NATIONAL FUEL GAS CO
35-CERT, 1996-02-09
NATURAL GAS DISTRIBUTION
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     PAGE 1 OF 2

     UNITED STATES OF AMERICA
            BEFORE THE
SECURITIES AND EXCHANGE COMMISSION
____________________________________________

                          
In the Matter of                               EIGHTH
NATIONAL FUEL GAS COMPANY                      CERTIFICATE
UTILITY CONSTRUCTORS, INC.                     PURSUANT TO
                                               RULE 24
File No. 70-7367
(Public Utility Holding Company Act of 1935)

____________________________________________



          In accordance with the Order of the Securities and 

Exchange Commission ("Commission") in this File 70-7367 dated 

December 6, 1994 (HCAR No. 26181) Utility Constructors, Inc. 

("UCI") hereby files, as Exhibit "A", its balance sheet as of 

September 30, 1995 and, as Exhibit "B" its income statement for 

the twelve months ended September 30, 1995.

          During its 1995 fiscal year, (twelve months ended 

September 30, 1995) UCI discontinued its pipeline construction

and auxiliary construction and maintenance services for associate 

and non-associate companies.  UCI completed work on the 11 

projects that were described in its last certificate pursuant to 

Rule 24.

          On May 15, 1995, UCI ceased active operations, and on 

May 23, 1995, UCI auctioned all of its construction assets.

UCI's current activities consist only of collecting payments 

     PAGE 2 OF 2

pursuant to its outstanding deferred payment arrangements and the 

winding up of worker's compensation and other claims.

          IN WITNESS WHEREOF, the undersigned companies have duly 

caused this certificate to be signed this 9th day of February, 

1996.


                                   UTILITY CONSTRUCTORS, INC.



                                   By_/s/ David F. Smith___________
                                     David F. Smith, Secretary





\jes\uci\rul24_8.wp





                                              EIGHTH RULE 24 CERTIFICATE
                                       SEC FILE NO. 70-7367  EXHIBIT "A"



                        UTILITY CONSTRUCTORS, INC.
                    BALANCE SHEET AT SEPTEMBER 30, 1995
                                (Unaudited)


     ASSETS
          Current Assets:
                Cash                                     $   77,155
                Note Receivable - Intercompany              800,000
                Accounts Receivable -
                    Contracts                               287,239
                    Intercompany                             33,313
                    Miscellaneous                            15,000
                Allowance for Doubtful Accounts            (332,435)
                Materials and Supplies                       17,494
                Prepayments                                 134,041

                                                          1,031,807
                                                         ----------

          Property, Plant and Equipment                     682,246
          Less: Acc. Depr, Depl & Amort                     369,852
                                                         ----------
                                                            312,394
                                                         ----------
          Other Assets:
                Trade receivable - Long Term              2,259,233
                Other                                        32,347
                                                         ----------
                                                          2,291,580

                                                         $3,635,781
                                                         ==========

     LIABILITIES AND STOCKHOLDERS' EQUITY
          Current Liabilities:
                 Accounts Payable -
                    Trade                                $   49,993
                    Intercompany                                 --
                 Dividend Payable                           200,000
                 Note Payable -
                    Intercompany                                 --
                 Other                                      192,388
                 Income Taxes -
                    Federal                              (1,314,047)
                    State                                   (63,065)
                                                         -----------
                                                           (808,601)
                                                         -----------
          Other Liabilities:
                 Accumulated Deferred Income Taxes         (501,837)
                 Def. Credits & Long-Term Liabilities       812,921
                                                         -----------
                                                            311,084
                                                         ----------
         Stockholders' Equity:
                Common Stock, No Par Value
                  Auth, Issued & Outstanding - 1,000 Sh       1,000
                Paid-In-Capital                           5,758,753
                Earnings Reinvested in the Business      (1,626,455)
                                                         ----------
                                                          4,133,298
                                                         ----------
                                                        $ 3,635,781
                                                        ===========




                                              EIGHTH RULE 24 CERTIFICATE
                                       SEC FILE NO. 70-7367  EXHIBIT "B"



                       UTILITY CONSTRUCTORS, INC.
                            INCOME STATEMENT
                              (Unaudited)


                                       TWELVE MONTHS ENDED SEPT. 1995

  CONTRACT REVENUES
           Pipeline                               $6,211,321
           Service Rig                               123,125
           Other                                   1,108,047
                                                  ----------

  TOTAL REVENUES                                   7,442,493
                                                  ----------

  COST OF CONTRACT REVENUES                        6,663,497
                                                  ----------

  GROSS PROFIT  (LOSS)                               778,996
                                                  ----------
  OPERATING EXPENSES
           General & Administrative Expense        1,587,846
           Depreciation Expense                      674,548
           Property & Other Taxes                    129,818
           Other                                     137,255
                                                  ----------

                                                   2,529,467
                                                  ----------

  OPERATING INCOME (LOSS)                         (1,750,471)
                                                  ----------
  OTHER INCOME
           Interest - Intercompany                    28,851
           Interest - Other                          428,619
           Miscellaneous                           2,589,163
                                                  ----------

                                                   3,046,633
                                                  ----------

  INTEREST EXPENSE - Other                             3,805
                   - Intercompany                    236,883
                                                  ----------

  NET INCOME (LOSS) BEFORE INCOME TAXES            1,055,474
                                                  ----------
  INCOME TAXES
           Federal                                   257,104
           State                                      96,442
           Deferred - Federal                       (546,775)
           Deferred - State                         (194,668)
                                                  ----------

                                                    (387,897)
                                                  ----------

  NET INCOME (LOSS)                               $1,443,371
                                                  ==========



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