars depending on when
they occur. When the detailed results are combined for reporting, there may be
weather-related dollar impacts on operations when there is not an apparent or
significant change in our aggregated composite heating or cooling degree day
comparison.

Sales

The decrease in total volumes sold for the three and six months ended June 30, 2022 compared to the same periods in 2021 was primarily attributable to decreased usage primarily by industrial customers.



Commodity Price Impact
Cost of energy for the Electric Operations segment is principally comprised of
the cost of coal, natural gas purchased for internal generation of electricity
at NIPSCO, and the cost of power purchased from generators of electricity.
NIPSCO has a state-approved recovery mechanism that provides a means for full
recovery of prudently incurred costs of energy. The majority of these costs of
energy are passed through directly to the customer, and the costs of energy
included in operating revenues are matched with the cost of energy expense
recorded in the period. The difference is recorded on the Condensed Consolidated
Balance Sheets (unaudited) as under-recovered or over-recovered fuel cost to be
included in future customer billings. Therefore, increases in these tracked
operating expenses are offset by increases in operating revenues and have
essentially no impact on net income.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Electric Operations

The underlying reasons for changes in our operating expenses for the three and
six months ended June 30, 2022 compared to the same periods in 2021 are
presented below.

                                                                       Favorable (Unfavorable)
                                                            Three Months

Ended Six Months Ended


                                                             June 30, 2022 vs          June 30, 2022 vs
Changes in Operating Expenses (in millions)                        2021                      2021

Expenses related to the accelerated retirement of the R.M. Schahfer Generating Station's coal Units 14 and 15 in 2021 $

           8.6          $             8.6
Lower NiSource Next program expenses                                    2.9                        4.3
Lower outside services expenses                                         0.5                        6.4

Higher depreciation and amortization expense driven by the joint venture depreciation adjustment(1)

                              (10.1)                      (6.9)

Renewable joint venture project expenses, offset by JV operating revenues

                                                     (6.1)                     (13.0)
Effects of environmental recoveries in 2021                            (1.3)                      (6.5)
Other                                                                  (3.9)                      (1.2)

Change in operating expenses (before cost of energy and other tracked items)

                                        $          (9.4)         $            (8.3)
Operating expenses offset in operating revenue
Higher cost of energy billed to customers                             (31.1)                     (50.9)

Lower (higher) tracker deferrals within operation and maintenance, depreciation and tax

                                      (0.1)                       2.3
Total change in operating expense                           $         (40.6)         $           (56.9)


(1)See Note 6, "Regulatory Matters," in the Notes to Condensed Consolidated Financial Statements (unaudited) for additional information.



Electric Supply and Generation Transition
NIPSCO continues to execute on an electric generation transition consistent with
the 2018 Plan, which outlines plans to retire its remaining coal-fired
generation by 2026-2028, to be replaced by lower-cost, reliable and cleaner
options. We expect to have capital investment requirements of approximately $2.0
billion, primarily between 2022 and 2024, with any remainder expected in 2025,
to replace the generation capacity of R.M. Schahfer Generating Station's
coal-fired units. We retired R.M. Schahfer Generating Station Units 14 and 15 on
October 1, 2021. The remaining two coal units are currently expected to be
retired by the end of 2025. See "Expected Project Delays" discussion, below, for
anticipated barriers to the success of our electric generation transition.

The current replacement plan primarily includes renewable sources of energy,
including wind, solar, and battery storage to be obtained through a combination
of NIPSCO ownership and PPAs. NIPSCO has sold, and may in the future sell,
renewable energy credits from this generation to third parties to offset
customer costs. NIPSCO has executed several PPAs to purchase 100% of the output
from renewable generation facilities at a fixed price per MWh. Each facility
supplying the energy will have an associated nameplate capacity, and payments
under the PPAs will not begin until the associated generation facility is
constructed by the owner/seller. NIPSCO has also executed several BTAs with
developers to construct renewable generation facilities. Our current replacement
program will be augmented by the Preferred Energy Resource Plan outlined in our
2021 Integrated Resource Plan. See "Executive Summary - Your Energy, Your
Future" in this Management's Discussion for additional information.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Electric Operations
Under our current replacement plan, three wind projects have been placed into
service, totaling approximately 804 MW of nameplate capacity. The following
table summarizes the remaining executed PPAs and BTAs from our generation
transition that have yet to begin commercial operations. All announced projects
below have received IURC approval. Amendments are subject to additional IURC
approval, as discussed in Note 15, ''Other Commitments and Contingencies - D.
Other Matters,'' in the Notes to the Condensed Consolidated Financial Statements
(unaudited).

                                                                                                                                                                  Estimated
                                                                                                                                      Original Targeted         Construction
        Project Name             Transaction Type           Technology         Nameplate Capacity (MW)     Storage Capacity (MW)   Construction Completion       Completion
Dunn's Bridge I(1)           BTA                      Solar                              265                         -                     Q4 2022                  2023
Indiana Crossroads(1)        BTA                      Solar                              200                         -                     Q4 2022                  2023
Dunn's Bridge II(1)          BTA                      Solar & Storage                    435                        75                     Q4 2023               2023 - 2024
Cavalry(1)                   BTA                      Solar & Storage                    200                        60                     Q4 2023               2023 - 2024
Fairbanks(1)                 BTA                      Solar                              250                         -                     Q3 2023               2024 - 2025
Elliott(1)                   BTA                      Solar                              200                         -                     Q2 2023               2024 - 2025
Indiana Crossroads II        15 year PPA              Wind                               204                         -                     Q4 2023                  2023
Brickyard                    20 year PPA              Solar                              200                         -                     Q4 2022                  2024
Greensboro                   20 year PPA              Solar & Storage                    100                        30                     Q4 2022               2023 - 2024
Gibson                       22 year PPA              Solar                              280                         -                     Q2 2023                  2024
Green River                  20 year PPA              Solar                              200                         -                     Q2 2023                  2024

(1)Ownership of the facility will be transferred to joint ventures whose members include NIPSCO and an unrelated tax equity partner.



Expected Project Delays. Compared to the previously disclosed targeted
construction completion dates in our Annual Report on Form 10-K for the year
ended December 31, 2021, we estimate delays for most projects to range from six
to 18 months, resulting in the majority of our projects, and investment, being
in service in 2023 and 2024. We do not currently anticipate any delays to the
2023 in-service date of our outstanding wind energy project. The expected delays
and inflationary cost pressures communicated from the developers of our solar
and storage projects are primarily due to (i) unavailability of solar panels and
other uncertainties related to the pending U.S. Department of Commerce
investigation on Antidumping and Countervailing Duties petition filed by a
domestic solar manufacturer (the "DOC Investigation"), (ii) the U.S. Department
of Homeland Security's June 2021 Withhold Release Order on silica-based products
made by Hoshine Silicon Industry Co., Ltd., (iii) Section 201 Tariffs and (iv)
persistent general global supply chain and labor availability issues. We are
also monitoring potential delays communicated by the developers of our renewable
energy projects related to local permitting processes and obtaining
interconnection rights. Preliminary findings from the DOC Investigation,
including potential tariff amounts, are expected to be released in August 2022,
with a final decision expected between January 2023 and March 2023. We have
received and are evaluating several notices of possible force majeure from
developers in connection with solar panel availability. The resolution of these
issues, including the final conclusion of the DOC Investigation will determine
what additional costs or delays our solar projects will be subject to as a
result of any tariffs imposed. If any of these impacts result in cost increases
for certain projects, such potential impacts are expected to result in the need
for us to seek additional regulatory review and approvals. Additionally,
significant changes to project costs and schedules as a result of these factors
could impact the viability of the projects.

In June 2022, the U.S. Department of Homeland Security published its Uyghur
Forced Labor Prevention Act Entity List (the "List"). None of the developers or
suppliers of our renewable energy projects were named on the List. Additionally,
the Biden Administration announced a 24-month tariff relief on solar panels
subject to the ongoing U.S. Department of Commerce investigation and authorized
the use of the Defense Production Act, to accelerate domestic production of
clean energy technologies, including solar panel parts.

We, along with the developers of these generation projects, are continuously
evaluating potential impacts to the targeted completion date of each project.
Delays to the completion dates of our projects could also include delays in the
financial return of certain investments and impact the overall timing of our
electric generation transition. Although we are not currently expecting delays
to extend the completion dates of our six solar and storage BTA projects beyond
the currently planned sunset of investment tax credits at the end of 2025, if
such delays occur, they could impact the economic viability of the projects.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Liquidity and Capital Resources

We continually evaluate the availability of adequate financing to fund our
ongoing business operations, working capital and core safety and infrastructure
investment programs. Our financing is sourced through cash flow from operations
and the issuance of debt and/or equity. External debt financing is provided
primarily through the issuance of long-term debt, accounts receivable
securitization programs and our $1.5 billion commercial paper program, which is
backstopped by our committed revolving credit facility with a total availability
from third-party lenders of $1.85 billion. On February 18, 2022, we amended our
revolving credit agreement to, among other things, extend its term to February
18, 2027. The commercial paper program and credit facility provide
cost-effective, short-term financing until it can be replaced with a balance of
long-term debt and equity financing that achieves our desired capital structure.
On June 10, 2022, we completed the issuance and sale of $350.0 million of 5.00%
senior unsecured notes maturing in 2052, which resulted in approximately $344.6
million of net proceeds after discount and debt issuance costs. We intend to
disburse an amount equal to the net proceeds of the notes to finance, in whole
or in part, the acquisition of our 302 MW Indiana Crossroads Wind project and
102 MW Rosewater Wind project from the project developer. We utilize an ATM
equity program that allows us to issue and sell shares of our common stock up to
an aggregate issuance of $750.0 million through December 31, 2023. As of
June 30, 2022, the ATM program (including the impact of the forward sale
agreement) had approximately $300.0 million of equity available for issuance. We
also expect to remarket the Series C Mandatory Convertible Preferred stock prior
to December 1, 2023, which could result in additional cash proceeds. See Note 5,
''Equity,'' in the Notes to Condensed Consolidated Financial Statements
(unaudited) for more information on our ATM program and Equity Units.

We believe these sources provide adequate capital to fund our operating activities and capital expenditures in 2022 and beyond.



Greater Lawrence Incident. As discussed in Note 15, ''Other Commitments and
Contingencies,'' in the Notes to the Condensed Consolidated Financial Statements
(unaudited), due to the inherent uncertainty of litigation, there can be no
assurance that the outcome or resolution of any particular claim related to the
Greater Lawrence Incident will not continue to have an adverse impact on our
cash flows. Through income generated from operating activities, amounts
available under the short-term revolving credit facility, and our ability to
access capital markets, we believe we have adequate capital available to settle
remaining anticipated claims associated with the Greater Lawrence Incident.

Operating Activities
Net cash from operating activities for the six months ended June 30, 2022 was
$907.2 million, an increase of $204.2 million compared to the six months ended
June 30, 2021. This increase was primarily driven by year over year increased
cash inflows related to the collection in 2022 of under-recovered gas and fuel
costs from the prior year. We also received a refund in 2022 from a gas supplier
that will be passed back to customers through the GCA mechanism in each affected
jurisdiction.

Investing Activities
Net cash used for investing activities for the six months ended June 30, 2022
was $951.1 million, an increase of $88.7 million compared to the six months
ended June 30, 2021. Our current year investing activities were comprised of
increased capital expenditures related to system growth and reliability and a
payment to a renewable generation asset developer related to the Dunn's Bridge I
construction milestone payment, which were offset by insurance recoveries in the
current year.

As we evaluate adjustments to renewable generation project timing, we remain on
track to make capital investments totaling approximately $8 billion during the
2022-2024 period. We expect to have capital investment requirements of
approximately $2.0 billion, primarily between 2022 and 2024, with any remainder
expected in 2025, to replace the generation capacity of R.M. Schahfer Generating
Station's coal-fired units. To partially compensate for delays in renewable
generation projects, we are accelerating other gas and electric infrastructure
capital investments into 2022 and 2023. These forecasted capital investments and
those included in our Annual Report on Form 10-K for the year ended December 31,
2021, are subject to continuing review and adjustment. Actual capital
expenditures may vary from these estimates. For example, the timing and ultimate
cost associated with solar and battery storage capital expenditures may vary due
to the U.S. Department of Commerce's investigation into an Antidumping and
Countervailing Duties circumvention claim on solar cells and panels supplied
from Malaysia, Vietnam, Thailand and Cambodia. For additional information, see
"Results and Discussion of Segment Operations - Electric Operations," in this
Management's Discussion.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Regulatory Capital Programs. We replace pipe and modernize our gas
infrastructure to enhance safety and reliability by reducing leaks, which
subsequently reduces GHG emissions. In 2022, we continue to move forward on core
infrastructure and environmental investment programs supported by complementary
regulatory and customer initiatives across all six states of our operating area.

The following table describes the most recent vintage of our regulatory programs
to recover infrastructure replacement and other federally mandated compliance
investments currently in rates or pending commission approval:

(in millions)
                                                   Incremental       Incremental                                                                     Rates
          Company                 Program            Revenue      Capital Investment  Investment Period            Costs Covered(1)                Effective
                                                                                                          Replacement of (1) hazardous
                                                                                                          service lines, (2) cast iron,
                                                                                                          wrought iron, uncoated steel, and
                                                                                                          bare steel pipe, (3) natural gas
                                                                                                          risers prone to failure and (4)
Columbia of Ohio(2)          IRP - 2022         $         25.0    $         232.9    1/21-12/21           installation of AMR devices.        May 2022
Columbia of Ohio(2)          CEP - 2022                   32.2              253.5    1/21-12/21           Assets not included in the IRP.     September 2022
                                                                                                          New or replacement projects
                                                                                                          undertaken for the purpose of
                                                                                                          safety, reliability, system
                                                                                                          modernization or economic
NIPSCO - Gas                 TDSIC 4                      17.2               77.5    7/21-12/21           development.                        July 2022
                                                                                                          Project costs to comply with
NIPSCO - Gas(3)              FMCA 1                        8.4               14.1    10/21-3/22           federal mandates.                   October 2022

                                                                                                          Replacement projects that (1)
                                                                                                          enhance system safety or
                                                                                                          reliability, or (2) reduce, or
                                                                                                          potentially reduce, greenhouse gas
Columbia of Virginia(4)      SAVE - 2022                   4.0               63.0    1/22-12/22           emissions.                          January 2022

