FILE NO. 70-8297
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO APPLICATION - DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Names of companies filing this statement and addresses of principal
executive offices:
National Fuel Gas Company National Fuel Gas
10 Lafayette Square Distribution Corporation
Buffalo, New York 14203 10 Lafayette Square
Buffalo, New York 14203
National Fuel Gas
Supply Corporation Seneca Resources Corporation
10 Lafayette Square 10 Lafayette Square
Buffalo, New York 14203 Buffalo, New York l4203
Utility Constructors, Inc. Highland Land & Minerals, Inc.
East Erie Extension 10 Lafayette Square
Linesville, Pennsylvania 16424 Buffalo, New York 14203
Leidy Hub, Inc. Data-Track Account Services, Inc.
10 Lafayette Square 10 Lafayette Square
Buffalo, New York 14203 Buffalo, New York 14203
National Fuel Resources, Inc.
478 Main Street
Buffalo, New York l4202
Name of Top Registered Holding Company: NATIONAL FUEL GAS COMPANY
Names and Addresses of Agents for Service:
P. C. Ackerman R. M. DiValerio
Senior Vice President Secretary
National Fuel Gas Company National Fuel Gas Company
10 Lafayette Square 10 Lafayette Square
Buffalo, New York 14203 Buffalo, New York 14203
PAGE 2 OF 5
Item 1. Description of Proposed Transactions
National Fuel Gas Company ("National") is a public utility
holding company registered under the Public Utility Holding Company
Act of 1935, as amended. Utility Constructors, Inc. ("UCI") is a
wholly-owned subsidiary of National, and a "Participating Subsidiary"
in the National Fuel Gas System Money Pool ("System Money Pool").
By Notice in this proceeding dated November 12, 1993 (HCAR
No. 35-25925), the Securities and Exchange Commission ("Commission")
described, inter alia, UCI's request to borrow up to $15,000,000 from
the System Money Pool through December 31, 1995.
By Order in this proceeding dated June 30, 1994 (HCAR No.
35-26076), the Commission authorized UCI to borrow up to $13,000,000
from the System Money Pool through December 31, 1994. Applicant-
Declarants requested the Commission to reserve jurisdiction over all
borrowings by UCI from the System Money Pool from January 1, 1995
through December 30, 1995, the second-year period covered by HCAR
No. 35-25964.
The reservation of jurisdiction over such borrowings was
requested by Applicant-Declarants for calendar 1995, pending
completion of the record and the issuance of an order in SEC File
No. 70-7367. The record in that proceeding is now complete and the
Commission has issued an Order dated December 6, 1994 (HCAR
No. 35-26181). Applicant-Declarants hereby request the Commission to
release jurisdiction over the entire $15,000,000 of short-term
borrowings by UCI from the System Money Pool for the period
January 1, 1995 through December 31, 1995. The borrowing
requirements arise in connection with UCI's pipeline construction
projects for affiliates and non-affiliates. Certain pipeline
projects described by UCI in Post-Effective Amendment No. 1 in this
proceeding have been delayed but are expected to commence during 1995.
UCI is expecting to receive invitations to bid for projects
announced by CNG Transmission, Tennessee Gas Pipeline and Texas
Eastern Transmission for projects in New York, Pennsylvania and West
Virginia. These companies are all upstream pipeline suppliers of the
National Fuel Gas System. Those projects (if UCI's bids are
accepted) will require the amounts of working capital projected by
UCI.
Similar jobs are projected to become available during the
year and increasing numbers of jobs may be bid on a turnkey basis
whereby UCI may undertake substantial pre-construction regulatory,
environmental, engineering design and surveying work on a project
before actual construction commences.
PAGE 3 OF 5
As of November 30, 1994, UCI had $7,200,000 in outstanding
borrowings from the System Money Pool. Attached hereto as Exhibit
S-4 is a revised Projected Cash Flow Statement for UCI for calendar
1995 resulting the revised projected schedule of activities.
Item 3. Applicable Statutory Provisions
Sections 6(a), 7, 9(a), 9(c), 12(b) and 12(f) of the Act and
Rules 23, 24, 40(a), 42(b)(2), 43, and 45 are considered applicable
to the proposed transactions.
The applicability of each of the sections and rules to each
of the proposed transactions are set out as follows:
Proposed Transaction Applicable Provisions
Issuance of short-term Sec. 6(a)(1)
notes by Participating Sec. 7
Subsidiaries to Money Pool. Rule 43
Short-term investment of Sec. 12(b), 12(f)
excess funds by Rule 45
Participating Subsidiaries
in Money Pool.
Short-term investment of Sec. 9(a), 9(c)
excess funds by Rule 40(a)
Participating Subsidiaries
in other securities.
Repayment of borrowed Rule 42(b)(2)
funds by Participating
Subsidiaries to Money Pool.
