8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 30, 2004

NUI Corporation
(Exact name of registrant as specified in its charter)

New Jersey
(State or Other Jurisdiction of Incorporation)

001-16385
(Commission File Number)

22-3708029
(I.R.S. Employer Identification Number)

550 Route 202-206, PO Box 760
Bedminster,  New Jersey 07921
(Address and zip code of principal executive offices)

(908) 781-0500
(Registrant's telephone number, including area code)

Item 5.  Other Events

On June 30, 2004, NUI Corporation (the "Company") announced that its wholesale energy trading subsidiary, NUI Energy Brokers, Inc. (NUIEB), has entered into a plea agreement with the New Jersey Attorney General's Office relating to certain transactions at NUIEB.  Pursuant to the plea agreement, NUIEB pleaded guilty today to Misconduct by a Corporate Official.  NUIEB expects to pay a $500,000 fine in connection with the plea.  NUI has entered into a separate agreement with the New Jersey State Attorney General's Office pursuant to which NUI has agreed to develop, fund and operate certain community service programs. This concludes the investigation by the Attorney General's Office of NUI Corporation and its subsidiaries.  The press release is filed herewith as Exhibit 99.1 and copies of the agreements are filed herewith as Exhibits 99.2 and 99.3.

Item 7.  Financial Statements and Exhibits

(c)        Exhibits

The following exhibits are filed herewith:

Exhibit No.                   Description of Exhibit

99.1                             Press Release dated June 30, 2004

99.2                             Agreement dated June 30, 2004 with respect to NUI

99.3                             Agreement dated June 30, 2004 with respect to NUIEB

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

                                                            NUI CORPORATION.

                                                            By:   /S/  Craig G. Matthews
                                                            Name:    Craig G. Matthews
                                                            Title:       President & CEO

Dated: June 30, 2004

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated June 30, 2004
99.2	Agreement dated June 30, 2004 with respect to NUI
99.3	Agreement dated June 30, 2004 with respect to NUIEB

EX-99

Investor Contact:                                          Media Contact:
Linda S. Lennox                                              Christopher Reardon
Director, Investor Relations                              Manager, Corporate Communications
(908) 719-4222                                               (908) 719-4224
llennox@nui.com                                             creardon@nui.com

For Immediate Release

 NUI CORP. ANNOUNCES RESOLUTION OF INVESTIGATION BY
NEW JERSEY STATE ATTORNEY GENERAL'S OFFICE

 Bedminster, NJ - June 30, 2004 - NUI Corporation (NYSE:NUI) today announced that its wholesale energy trading subsidiary, NUI Energy Brokers, Inc. (NUIEB), has entered into a plea agreement with the New Jersey Attorney General's Office relating to certain transactions at NUIEB.  Pursuant to the plea agreement, NUIEB pleaded guilty today to Misconduct by a Corporate Official.  NUIEB expects to pay a $500,000 fine in connection with the plea.  NUI has entered into a separate agreement with the New Jersey State Attorney General's Office pursuant to which NUI has agreed to develop, fund and operate certain community service programs.

This concludes the investigation by the Attorney General's Office of NUI Corporation and its subsidiaries.  The New Jersey Board of Public Utilities (NJBPU) concluded a similar review of NUI and NUIEB in April, with the conclusion of a focused audit of the company that ended with the NJBPU ordering a $28 million refund to customers and a $2 million fine.

Craig G. Matthews, NUI President and Chief Executive Officer, stated,  "When I joined the company, the NUI Board made it clear that we were to conclude the various investigations into the company and proceed with the sale process.  These agreements with the New Jersey State Attorney General and the settlement with the New Jersey Board of Public Utilities brings closure to the investigations by these parties of the company's energy trading business.  The completion of these investigations should help facilitate the sale of the company."

NUI expects to sign a definitive agreement with a purchaser of the company in the third quarter of calendar 2004.

