NATIONAL FUEL GAS CO
POS AMC, 1994-06-16
NATURAL GAS DISTRIBUTION
Previous: NATIONAL FUEL GAS CO, U5S/A, 1994-06-16
Next: NEW ENGLAND ELECTRIC SYSTEM, S-8 POS, 1994-06-16



                                                  File No. 70-7833

                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
           ______________________________________________

                                U-1/A
                          (POST EFFECTIVE)
                           AMENDMENT NO. 9
                                UNDER
           THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
           ______________________________________________

Names of Companies filing this statement and addresses of principal 
executive offices:

National Fuel Resources, Inc.      Leidy Hub, Inc.
10 Lafayette Square                10 Lafayette Square
Buffalo, New York 14203            Buffalo, New York 14203
                                   (Formerly Enerop Corporation)
           ______________________________________________

               Name of Top Registered Holding Company:

                      NATIONAL FUEL GAS COMPANY

              Names and Addresses of Agent for Service:

David F. Smith, President          Gerald T. Wehrlin, Secretary
National Fuel Resources, Inc.      Leidy Hub, Inc.
10 Lafayette Square                10 Lafayette Square
Buffalo, New York 14203            Buffalo, New York

It is respectfully requested that the Commission send copies of all 
notices, orders and communications to:

                           Kyle G. Storie
                         10 Lafayette Square
                       Buffalo, New York 14203


Item 6.   Exhibits and Financial Statements

          Exhibits

          A-9   Opinion of Counsel for NFR and Leidy

                             SIGNATURES

          Pursuant to the requirements of the Public Utility Holding 

Company Act of 1935, the undersigned companies have duly caused this 

Amendment to the application-declaration to be signed on their behalf 

by the undersigned thereunto duly authorized.


Dated:  June 16, 1994
                                   NATIONAL FUEL RESOURCES, INC.



                                   By: /s/David F. Smith
                                       David F. Smith
                                       President



                                   LEIDY HUB, INC.



                                   By: /s/Gerald T. Wehrlin
                                       Gerald T. Wehrlin
                                       Secretary












                                   June 15, 1994




Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549

          Re:   National Fuel Resources, Inc. ("NFR"), Leidy Hub, 
                Inc. (formerly Enerop Corporation)  File No. 70-7833

Gentlemen:

          I am issuing the following opinion on behalf of National 
Fuel Resources, Inc. ("NFR") and Leidy Hub, Inc. ("Leidy") in 
connection with Post-Effective Amendment No. 6-8 to the 
Application-Declaration as amended in the above file (the "filing"). 

          I am of the opinion that (i) Metscan, Inc. is validly 
organized and duly existing under the laws of the State of New York, 
(ii) Perfection Corporation is validly organized and duly existing 
under the laws of the State of Delaware, and (iii) in the event the 
proposed transactions are consummated in accordance with the filing 
and with any Order of the Commission respecting the filing:

          (a)      All state laws that I deem applicable to the 
                   proposed transactions will have been complied with;

          (b)(i)   The securities of Metscan Inc. will be validly 
                   issued, fully paid and nonassessable, and the 
                   holders thereof will be entitled to the rights and 
                   privileges appertaining thereto as set forth in 
                   the Metscan Restated Certificate of Incorporation, 
                   as amended;

          (b)(ii)  The royalty interest and rights associated 
                   therewith are valid and binding obligations of 
                   Perfection pursuant to the Agreement dated as of 
                   October 1, 1993 between Leidy (then Enerop) and 
                   Perfection except as may be limtied by applicable 
                   bankruptcy laws;

Securities and Exchange Commission
June 15, 1994
Page 2



          (c)      NFR and Leidy will legally acquire the Metscan 
                   securities and the Perfection royalty interest 
                   proposed to be acquired; and

          (d)      The consummation of the proposed transactions will 
                   not violate the legal rights of holders of 
                   securities issued by NFR or Leidy or any associate 
                   company thereof.

          I consent to the use of this opinion as part of said filing.

                                   Very truly yours,


                                   /s/Kyle G. Storie

                                   Kyle G. Storie



























                             EXHIBIT A-9





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission