PAGE 1 OF 2
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
_____________________________________________
In the Matter of
THIRTEENTH
NATIONAL FUEL GAS COMPANY CERTIFICATE
NATIONAL FUEL RESOURCES, INC. PURSUANT TO
RULE 24
File No. 70-7833
(Public Utility Holding Company Act of 1935)
_____________________________________________
In accordance with the terms of the Order dated December 20,
1991 issued to National Fuel Gas Company ("National") authorizing
National to acquire the common stock of National Fuel Resources, Inc.
("NFR") (File No. 70-7833, HCAR No. 35-25437), attached as Exhibit
"A" is an Income Statement of NFR for the Six and Twelve Months ended
March 31, 1995. Also attached as Exhibit "B", is the Balance Sheet
of NFR as of March 31, 1995.
During the quarter (i.e., March 13, 1995), NFR purchased for
approximately $1.1 million all of the issued and outstanding shares
of capital stock of Integrated Gas Marketing, Inc. ("IGM"). IGM had
been in the same business as NFR, i.e., gas marketing. The various
gas purchase agreements between IGM and its customers constituted
substantially all of IGM's assets. During the following quarter
(i.e., May 8, 1995), IGM was merged into NFR. NFR was not required
to file a U-1 in regard to this acquisition under the doctrine of
"transitional merger". See, for example, SCANA SEC No - Action
PAGE 2 OF 2
- 2 -
Letter (1990) (Lexis 1038), Wisconsin Southern No - Action Letter
(1993) WL 544115 (SEC).
IN WITNESS WHEREOF, the undersigned companies have duly
caused this Certificate to be signed this 15th day of May, 1995.
NATIONAL FUEL RESOURCES, INC.
By:_/s/R. J. Kreppel_____________
R. J. Kreppel, President
NATIONAL FUEL GAS COMPANY
By:_/s/G. T. Wehrlin_____________
G. T. Wehrlin, Controller
jes\nfr\rul24_13.wp
EXHIBIT A (PAGE 1 OF 1)
13TH RULE 24 CERTIFICATE
FILE NO. 70-7833
NATIONAL FUEL RESOURCES, INC.
INCOME STATEMENT
(Unaudited)
Six Months Twelve Months
Ended Ended
March 1995 March 1995
Operating Revenues:
Gas - Retail $22,401,526 $41,380,048
Gas- Wholesale 1,081,001 4,128,574
Other 238,804 163,343
Partnership Income 0 0
___________ ____________
$23,721,331 $45,671,965
___________ ____________
Operating Expenses:
Purchase Gas 20,869,776 42,017,112
General and Administrative 923,251 1,420,333
Depletion, Depreciation and Amortization 10,657 11,576
Franchise and Other Taxes 16,619 20,626
___________ ____________
$21,820,303 $43,469,647
___________ ____________
Operating Income (loss) $1,901,028 2,202,318
___________ ____________
Interest Income 121,697 210,880
Interest Expense 3,705 5,230
Amortization and Misc Deductions 257 (82)
___________ ____________
$117,735 $205,732
___________ ____________
Net Income Before Tax $2,018,763 $2,408,050
___________ ____________
Income Taxes:
Federal 842,782 1,032,353
State 52,994 (123,890)
Deferred (160,344) (223,685)
___________ ____________
$735,432 $684,778
___________ ____________
Net Income $1,283,331 $1,723,272
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EXHIBIT B (PAGE 1 OF 2)
13TH RULE 24 CERTIFICATE
FILE NO. 70-7833
NATIONAL FUEL RESOURCES, INC.
BALANCE SHEET
AT MARCH 31, 1995
(Unaudited)
ASSETS
Current Assets:
Cash $ 184,753
Short Term Investments 4,026,743
Accounts Receivable 5,962,950
Accounts Receivable-Intercompany 22,753
Reserve for Doubtful Accounts (533,000)
Other Current Assets (107,395)
___________
$9,556,804
Property, Plant, and Equipment
Furniture and Fixtures 18,582
Less - Accumulated Depreciation (42,163)
___________
$60,745
Other Assets:
Long Term Investments 1,526,839
Other Deferred Debits 9,810
Deferred Tax Asset 1
___________
$1,536,650
___________
$11,154,199
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EXHIBIT B (PAGE 2 OF 2)
13TH RULE 24 CERTIFICATE
FILE NO. 70-7833
NATIONAL FUEL RESOURCES, INC.
BALANCE SHEET
AT MARCH 31, 1995
(Unaudited)
LIABILITIES
Current Liabilities:
Accounts Payable $994,741
Accrued Liabilities 920,652
Accrued Sales Tax 9,663
Current Income Taxes-Federal 817,769
-State (7,659)
Accounts Payable-Intercompany 783,400
Notes Payable-Intercompany --
___________
3,518,567
Long Term Liabilities:
Deferred Income Taxes 210,390
Miscellaneous Deferred Credits 481,627
___________
$ 692,017
Stockholder's Equity:
Common Stock 10,000
Capital Paid in Excess of Par 3,490,000
Retained Earnings 3,443,615
___________
$6,943,615
___________
$11,154,199
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