NUI Corporation, based in Bedminster, NJ, is an energy company that operates natural gas utilities and businesses involved in natural gas storage and pipeline activities.  NUI Utilities' divisions include Elizabethtown Gas in New Jersey, City Gas Company of Florida and Elkton Gas in Maryland.

This press release contains forward-looking statements, including statements related to potential buyers and the potential sale of NUI Corporation and to the potential penalties relating to NUIEB's guilty plea.  These statements are based on management's current expectations and information currently available and are believed to be reasonable and are made in good faith.  However, the forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected in the statements.  Factors that may make the actual results differ from anticipated results include, but are not limited to, the ability of the company to identify a buyer of the company and negotiate a definitive agreement for the sale of NUI Corporation; the actual amount of any fines or penalties imposed and the terms of sentencing in connection with NUIEB's plea; those factors set forth in NUI Corporation's Form 10-K, Form 10-Q and its other filings with the Securities and Exchange Commission; and other uncertainties, all of which are difficult to predict and some of which are beyond NUI Corporation's control.  For these reasons, you should not rely on these forward-looking statements when making investment decisions.  The words "expect," "believe," "project," "anticipate," "intend," "should," "could," "will," and variations of such words and similar expressions, are intended to identify forward-looking statements.  NUI Corporation does not undertake any obligation to update publicly any forward-looking statement, either as a result of new information, future events or otherwise.

###

EX-99

State of New Jersey
OFFICE OF THE ATTORNEY GENERAL
DEPARTMENT OF LAW AND PUBLIC SAFETY
DIVISION OF CRIMINAL JUSTICE
ONE APOLLO DRIVE
WHIPPANY, NJ 07981
TELEPHONE: (973) 599-5900

JAMES E. MCGREEVEY                                                                  PETER C. HARVEY
Governor                                                                                            Attorney General

                                                                                                           VAUGHN L. MCKOY
                                                                                                           Director

June 30, 2004

Barry H. Evenchick, Esq.
Walder, Hayden & Brogan, P.A.
5 Becker Farm Road
Roseland, New Jersey 07068

Re:  State of New Jersey v. NUI Energy Brokers. Inc.

Dear Mr. Evenchick:

This letter sets forth the full and complete plea agreement between your client, NUI Energy Brokers, Inc., and the Division of Criminal Justice for the State of New Jersey.

The following are the terms of the plea agreement:

1. The State will accept from NUI Energy Brokers, Inc. ("Energy Brokers") a guilty plea to an Accusation charging one count of Misconduct by a Corporate Official, in the third degree, in violation of N.J.S.A. 2C:21-9c, N.J.S.A. 2C:2-6, and N.J.S.A. 2C:2-7. If Energy Brokers enters a guilty plea to the above charge and is sentenced on that charge, and fully complies with the terms specified below, then this Office will not prosecute Energy Brokers, NUI Corporation, or any other subsidiary of NUI Corporation for any other criminal violations arising out of the heretofore disclosed conduct (i) related to the purchase and sale of gas by Energy Brokers, between approximately April 1997 and approximately January 2004, and (ii) related to the Order of the New Jersey Board of Public Utilities, dated April 26, 2004.

2. The defendant agrees to pay a fine of $500,000. The fine shall be paid in the following manner: $200,000 shall be paid immediately upon entry of the guilty plea. The remaining $300,000 shall be paid (i) on the day of sentencing, or (ii) within one business day after the close of a sale of Energy Brokers and/or NUI Corporation, whichever of those two events shall occur earlier in time. The State reserves the right to supply any factual information required by the sentencing Court in connection with the imposition of a fine.