                                                                                                          Pipeline upgrades designed to
                                                                                                          improve public safety or
Columbia of Maryland         STRIDE - 2022      $          1.3    $          17.5    1/22-12/22           infrastructure reliability.         January 2022
                                                                                                          New or replacement projects
                                                                                                          undertaken for the purpose of
                                                                                                          safety, reliability, system
                                                                                                          modernization or economic
NIPSCO - Electric(5)         TDSIC - 9          $          0.2    $          42.7    2/21-5/21            development.                        February 2022
                                                                                                          New or replacement projects
                                                                                                          undertaken for the purpose of
                                                                                                          safety, reliability, system
                                                                                                          modernization or economic
NIPSCO - Electric(6)         TDSIC - 1          $         10.4    $         148.5    6/21-1/22            development.                        August 2022


(1)Programs do not include any costs already included in base rates.
(2)The January through March 2021 investments included in these filings are also
included in the pending Columbia of Ohio rate case. The infrastructure filings
will be adjusted to reflect the final rate case outcome.
(3)NIPSCO filed a new CPCN on April 1, 2022 for an additional Pipeline Safety
III Compliance Plan, including $235.3M in capital and $34.1M in O&M expense
project investments.
(4)Columbia of Virginia filed its application to amend and extend its SAVE
program with the Virginia SCC on August 12, 2021, requesting approval of a
two-year SAVE program for calendar years 2022-2023 that includes incremental
capital investments of $63.0 million and $72.0 million, respectively. The
Commission approved the Company's application in its December 6, 2021 Order
Approving SAVE Rider.
(5)On April 1, 2021, NIPSCO filed a notice with the IURC that it intended to
terminate its current Electric TDSIC plan effective May 31, 2021. NIPSCO filed
the TDSIC-9 petition on September 28, 2021, with capital investment through the
plan termination date of May 2021, and received an order on January 26, 2022
approving TDSIC-9.
(6)NIPSCO filed for a new electric TDSIC plan on June 1, 2021. An order
approving NIPSCO's new electric TDSIC plan was received on December 28, 2021.
NIPSCO filed its first tracker, TDSIC - 1, on March 30, 2022. An order was
received and approved on July 27, 2022.

In 2022, NIPSCO filed additional petitions associated with the FMCA program to recover federally mandated compliance investments.



On March 30, 2022, NIPSCO Electric filed a petition with the IURC seeking
approval of NIPSCO's federally mandated costs for closure of Michigan City
Generating Station's CCR ash ponds. The project includes a total estimated $40.0
million of federally mandated retirement costs. NIPSCO is requesting all
associated accounting and ratemaking relief, including establishment of a
periodic rate adjustment through the FMCA mechanism. Refer to Note 15, ''Other
Commitments and Contingencies - C. Environmental Matters,'' in the Notes to the
Condensed Consolidated Financial Statements (unaudited) for further discussion
of the CCRs.

On April 1, 2022, NIPSCO Gas filed a petition with the IURC seeking approval of
NIPSCO's federally mandated costs for a Pipeline Safety III Compliance Plan. The
federally mandated costs include a total estimated $228.7 million of capital
costs as well as $34.1 million of operation and maintenance programs. NIPSCO Gas
is requesting all associated accounting and ratemaking relief, including
establishment of a periodic rate adjustment mechanism.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.

Financing Activities
Common Stock, Preferred Stock and Equity Units. Refer to Note 5, ''Equity,'' in
the Notes to Condensed Consolidated Financial Statements (unaudited) for
information on common and preferred stock activity.

Long-Term Debt. Refer to Note 13, ''Long-Term Debt,'' in the Notes to Condensed Consolidated Financial Statements (unaudited) for information on long-term debt.

Short-Term Debt and Sale of Trade Accounts Receivables. Refer to Note 14, ''Short-Term Borrowings,'' in the Notes to Condensed Consolidated Financial Statements (unaudited) for information on short-term debt activity, including sale of trade accounts receivable.



Noncontrolling Interest. Refer to Note 12, "Variable Interest Entities," in the
Notes to Condensed Consolidated Financial Statements (unaudited) for information
on contributions from noncontrolling interest activity.

Sources of Liquidity
The following table displays our liquidity position as of June 30, 2022 and
December 31, 2021:

(in millions)                                                 June 30, 2022      December 31, 2021
Current Liquidity
Revolving Credit Facility                                   $       1,850.0    $          1,850.0
Accounts Receivable Programs(1)                                       285.0                 251.2
Less:

Commercial Paper                                                      270.0                 560.0
Accounts Receivable Programs Utilized                                 285.0                     -
Letters of Credit Outstanding Under Credit Facility                    14.7                  18.9
Add:
Cash and Cash Equivalents                                              77.8                  84.2
Net Available Liquidity                                     $       1,643.1    $          1,606.5

(1)Represents the lesser of the seasonal limit or maximum borrowings supportable by the underlying receivables.



Debt Covenants. We are subject to financial covenants under our revolving credit
facility, which require us to maintain a debt to capitalization ratio that does
not exceed 70%. As of June 30, 2022, the ratio was 57.3%.

Credit Ratings. The credit rating agencies periodically review our ratings,
taking into account factors such as our capital structure and earnings profile.
The following table includes our and NIPSCO's credit ratings and ratings outlook
as of June 30, 2022. There were no changes to the below credit ratings or
outlooks since February 2020.

A credit rating is not a recommendation to buy, sell, or hold securities, and
may be subject to revision or withdrawal at any time by the assigning rating
organization.

                                       S&P               Moody's              Fitch
                                Rating    Outlook    Rating   Outlook   Rating   Outlook
          NiSource             BBB+     Stable      Baa2     Stable    BBB      Stable
          NIPSCO               BBB+     Stable      Baa1     Stable    BBB      Stable
          Commercial Paper     A-2      Stable      P-2      Stable    F2       Stable


Certain of our subsidiaries have agreements that contain ''ratings triggers''
that require increased collateral if our credit rating or the credit ratings of
certain of our subsidiaries are below investment grade. These agreements are
primarily for insurance purposes and for the physical purchase or sale of power.
As of June 30, 2022, the collateral requirement that would be required in the
event of a downgrade below the ratings trigger levels would amount to
approximately $65.8 million. In addition to agreements with ratings triggers,
there are other agreements that contain ''adequate assurance'' or ''material
adverse change'' provisions that could necessitate additional credit support
such as letters of credit and cash collateral to transact business.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Equity. Our authorized capital stock consists of 620,000,000 shares, $0.01 par
value, of which 600,000,000 are common stock and 20,000,000 are preferred stock.
As of June 30, 2022, 405,878,297 shares of common stock and 1,302,500 shares of
preferred stock were outstanding.

Contractual Obligations. A summary of contractual obligations is included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2021.
Except for our June debt issuance, there were no additional material changes
from year-end during the six months ended June 30, 2022. Refer to Note 13,
"Long-Term Debt," in the Notes to Condensed Consolidated Financial Statements
(unaudited) for additional information regarding the debt issuance.

Guarantees, Indemnities and Other Off Balance Sheet Arrangements. We and certain
of our subsidiaries enter into various agreements providing financial or
performance assurance to third parties on behalf of certain subsidiaries as a
part of normal business. Such agreements include guarantees and stand-by letters
of credit. Refer to Note 15, ''Other Commitments and Contingencies,'' in the
Notes to the Condensed Consolidated Financial Statements (unaudited) for
additional information about such arrangements.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Regulatory, Environmental and Safety Matters
Cost Recovery and Trackers

Comparability of our line item operating results is impacted by regulatory
trackers that allow for the recovery in rates of certain costs such as those
described below. Increases in the expenses that are subject to approved
regulatory tracker mechanisms generally lead to increased regulatory assets,
which ultimately result in a corresponding increase in operating revenues and,
therefore, have essentially no impact on total operating income results. Certain
approved regulatory tracker mechanisms allow for abbreviated regulatory
proceedings in order for the operating companies to quickly implement revised
rates and recover associated costs.

A portion of the Gas Distribution revenue is related to the recovery of gas
costs, the review and recovery of which occurs through standard regulatory
proceedings. All states in our operating area require periodic review of actual
gas procurement activity to determine prudence and to confirm the recovery of
prudently incurred energy commodity costs supplied to customers.

We recognize that energy efficiency reduces emissions, conserves natural
resources and saves our customers money. Our gas distribution companies offers
programs such as energy efficiency upgrades, home checkups and weatherization
services. The increased efficiency of natural gas appliances and improvements in
home building codes and standards contributes to a long-term trend of declining
average use per customer. While we are looking to expand offerings so the energy
efficiency programs can benefit as many customers as possible, our Gas
Distribution Operations have pursued changes in rate design to more effectively
match recoveries with costs incurred. Columbia of Ohio has adopted a straight
fixed variable rate design that closely links the recovery of fixed costs with
fixed charges. Columbia of Maryland and Columbia of Virginia have regulatory
approval for weather and revenue normalization adjustments for certain customer
classes, which adjust monthly revenues that exceed or fall short of approved
levels. Columbia of Pennsylvania continues to operate its pilot residential
weather normalization adjustment and also has a fixed customer charge. This
weather normalization adjustment only adjusts revenues when actual weather
compared to normal varies by more than 3%. Columbia of Kentucky incorporates a
weather normalization adjustment for certain customer classes and also has a
fixed customer charge. In a prior gas base rate proceeding, NIPSCO implemented a
higher fixed customer charge for residential and small customer classes moving
toward recovering more of its fixed costs through a fixed recovery charge, but
has no weather or usage protection mechanism.

A portion of the Electric Operations revenue is related to the recovery of fuel
costs to generate power and the fuel costs related to purchased power. These
costs are recovered through a FAC, which is updated quarterly to reflect actual
costs incurred to supply electricity to customers.

