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 March 31, 1998
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. securities of Gateway
Energy, Inc.
Seneca Independence Gas 1996 Delaware 100% Holds a 33 1/3% general
Pipeline Company partnership interest in
Independence Pipeline
Company, which was not
formed under Rule 58.
Niagara Independence Holding 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. 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 March 31, 1998, the reporting
companies engaged in the following activities:
Seneca Independence Pipeline Company ("SIP") purchased a 33 1/3% general
partnership interest in Independence Pipeline Company ("Independence"),
following receipt of approval by the SEC under the PUHCA (see File
70-9117, HCAR No. 35-26840). SIP borrowed the purchase price from National
Fuel Gas Company.
Niagara Independence Marketing Company retained its interest in
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. and Niagara Energy Trading Inc. ("NET") engaged in
gas marketing transactions this quarter.
<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 $ 500,000 Issue N/A National N/A $ 500,000
Independence Note 500,000 Renewal Fuel Gas 500,000
Pipeline Note 500,000 Renewal Company 500,000
Company Note 3,500,000 Issue 3,500,000
Note 500,000 Renewal 500,000
DirectLink Gas No transactions this quarter
Marketing
Company
Niagara No transactions this quarter
Independence
Marketing
Company
Niagara Note $900,000 Renewal/ N/A National N/A $900,000
Energy Issue* Fuel Gas
Trading 300,000 Issue Company 300,000
Inc. 400,000 Renewal 400,000
500,000 Renewal/ 500,000
Issue**
Gateway No transactions this quarter.
Energy,
Inc.
</TABLE>
* Renewal of $800,000; new issue of $100,000.
** Renewal of $400,000; new issue of $100,000.
<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.
Seneca Niagara Managerial, $24,491 -0- -0- $24,491
Resources Energy financial and
Corporation Trading Inc. other similar
services.
</TABLE>
- -----------------------------------
Niagara Energy Trading Inc. also purchased regulated interstate natural gas
transportation and storage services from its associate, National Fuel Gas Supply
Corporation ("Supply"), pursuant to Supply's FERC gas tariff, but such services
are "exempted transactions" pursuant to Rule 81 under the Public Utility Holding
Company Act (17 CFR Sec. 250.81).
<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 $4,001,000
Marketing activities 502,400
----------
Total Current Aggregate Investment: $4,503,400***
*** Reflects principal loan balances at 3/31/98 plus money paid for common stock
in previous quarters.
<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 Energy Trading Inc. - Attached
4. Income Statement for Niagara Energy Trading Inc. - Attached
5. Balance Sheet for Gateway Energy, Inc. - Attached
6. Income Statement for Gateway Energy, Inc. - Attached
NOTE: DirectLink Gas Marketing Company had no assets or liabilities
at March 31, 1998, and engaged in no transactions during the quarter ended March
31, 1998. Niagara Independence Marketing Company had no transactions this
quarter and is engaged solely in the ownership of an interest in another
gas-related company (DirectLink).
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: June 1, 1998
NATIONAL FUEL GAS COMPANY
By: /s/ James R. Peterson
--------------------------------------
James R. Peterson
Assistant Secretary
SENECA INDEPENDENCE PIPELINE COMPANY
BALANCE SHEET
AT MARCH 31,
1998
------------
ASSETS
Current Assets:
Cash $ 92,606
Other Accounts Receivable (2,781)
----------
89,825
----------
Property, Plant & Equipment -
----------
Other Assets
Other Assets 3,902,815
----------
$3,992,640
==========
LIABILITIES & STOCKHOLDERS EQUITY
Current Liabilities
Notes Payable - Intercompany 4,000,000
Accounts Payable - Intercompany 7,241
----------
4,007,241
----------
Other Liabilities -
Capitalization:
Stockholder's Equity:
Capital Stock 1,000
Earnings Reinvested in the Business (15,601)
----------
(14,601)
----------
$3,992,640
==========
SENECA INDEPENDENCE PIPELINE COMPANY
INCOME STATEMENT
THREE MONTHS ENDED SIX MONTHS ENDED
MARCH 1998 MARCH 1998
------------------ ----------------
$ - Operating Income $ -
--------- --------
Operating Expenses
3,615 Operation Expense 3,615
--------- --------
(3,615) Operating Income (Loss) (3,615)
--------- --------
Other Income
- Other Interest 43
--------- --------
Other Deductions
7,263 Interest Expense - Intercompany 7,306
4,723 Other Interest Expense 4,723
--------- --------
11,986 12,029
--------- --------
Net Income (Loss)
(15,601) Before Income Taxes (15,601)
--------- --------
Income Taxes
- Federal -
- State -
--------- --------
- -
--------- --------
$ (15,601) Net Income (Loss) $(15,601)
========= ========
NIAGARA ENERGY TRADING INC.
BALANCE SHEET
MARCH 31, 1998
ASSETS
- ------
Assets:
Cash $ 59,400
Accounts Receivable - Intercompany 0
Inventory 313,600
--------
373,000
--------
Other Assets:
Deferred Charges -
--------
$373,000
========
LIABILITIES & STOCKHOLDER'S EQUITY
- ----------------------------------
Liabilities:
Accounts Payable - Intercompany $ 10,115
Notes Payable - Intercompany 500,000
Income Taxes - Federal (43,898)
Other Accrued Taxes (12,045)
--------
453,812
--------
Capitalization:
Stockholder's Equity:
Paid-In-Capital 1,000
Earnings Reinvested in the Business
(Accumulated Deficit) (81,812)
--------
Total Common Stock Equity (80,812)
--------
$373,000
========
NIAGARA ENERGY TRADING INC.
INCOME STATEMENT
MARCH 31, 1998
SIX MONTHS CURRENT
ENDED QUARTER
---------- -------
Operating Income:
Revenue $ 796,991 $ 796,911
--------- ---------
796,991 796,911
--------- ---------
Operating Expenses:
Purchase Gas 733,939 733,939
Lease Operating Expense 133,482 133,482
General & Administrative 58,381 28,251
Other Taxes 400 -
--------- ---------
926,202 895,672
--------- ---------
Operating Income/(Loss) (129,291) (98,761)
--------- ---------
Other Income
Interest 2,580 2,580
Other Deductions
Interest Expense 11,403 11,403
Net Income/(Loss) Before Income Taxes (138,114) (107,584)
Income Taxes:
Federal (43,898) (34,174)
State (12,405) (9,657)
-------- --------
(56,303) (43,831)
-------- --------
Net Income/(Loss) $(81,811) $(63,753)
======== ========
GATEWAY ENERGY, INC.
BALANCE SHEET
AT MARCH 31,
1998
---------------
ASSETS
Current Assets $ 0
========
CAPITALIZATION
Common Stock $ 10
========
GATEWAY ENERGY, INC.
INCOME STATEMENT
THREE MONTHS ENDED
MARCH 1998
------------------
Sales $0
Purchases 0
--
0
Interest Income 0
Salaries 0
Payroll Tax 0
Fringes 0
Office 0
Miscellaneous 0
Legal and Professional 0
Vehicles 0
Other 0
Interest Expense 0
--
Loss $0
All business formerly transacted by Gateway was instead done by its parent,
National Fuel Resources, Inc. (NFR), in anticipation of the merger of Gateway
into NFR in the quarter which will end June 1998.