NATIONAL FUEL GAS CO
35-CERT, 2000-08-14
NATURAL GAS DISTRIBUTION
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         UNITED STATES OF AMERICA
               Before the
    SECURITIES AND EXCHANGE COMMISSION
--------------------------------------------

In the Matter of

NATIONAL FUEL GAS COMPANY                                THIRTY-FOURTH
NATIONAL FUEL RESOURCES, INC.                             CERTIFICATE
                                                          PURSUANT TO
File No. 70-7833                                            RULE 24

(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 June 30, 2000.  Also attached as Exhibit "B" is
the Balance sheet of NFR as of June 30, 2000.

              IN WITNESS  WHEREOF,  the  undersigned  companies have duly caused
this Certificate to be signed this 11th day of August, 2000.

                                 NATIONAL FUEL RESOURCES, INC.



                                 By:  /s/ R. J. Kreppel
                                    --------------------------------------------
                                    R. J. Kreppel, President


                                 NATIONAL FUEL GAS COMPANY



                                 By:  /s/ James R. Peterson
                                    --------------------------------------------
                                    James R. Peterson, Assistant Secretary




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