3. Energy Brokers agrees to cooperate fully with the State of New Jersey in any

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June 30, 2004

and all matters in which the State inquires. Energy Brokers understands that full cooperation includes the provision of any and all documents requested by the State and disclosure of all information concerning any activities by the corporation, any subsidiary, parent or entity in which Energy Brokers has a financial interest, any employee, any agent of the corporation and/or others about which representatives of the Division of Criminal Justice may inquire. Energy Brokers further agrees to make its employees, officers, and agents available for questioning at all reasonable times and for testimony in all proceedings, including grand jury and trial proceedings, as to any activities about which they are questioned. Energy Brokers further agrees to provide, and to require its employees, officers and agents to provide, complete, truthful, and accurate information and testimony.

4. Should it be determined by this Office that Energy Brokers has intentionally given materially false, incomplete or misleading testimony or information, or should Energy Brokers breach any provision of this agreement, then this Agreement is null and void and Division of Criminal Justice may prosecute Energy Brokers for any criminal violation of which this Office has knowledge, including but not limited to Misconduct by a Corporate Official. Any such prosecution may be based upon any statements and information provided by Energy Brokers, and all such statements and information may be used against it. In such event, Energy Brokers explicitly agrees to waive any statute of limitations defense and Double Jeopardy defense. Energy Brokers also agrees that it shall not seek return of any funds paid pursuant to this Agreement under any circumstances.

5. Energy Brokers agrees to submit to the State of New Jersey, not less than once annually, for a period of three years beginning on the date sentence is imposed, a notarized, sworn Certification that during the time period from the date of sentence, or from the date of the prior Certification (whichever is later in time), Energy Brokers has neither purchased nor sold gas on behalf of any utility regulated by the State of New Jersey. This Certification shall further state that Energy Brokers has no knowledge that any employee of Energy Brokers has engaged in any criminal conduct with respect to the trading of gas on behalf of any utility regulated by the State of New Jersey.

6. Energy Brokers agrees that it shall not indemnify any person for payment of criminal fines, or restitution, if such person is found liable for a crime relating to the purchase and sale of gas based on such person's employment at Energy Brokers, in an action brought by the State of New Jersey, unless such indemnification is required by Energy Brokers's articles of incorporation and/or by-laws (in effect as of the date of this letter), order of a Court of competent jurisdiction, or Delaware law. In the event that a lawsuit is filed seeking indemnification that would otherwise be prohibited under this paragraph, Energy Brokers shall provide a copy of the Complaint to the State of New Jersey within 10 business days after its receipt.

7. In order to insure that Brian Rose, James Puzio, Joseph Bores, Christine

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Barry H. Evenchick, Esq.
June 30, 2004

Frezza, Stanley Brownell, and Joseph Principato have no role in the trading of gas on behalf of Energy Brokers for a period of three years from the date Energy Brokers signs this agreement, Energy Brokers agrees that in that same three-year period, it shall not hire or rehire any of them, as an employee, agent, consultant, or otherwise, and shall not permit any affiliated company to hire or rehire any of them as an employee, agent, consultant, or otherwise. Energy Brokers further agrees that in the event any other person is hereafter convicted of any crime related to the trading of gas by Energy Brokers during the time period covered by this Agreement, then no later than the date of sentencing of such person, unless otherwise prohibited by law, Energy Brokers shall terminate the employment of such person and shall not rehire such person as an employee, agent, consultant, or otherwise, for a period of three years, unless the State of New Jersey expressly agrees to waive such condition in writing.

8. This Agreement is expressly conditioned on the agreement made this same date with NUI Corporation (the "NUI Agreement"), and shall be null and void in the event of a material breach of the NUI Agreement.

9. The promises, agreements, duties, obligations and all provisions of this Settlement Agreement shall be binding upon and inure to the benefit of the State of New Jersey and Energy Brokers, its subsidiaries, parent company(ies), successors, and entity(ies) in which Energy Brokers has a financial interest.

10. No additional promises, agreements or conditions have been entered into with or offered to defendant, other than those set forth in this letter, and none will be entered into unless in writing and signed by all parties.

It is understood that the State reserves the right to speak at the time of sentence.