While increased efficiency of electric appliances and improvements in home
building codes and standards has similarly impacted the average use per electric
customer in recent years, NIPSCO expects future growth in per customer usage as
a result of increasing electric applications. Further growth is anticipated as
electric vehicles become more prevalent. These ongoing changes in use of
electricity will likely lead to development of innovative rate designs, and
NIPSCO will continue efforts to design rates that increase the certainty of
recovery of fixed costs.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Regulatory, Environmental and Safety Matters
Rate Case Actions
The following table describes current rate case actions as applicable in each of
our jurisdictions net of tracker impacts:

(in millions)
                                                                                Requested          Approved
                                                                               Incremental        Incremental                                                               Rates
              Company                 Proposed ROE        Approved ROE           Revenue            Revenue               Filed                     Status                Effective

Currently Approved in Current or Future Rates



                                                                                                                                          Approved
Columbia of Pennsylvania(1)                 10.95  %         None specified $          98.3    $         58.5    March 30, 2021           December 16, 

2021 December 2021


                                                                                                                                          Approved
Columbia of Maryland                        10.85  %                9.65  % $           4.8    $          2.4    May 14, 2021             December 3, 2021           December 2021
                                                                                                                                          Approved
Columbia of Kentucky(2)                     10.30  %                9.35  % $          26.7    $         18.3    May 28, 2021             December 28, 2021          January 2022
                                                                                                                                          Approved
Columbia of Virginia(3)                     10.95  %         None specified $          14.2    $          1.3    August 28, 2018          June 12, 2019              February 2019
                                                                                                                                          Approved
Columbia of Ohio                            11.50  %               10.39  % $          87.8    $         47.1    March 3, 2008            December 3, 2008           December 2008
                                                                                                                                          Approved
NIPSCO - Gas                                10.70  %                9.85  % $         138.1    $        105.6    September 27, 2017       September 19, 2018         October 2018
                                                                                                                                          Approved
NIPSCO - Electric                           10.80  %                9.75  %

$ 21.4 $ (53.5) October 31, 2018 December 4, 2019

           January 2020
Active Rate Cases
Columbia of Ohio(4)                         10.95  %             In process $         221.4           In process June 30, 2021            Pending                    Pending
                                                                                                                                          Approved
NIPSCO - Gas(5)                             10.50  %                9.85  % $         109.7    $         71.8    September 29, 2021       July 27, 2022              September 2022
Columbia of Pennsylvania                    11.20  %             In process $          82.2           In process March 18, 2022           Order Expected Q4 2022     December 2022
Columbia of Virginia(6)                     10.75  %             In process $          40.6           In process April 29, 2022           Order Expected Q1 2023     October 2022
Columbia Gas of Maryland                    10.95  %             In process $           5.5           In process May 13, 2022             Order 

Expected Q4 2022 December 2022




(1)No approved ROE is identified for this matter since the approved revenue
increase is the result of a black box settlement under which parties agree upon
the amount of increase without specifying ratemaking elements to establish the
Company's revenue requirement. Pursuant to the settlement, for purposes of
calculating its DSIC, Columbia of Pennsylvania shall use the equity return rate
for gas utilities contained in the Pennsylvania Commission's most recent
Quarterly Report on the Earnings of Jurisdictional Utilities, including
quarterly updates thereto.
(2)The approved ROE for natural gas capital riders (e.g. SMRP) is 9.275%.
(3)Columbia of Virginia's rate case resulted in a black box settlement,
representing a settlement to a specific revenue increase but not a specified
ROE. The settlement provides use of a 9.70% ROE for future SAVE filings.
(4)A proposed Incremental Revenue of $212.3M is reflected in the update filed
with the PUCO on March 31, 2022. Changes to the timeline for the Columbia Gas of
Ohio rate case have been modified in light of the needed additional time for
settlement negotiations and the litigation process to come to completion.
(5) New rates will be implemented in 2 steps, with implementation of step 1
rates to be effective in September 2022 and step 2 rates to be effective in
March 2023.
(6)The revenue request including the SAVE tracker related amount is $58.2
million. Beginning October 2022, interim rates will be billed subject to refund,
pending a final commission order.

PHMSA Regulations
On December 27, 2020, the Protecting Our Infrastructure of Pipelines and
Enhancing Safety (PIPES) Act of 2020 was signed into law, reauthorizing funding
for federal pipeline safety programs through September 30, 2023. Among other
things, the PIPES Act requires that PHMSA revise the pipeline safety regulations
to require operators to update, as needed, their existing distribution integrity
management plans, emergency response plans, and operation and maintenance plans.
The PIPES Act also requires PHMSA to adopt new requirements for managing records
and updating, as necessary, existing district regulator stations to eliminate
common modes of failure that can lead to overpressurization. PHMSA must also
require that operators implement and utilize advanced leak detection
technologies that enable the location and categorization of all leaks that are
hazardous, or potentially hazardous, to human safety or the environment. Natural
gas companies, including NiSource and our subsidiaries, may see increased costs
depending on how PHMSA implements the new mandates resulting from the PIPES Act.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Regulatory, Environmental and Safety Matters
Climate Change Issues
Physical Climate Risks. Increased frequency of severe and extreme weather events
associated with climate change could materially impact our facilities, energy
sales, and results of operations. We are unable to predict these events.
However, we perform ongoing assessments of physical risk, including physical
climate risk, to our business. More extreme and volatile temperatures, increased
storm intensity and flooding, and more volatile precipitation leading to changes
in lake and river levels are among the weather events that are most likely to
impact our business. Efforts to mitigate these physical risks continue to be
implemented on an ongoing basis.

