UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
For the Quarterly Period Ending December 31, 1997
Registered Holding Company:
National Fuel Gas Company
(A New Jersey Corporation)
10 Lafayette Square
Buffalo, New York 14203
<PAGE>
<TABLE>
ITEM 1 - ORGANIZATION CHART
<CAPTION>
Name of Reporting Co. Energy or Gas Date of State of Percentage of Nature of Business
Related Organization Organization Voting Securities
Held
<S> <C> <C> <C> <C> <C>
National Fuel Gas Company Holding 1902 New Jersey Holds all voting The Company is an integrated
securities of National natural gas operation engaged in
Fuel Resources, Inc. owning and holding securities
and the reporting issued by its subsidiaries.
companies except as
indicated below.
National Fuel Resources, Holding 1991 New York Holds all voting Gas marketing.
Inc. (New) securities of Gateway
Energy, Inc.
Seneca Independence Gas 1996 Delaware 100% Construct and operate
Pipeline Company interstate natural gas
transportation facilities.
Niagara Independence Gas 1997 Delaware 100% Holds the 25% general
Marketing Company partnership interest in
DirectLink indicated below.
DirectLink Gas Marketing Gas 1997 Delaware 25% Gas marketing
Company
Niagara Energy Gas 1997 New York 100% Gas marketing.
Trading Inc.
Gateway Energy, Inc. (new) Gas 1995 New York 100% Gas marketing.
</TABLE>
NARRATIVE DESCRIPTION:
National Fuel Gas Company and National Fuel Resources, Inc. are not
"reporting companies" but are included in this Item 1 because they hold
directly or indirectly voting securities issued by reporting companies as
indicated above. During the quarter ended December 31, 1997, the reporting
companies engaged in the following activities:
Seneca Independence Pipeline Company ("SIP") exercised its option to
increase its future general partnership interest in Independence Pipeline
Company ("Independence"), upon receipt of approval by the SEC under the
PUHCA (see Form U-1 filed 10/6/97, File 70-9117) to 33.33%. SIP also
borrowed $3,500 from National Fuel Gas Company to set up an escrow account
required by the Partnership Interest Purchase Agreement, and set up that
escrow account.
Niagara Independence Marketing Company participated in the management of
DirectLink Gas Marketing Company ("DirectLink"). No capital contributions
were requested by DirectLink this quarter. DirectLink did not engage in
any transactions this quarter.
Gateway Energy, Inc. was acquired by National Fuel Resources, Inc. on
December 1, 1997. During the month of December, Gateway engaged in various
gas marketing transactions, from time to time. Niagara Energy Trading Inc.
("NET") engaged in gas marketing transactions this quarter.
<PAGE>
<TABLE>
ITEM 2 - ISSUANCE OF SECURITIES AND CAPITAL CONTRIBUTIONS
<CAPTION>
Company Type of Principal Amount Issue or Cost of Person to Collateral Consideration
Issuing Security of Security Renewal Capital Whom Security Given With Received for
Stock Issued Was Issued Security Each Security
<S> <C> <C> <C> <C> <C> <C> <C>
Seneca Note $3,500 Issue N/A National N/A $3,500
Independence Fuel Gas
Pipeline Company
Company
DirectLink Gas no transactions this quarter
Marketing
Company
Niagara no transactions this quarter
Independence
Marketing
Company
Niagara Note $800,000 Issue N/A National N/A $800,000
Energy Fuel Gas
Trading Company
Inc.
Gateway Capital 100 Shares * N/A National N/A $1,400
Energy, Stock Fuel
Inc. Resources, Inc.
</TABLE>
* On 12/1/97, National Fuel Resources, Inc. acquired all of the outstanding
shares from the existing shareholders.
<PAGE>
<TABLE>
ITEM 3 - ASSOCIATE TRANSACTIONS
PART 1 - TRANSACTIONS PERFORMED BY REPORTING COMPANY ON BEHALF OF ASSOCIATE COMPANIES
<CAPTION>
Reporting Co. Associate Co. Types of Direct Indirect Cost of Total Amount Billed
Rendering Receiving Services Costs Costs Capital
Services Services Rendered Charged Charged
<S> <C> <C> <C> <C> <C> <C>
NONE
</TABLE>
<TABLE>
PART 2 - TRANSACTIONS PERFORMED BY ASSOCIATE COMPANIES ON BEHALF OF REPORTING COMPANY
<CAPTION>
Associate Co. Reporting Co. Types of Direct Indirect Cost of Total Amount Billed
Rendering Receiving Services Costs Costs Capital
Services Services Rendered Charged Charged
<S> <C> <C> <C> <C> <C> <C>
National Fuel Seneca Managerial, -0- -0- -0- -0-
Gas Supply Independence financial,
Corporation Pipeline legal, and
Company other similar
services
National Fuel Gateway Managerial, -0- -0- -0- -0-
Resources, Inc. Energy, Inc. financial,
and other
similar
services.
</TABLE>
<PAGE>
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
Investment in Energy Related/Gas Related Companies:
NOTE: All the Reporting Companies are gas-related companies; none are energy-
related companies.
