NATIONAL FUEL GAS CO
U-9C-3, 1998-06-02
NATURAL GAS DISTRIBUTION
Previous: ENTERGY CORP /DE/, U-1/A, 1998-06-02
Next: EMPIRE GOLD INC, 8-K, 1998-06-02



                                  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.


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