Future legislative and regulatory programs, at both the federal and state
levels, could significantly limit allowed GHG emissions or impose a cost or tax
on GHG emissions. Revised or additional future GHG legislation and/or regulation
related to the generation of electricity or the extraction, production,
distribution, transmission, storage and end use of natural gas could materially
impact our gas supply, financial position, financial results and cash flows. We
continue to monitor the implementation of any final and proposed climate
change-related legislation and regulations, including the Infrastructure
Investment and Jobs Act, passed in November 2021, the draft Inflation Reduction
Act of 2022, and the EPA's proposed methane regulations for the oil and natural
gas industry, but we cannot predict their final form or impact on our business
at this time. We have identified potential opportunities associated with the
Infrastructure Investment and Jobs Act and are evaluating how they may align
with our strategy going forward. The energy-related provisions include new
federal funding for power grid infrastructure and resiliency investments, new
and existing energy efficiency and weatherization programs, electric vehicle
infrastructure for public chargers and additional LIHEAP funding over the next
five years.

Federal Policy. In February 2021, the United States rejoined the Paris
Agreement, an international treaty through which parties set nationally
determined contributions to reduce GHG emissions, build resilience, and adapt to
the impacts of climate change. Subsequently, the Biden Administration released a
target for the United States to achieve a 50%-52% GHG reduction from 2005 levels
by 2030, which supports the President's goals to create a carbon-free power
sector by 2035 and net zero emissions economy no later than 2050. There are many
pathways to reach these goals.

On June 30, 2022, the Supreme Court of the United States ruled for the
petitioners in West Virginia v. EPA, which examined the authority of the EPA to
regulate GHG emissions from the power sector. We will continue to evaluate this
matter, but we remain committed to our previously stated carbon reduction goals.

State Policy. The Virginia Clean Economy Act was signed into law in 2020. While
the Act does not establish any new mandates on Columbia of Virginia, certain
natural gas customers may, over the long-term, reduce their use of natural gas
to meet the 100% renewable electricity requirement. Columbia of Virginia will
continue to monitor this matter, but we cannot predict its final impact on our
business at this time. Separately, the Virginia Energy Innovation Act ("the
Act"), enacted into law in April 2022, and effective July 1, 2022, allows
natural gas utilities to supply alternative forms of gas that meet certain
standards and reduce emissions intensity. The Act also provides that the costs
of enhanced leak detection and repair may be added to a utility's plan to
identify proposed eligible infrastructure replacement projects and related cost
recovery mechanisms, known as the SAVE Plan. Furthermore, under the Act,
utilities can recover eligible biogas supply infrastructure costs on an ongoing
basis. The provisions of these laws may provide opportunities for Columbia of
Virginia as it participates in the transition to a lower carbon future.

The Climate Solutions Now Act of 2022 requires Maryland to reduce GHG emissions
by 60% by 2031 (from 2006 levels), and it requires the state to reach net zero
emissions by 2045. The Maryland Department of the Environment is required to
adopt a plan to achieve the 2031 goal by December 2023, and it is required to
adopt a plan for the net zero goal by 2030. The Act also enacts a state policy
to move to broader electrification of both existing buildings and new
construction, and requires the Public Service Commission to complete a study
assessing the capacity of gas and electric distribution systems to successfully
serve customers under a transition to a highly electrified building sector.
Columbia of Maryland will continue to monitor this matter, but we cannot predict
its final impact on our business at this time.

NIPSCO, Columbia of Maryland, Columbia of Pennsylvania and Columbia of Virginia
each filed petitions to implement the Green Path Rider, which will be a
voluntary rider that allows customers to opt in and offset either 50% or 100% of
their natural gas related emissions. To reduce the emissions, the utilities will
purchase RNG attributes and carbon offsets to match the usage for customers
opting into the program.

In response to these transition risks and opportunities, we continue to actively
implement our plans to reduce Scope 1 GHG emissions by 90% from 2005 levels by
2030, and to significantly reduce methane emissions, a component of Scope 1 GHG
emissions. These plans include the retirement of coal-fired electric generation,
increased sourcing of renewable energy, and

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Regulatory, Environmental and Safety Matters
methane reductions from priority pipeline replacement, traditional leak
detection and repair, and deployment of advanced leak detection and repair. As
of the end of 2021, we had reduced Scope 1 GHG emissions by approximately 58%
from 2005 levels. Additionally, we are active in several efforts to accelerate
the development and demonstration of lower-carbon energy technologies and
resources, such as hydrogen and RNG, to enable affordable pathways to
economy-wide decarbonization.

