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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
Commission file number 1-8223
National Gas & Oil Company
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Ohio 31-1004640
(STATE OF INCORPORATION) (I.R.S. EMPLOYER
IDENTIFICATION NO.)
1500 Granville Road, Newark, Ohio 43055
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code (614) 344-2102
Securities registered pursuant to Section 12(b) of the Act:
NAME OF EACH EXCHANGE ON
TITLE OF EACH CLASS WHICH REGISTERED
Common Shares, $1 par value American Stock Exchange, Inc.
Securities registered pursuant to Section 12(g) of the Act: None
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL
REPORTS REQUIRED TO BE FILED BY SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 DURING THE PRECEDING 12 MONTHS
(OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS REQUIRED TO
FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO SUCH FILING
REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO
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INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS
PURSUANT TO ITEM 405 OF REGULATION S-K (229.405 OF THIS CHAPTER)
IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO THE BEST
OF REGISTRANT'S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION
STATEMENTS INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-
K OR ANY AMENDMENT TO THIS FORM 10-K. [ ]
THE AGGREGATE MARKET VALUE OF THE VOTING SHARES HELD BY
NONAFFILIATES OF THE REGISTRANT AS OF MARCH 1, 1995 IS
$67,130,415.
AS OF MARCH 1, 1994, THE NUMBER OF SHARES OUTSTANDING OF THE
REGISTRANT'S $1.00 PAR VALUE COMMON SHARES WAS 6,661,477 SHARES.
DOCUMENTS INCORPORATED BY REFERENCE:
Parts of the definitive Proxy Statement for the 1995 Annual
Meeting of Shareholders are incorporated by reference into Part
III of this 10-K.
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PART III
The information called for by PART III is incorporated
by reference from the Registrant's definitive proxy statement
relating to the Registrant's annual meeting of shareholders to be
held May 18, 1995 (the "definitive proxy statement"), which
involves the election of directors, to be filed pursuant to
Regulation 14A not later than 120 days after the close of the
fiscal year ended December 31, 1994. Neither the report on
Executive Compensation nor the performance graph included in the
Registrant's definitive proxy statement shall be deemed
incorporated herein by reference.
In addition, as required by Item 10. Directors and
Executive Officers of the Registrant of Form 10-K, the following
information is being provided in response to the requirements of
Item 405 of Regulation S-K:
To the Registrant's knowledge, during the fiscal year
ended December 31, 1994, all filing requirements applicable to
officers, directors and greater than 10% beneficial owners of the
common shares of the Registrant under Section 16(a) of the
Securities Exchange Act of 1934, as amended, were complied with;
except that Mason B. Starring, III, a director of the Registrant,
filed one report, covering one transaction, late.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
NATIONAL GAS & OIL COMPANY
(Registrant)
Date: April 27, 1995
By: /s/ Lawrence P. Haren
Lawrence P. Haren, Executive Vice President,
Treasurer and Chief Financial Officer