To the extent that the proposed transactions are considered
by the Commission to require authorization, approval or exemption
under any section of the Act or provision of the rules or regulations
other than those specifically set forth herein, request for such
authorization, approval or exemption is hereby made.
Item 5. Procedure
The Commission is requested to issue an Order permitting
this Post-Effective Amendment to become effective on or before
December 31, 1994 so that working capital may be made available to
UCI to continue its pipeline construction operations.
PAGE 4 OF 5
Item 6. Exhibits and Financial Statements
The following financial statement is filed as part of this
post-effective amendment no. 1:
(b) Financial Statements:
S-4 Revised page 10 of Projected Cash Flow Statements
showing revised projections of cash flows for UCI.
SIGNATURES
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused this
Statement to be signed on their behalf by the undersigned thereunto
duly authorized.
Dated: December 13, 1994
NATIONAL FUEL GAS COMPANY
By /s/Philip C. Ackerman
Philip C. Ackerman
Senior Vice President
NATIONAL FUEL GAS DISTRIBUTION
CORPORATION
By /s/Gerald T. Wehrlin
Gerald T. Wehrlin
Senior Vice President and
Controller
NATIONAL FUEL GAS SUPPLY CORPORATION
By /s/Richard M. DiValerio
Richard M. DiValerio
Secretary
PAGE 5 OF 5
SENECA RESOURCES CORPORATION
By /s/Gerald T. Wehrlin
Gerald T. Wehrlin
Secretary, Treasurer and
Controller
UTILITY CONSTRUCTORS, INC.
By /s/David F. Smith
David F. Smith
Secretary
HIGHLAND LAND & MINERALS, INC.
By /s/Philip C. Ackerman
Philip C. Ackerman
President
LEIDY HUB, INC.
By /s/Gerald T. Wehrlin
Gerald T. Wehrlin
Secretary and Treasurer
DATA-TRACK ACCOUNT SERVICES, INC.
By /s/Philip C. Ackerman
Philip C. Ackerman
President
NATIONAL FUEL RESOURCES, INC.
By /s/David F. Smith
David F. Smith
President
<TABLE>
<CAPTION>
UTILITY CONSTRUCTORS, INC. FILE NO. 70-8297
PROJECTED STATEMENT OF CASH FLOWS EXHIBIT S-4
CALENDAR YEARS (1994-1995) PAGE 10 OF 16
$000 OMITTED (REVISED 12/94)
CALENDAR YEAR 1995
Jan-95 Feb-95 Mar-95 Apr-95 May-95 Jun-95
<S> <C> <C> <C> <C> <C> <C>
CASH FLOWS FROM OPERATIONS:
INTERNAL SOURCES ($129) ($129) ($129) ($33) $57 $133
CHANGES IN WORKING CAPITAL 262 (215) (434) (714) (857) (1,601)
NET CASH PROVIDED BY OPERATIONS 133 (344) (563) (747) (800) (1,468)
CONSTRUCTION AND CAPITAL EXPENDITURES (50) (50) (50) (250) (300) (350)
CASH FLOWS FROM FINANCING:
DIVIDENDS 0 0 0 0 0 0
LONG TERM DEBT 0 0 0 0 0 0
SHORT TERM DEBT (83) (394) 613 997 1,100 1,818
COMMON STOCK 0 0 0 0 0 0
NET CASH PROVIDED (USED) BY FINANCING (83) (394) 613 997 1,100 1,818
SHORT TERM DEBT BALANCE $7,117 $7,511 $8,124 $9,121 $10,221 $12,039
<PAGE>
<CAPTION>
UTILITY CONSTRUCTORS, INC.
PROJECTED STATEMENT OF CASH FLOWS
CALENDAR YEARS (1994-1995)
$000 OMITTED
CALENDAR YEAR 1995
Jul-95 Aug-95 Sep-95 Oct-95 Nov-95 Dec-95 TOTAL
<S> <C> <C> <C> <C> <C> <C> <C>
CASH FLOWS FROM OPERATIONS:
INTERNAL SOURCES $184 $203 $204 $266 $139 $55 $821
CHANGES IN WORKING CAPITAL (1,078) (687) 124 682 529 410 (3,579)
NET CASH PROVIDED BY OPERATIONS (894) 484 328 948 668 465 (2,758)
CONSTRUCTION AND CAPITAL EXPENDITURES (300) (100) (100) (100) (50) (50) (1,750)
CASH FLOWS FROM FINANCING:
DIVIDENDS 0 0 0 0 0 0 0
LONG TERM DEBT 0 0 0 0 0 0 0
SHORT TERM DEBT 1,194 584 (228) (848) (618) (415) 4,508
COMMON STOCK 0 0 0 0 0 0 0
NET CASH PROVIDED (USED) BY FINANCING 1,194 584 (228) (848) (618) (415) 4,508
SHORT TERM DEBT BALANCE $13,233 $13,817 $13,589 $12,741 $12,123 $11,708
</TABLE>