As discussed above in this Management's Discussion within "Results and
Discussion of Segment Operations - Electric Operations," NIPSCO continues to
execute on an electric generation transition consistent with the preferred
pathways identified in its 2018 and 2021 Integrated Resource Plans.
Additionally, as discussed above in this Management's Discussion within
"Liquidity and Capital Resources - Regulatory Capital Programs," our natural gas
distribution companies are lowering methane emissions by replacing aging
infrastructure, which also increases safety and reliability for customers and
communities.

Market Risk Disclosures

Risk is an inherent part of our businesses. The extent to which we properly and
effectively identify, assess, monitor and manage each of the various types of
risk involved in our businesses is critical to our profitability. We seek to
identify, assess, monitor and manage, in accordance with defined policies and
procedures, the following principal market risks that are involved in our
businesses: commodity price risk, interest rate risk and credit risk. We manage
risk through a multi-faceted process with oversight by the Risk Management
Committee that requires constant communication, judgment and knowledge of
specialized products and markets. Our senior management takes an active role in
the risk management process and has developed policies and procedures that
require specific administrative and business functions to assist in the
identification, assessment and control of various risks. These may include, but
are not limited to market, operational, financial, compliance and strategic risk
types. In recognition of the increasingly varied and complex nature of the
energy business, our risk management process, policies and procedures continue
to evolve and are subject to ongoing review and modification.

Commodity Price Risk
Our Gas and Electric Operations have commodity price risk primarily related to
the purchases of natural gas and power. To manage this market risk, our
subsidiaries use derivatives, including commodity futures contracts, swaps,
forwards and options. We do not participate in speculative energy trading
activity.

Commodity price risk resulting from derivative activities at our rate-regulated
subsidiaries is limited and does not bear signification exposure to earnings
risk, since our current regulatory mechanisms allow recovery of prudently
incurred purchased power, fuel and gas costs through the rate-making process,
including gains or losses on these derivative instruments. These changes are
included in the GCA and FAC regulatory rate-recovery mechanisms. If these
mechanisms were to be adjusted or eliminated, these subsidiaries may begin
providing services without the benefit of the traditional rate-making process
and may be more exposed to commodity price risk. For additional information, see
"Results and Discussion of Segment Operations" in this Management's Discussion.

Our subsidiaries are required to make cash margin deposits with their brokers to
cover actual and potential losses in the value of outstanding exchange traded
derivative contracts. The amount of these deposits, some of which are reflected
in our restricted cash balance, may fluctuate significantly during periods of
high volatility in the energy commodity markets.

Refer to Note 7, "Risk Management Activities," in the Notes to Condensed
Consolidated Financial Statements (unaudited) for further information on our
commodity price risk assets and liabilities as of June 30, 2022 and December 31,
2021.

Interest Rate Risk
We are exposed to interest rate risk as a result of changes in interest rates on
borrowings under our revolving credit agreement, commercial paper program and
accounts receivable programs, which have interest rates that are indexed to
short-term market interest rates. Based upon average borrowings and debt
obligations subject to fluctuations in short-term market interest rates, an
increase (or decrease) in short-term interest rates of 100 basis points
(1%) would have increased (or decreased) interest expense by $1.2 million and
$2.7 million for the three and six months ended June 30, 2022, and $0.2 million
and $1.4 million for the three and six months ended June 30, 2021, respectively.
We are also exposed to interest rate risk as a result of changes in benchmark
rates that can influence the interest rates of future long-term debt issuances.
From time to time we may enter into forward interest rate instruments to lock in
long term interest costs and/ or rates.

Refer to Note 7, "Risk Management Activities," in the Notes to Condensed
Consolidated Financial Statements (unaudited) for further information on our
interest rate risk assets and liabilities as of June 30, 2022 and December 31,
2021.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

NiSource Inc.
Credit Risk
Due to the nature of the industry, credit risk is embedded in many of our
business activities. Our extension of credit is governed by a Corporate Credit
Risk Policy. In addition, Risk Management Committee guidelines are in place
which document management approval levels for credit limits, evaluation of
creditworthiness, and credit risk mitigation efforts. Exposures to credit risks
are monitored by the risk management function, which is independent of
commercial operations. Credit risk arises due to the possibility that a
customer, supplier or counterparty will not be able or willing to fulfill its
obligations on a transaction on or before the settlement date. For
derivative-related contracts, credit risk arises when counterparties are
obligated to deliver or purchase defined commodity units of gas or power to us
at a future date per execution of contractual terms and conditions. Exposure to
credit risk is measured in terms of both current obligations and the market
value of forward positions net of any posted collateral such as cash and letters
of credit.

We closely monitor the financial status of our banking credit providers. We evaluate the financial status of our banking partners through the use of market-based metrics such as credit default swap pricing levels, and also through traditional credit ratings provided by major credit rating agencies.



Other Information

Critical Accounting Estimates
A summary of our critical accounting estimates is included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2021. There were no
material changes made as of June 30, 2022.

Recently Issued Accounting Pronouncements
Refer to Note 2, "Recent Accounting Pronouncements," in the Notes to Condensed
Consolidated Financial Statements (unaudited) for additional information about
recently issued and adopted accounting pronouncements.

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NiSource Inc.

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