Investments in Gas-Related Companies:
Total Current Aggregate Investment:
Pipeline activities $ 4,500
Marketing activities 942,000
----------
Total Current Aggregate Investment: $946,500
<PAGE>
<TABLE>
ITEM 5 - OTHER INVESTMENTS
<CAPTION>
Major Line of Energy- Other Investment in last Other Investment in This Reason For Difference
Related Business U-9C-3 Report U-9C-3 Report in Other Investment
<S> <C> <C> <C>
NONE
</TABLE>
<PAGE>
ITEM 6- FINANCIAL STATEMENTS AND EXHIBITS
A. FINANCIAL STATEMENTS:
1. Balance Sheet for Seneca Independence Pipeline Company - Attached
2. Income Statement for Seneca Independence Pipeline company - Attached
3. Balance Sheet for Niagara Independence Marketing Company - Attached
4. Balance Sheet for Niagara Energy Trading Inc. - Attached
5. Income Satement for Niagara Energy Trading Inc. - Attached
6. Balance Sheet for Gateway Energy, Inc. - Attached
7. Income Statement for Gateway Energy, Inc. - Attached
NOTE: DirectLink Gas Marketing Company had no assets, liabilities or
transactions at December 31, 1997. Niagara Independence Marketing
Company had no transactions this quarter.
B. EXHIBITS: NONE
SIGNATURES
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, National Fuel Gas Company has duly caused this report to be signed and
authorized on its behalf by the undersigned. Please direct inquiries concerning
this report to the undersigned at (716) 857-7702
Dated: March 3, 1998
NATIONAL FUEL GAS COMPANY
By: /s/ James R. Peterson
---------------------------------------
James R. Peterson
Assistant Secretary
SENECA INDEPENDENCE PIPELINE COMPANY
BALANCE SHEET
AT DECEMBER 31,
1997
---------------
ASSETS
Current Assets:
Cash $1,000
Other Accounts Receivable 3,543
------
4,543
------
Property, Plant & Equipment -
------
Other Assets -
------
$4,543
======
LIABILITIES & STOCKHOLDERS EQUITY
Current Liabilities
Accounts Payable - Intercompany $3,543
------
Other Liabilities -
------
Capitalization:
Stockholder's Equity:
Capital Stock 1,000
Earnings Reinvested in the Busines -
------
1,000
------
$4,543
======
SENECA INDEPENDENCE PIPELINE COMPANY
INCOME STATEMENT
THREE MONTHS ENDED
DECEMBER 1997
------------------
Operating Income -
---
Operating Expense -
---
Operating Income / (Loss) -
---
Other Income
Other Interest $43
---
Other Deductions
Interest Expense - Intercompany 43
---
Net Income / (Loss)
Before Income Taxes -
---
Income Taxes
Federal -
---
State -
---
Net Income / (Loss) -
---
NIAGARA INDEPENDENCE MARKETING COMPANY
BALANCE SHEET
AT DECEMBER 31,
1997
---------------
ASSETS
Current Assets:
Cash $1,000
------
Property, Plant & Equipment -
------
Other Assets -
------
$1,000
======
LIABILITIES & STOCKHOLDERS EQUITY
Current Liabilities -
------
Other Liabilities -
------
Capitalization:
Stockholder's Equity:
Capital Stock $1,000
------
$1,000
======
NIAGARA ENERGY TRADING INC
BALANCE SHEET
AT DECEMBER 31,
1997
---------------
ASSETS
Assets:
Cash $ 37,962
Accounts Receivable
Intercompany -
Other -
Allowance for Uncollectable Accou -
Inventory 740,000
Prepayments -
--------
777,962
--------
Property, Plant & Equipment -
Less: Accumulated Depletion,
Depreciation and Amortizatio -
--------
-
--------
Other Assets:
Other Investments -
Deferred Charges 23,011
--------
23,011
--------
$800,973
========
LIABILITIES & STOCKHOLDERS EQUITY
Liabilities:
Accounts Payable-
Intercompany $ 30,503
Other -
Notes Payable-Intercompany 800,000
Accrued Liabilities -
Income Taxes-Federal (9,724)
Other Accrued Taxes (2,748)
---------
818,031
---------
Other Liabilities:
Accumulated Deferred Income Taxes -
Other Deferred Credits -
---------
-
---------
Capitalization:
Stockholder's Equity:
Issued & Outstanding -
Capital in Excess -
Paid-in-Capital 1,000
Earnings Reinvested in the Business
(Accumulated Deficit) (18,058)
--------
Total Common Stock Equity (17,058)
--------
$800,973
========
NIAGARA ENERGY TRADING INC.
INCOME STATEMENT
THREE MONTHS ENDED
DECEMBER 31, 1997
-----------------
Operating Income:
Collection Revenue -
--------
-
--------
Operating Expenses:
General & Administrative $ 30,130
Other Taxes 400
--------
30,530
--------
Operating Income/(Loss) (30,530)
--------
Other Income
Interest -
Other Deductions
Interest Expense -
Miscellaneous -
--------
-
--------
Net Income/(Loss)
Before Income Taxes (30,530)
--------
Income Taxes:
Federal (9,724)
Federal - Deferred -
State (2,748)
State - Deferred -
--------
(12,472)
--------
Net Income/(Loss) $(18,058)
========
GATEWAY ENERGY, INC.
BALANCE SHEET
AT DECEMBER 31,
1997
---------------
ASSETS
Current Assets $ -0-
=========
CAPITALIZATION
Common Stock $ 10
========
GATEWAY ENERGY, INC.
INCOME STATEMENT
TWELVE MONTHS ENDED
DECEMBER 1997
Sales $ 3,088,284
Purchases (2,866,287)
-----------
221,997
Interest Income 4,585
Salaries (95,627)
Payroll Tax (8,006)
Fringes (10,337)
Office (79,749)
Miscellaneous (506)
Legal and Professional (17,236)
Vehicles (1,428)
Other (12,654)
Interest Expense (6,325)
-----------
Loss $ (5,286)