It is understood that the sentencing Court will order: (1) a mandatory assessment of $50.00 pursuant to N.J.S.A. 2C:43-3.1(2)(a); (2) a mandatory assessment of $75.00 pursuant to N.J.S.A. 2C:43-3.2(a)(1); and (3) a mandatory assessment of $30.00 pursuant to N.J.S.A. 2C:43-3.3.

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Barry H. Evenchick, Esq.
June 30, 2004

If you have any questions about this matter, please call me at the telephone number listed below.

                                                 Yours truly,

                                                 PETER C. HARVEY
                                                 Attorney General of New Jersey

                                                 By: /S/ Thomas R. Clark
                                                            Deputy Attorney General
                                                            Tel. No. (973) 599-5921

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Barry H. Evenchick, Esq.
June 30, 2004

I certify that I am an officer of NUI Energy Brokers, Inc. with authority to bind the company to this agreement, that I have obtained the necessary approval of any corporate officers, Board of Directors or shareholders to enter into this agreement and that I am authorized to enter into this agreement on behalf of NUI Energy Brokers, Inc. I have read this letter and have discussed its terms with the attorney for NUI Energy Brokers, Inc. I understand its terms and I hereby acknowledge that it fully sets forth the agreement of NUI Energy Brokers, Inc. with the Division of Criminal Justice. There have been no additional promises or representations made to me by any officials or employees of the State or by my attorney in connection with this matter.

Dated:  6/30/04                                          /S/ Steven D. Overly
                                                                       Vice President

Dated:  6/30/04                                         /S/ Barry H. Evenchick, Esq.
                                                                      Walder, Hayden & Brogan, P.A.
                                                                      Counsel for NUI Energy Brokers, Inc.

EX-99

State of New Jersey
OFFICE OF THE ATTORNEY GENERAL
DEPARTMENT OF LAW AND PUBLIC SAFETY
DIVISION OF CRIMINAL JUSTICE
ONE APOLLO DRIVE
WHIPPANY, NJ 07981
TELEPHONE: (973) 599-5900

JAMES E. MCGREEVEY                                                              PETER C. HARVEY
Governor                                                                                        Attorney General
 

                                                                                                       VAUGHN L. MCKOY
                                                                                                        Director

June 30, 2004

Barry H. Evenchick, Esq.
Walder, Hayden & Brogan, P.A.
5 Becker Farm Road
Roseland, New Jersey 07068

Re:  Agreement with NUI Corporation

Dear Mr. Evenchick:

This letter sets forth the full and complete agreement between your client, NUI Corporation, and the Division of Criminal Justice for the State of New Jersey with respect to resolving the liability of NUI Corporation and all other subsidiaries of NUI Corporation, except for NUI Energy Brokers, Inc. ("Energy Brokers"), which is subject to a separate agreement, dated this same date (hereinafter "NUI") for the actions of its directors, officers, employees and agents for any criminal violations arising out of the heretofore disclosed conduct (i) related to the purchase and sale of gas by NUI Energy Brokers, Inc., between approximately April 1997 and approximately January 2004, and (ii) related to the Order of the New Jersey Board of Public Utilities, dated April 26, 2004 (the "April 26 BPU Order").

The following are the terms of the agreement:

1. Recognizing the criminal acts of certain officers and employees of its subsidiary, Energy Brokers, NUI agrees to guarantee the payment of any fine imposed against Energy Brokers in connection with the agreement between Energy Brokers and the State of New Jersey, contained in the letter agreement between those two parties, and dated this same date.  NUI further agrees that, in the event Energy Brokers fails to pay any such fine, then the State of New Jersey may seek to recover the fine from NUI without first exhausting efforts to obtain the funds from Energy Brokers.

2. NUI agrees to pay, through its wholly-owned subsidiary NUI Utilities, Inc., $30 million to its customers and to the State of New Jersey, consisting of $28 million to be credited by Elizabethtown Gas Company to its customers, and $2 million to be paid as a penalty

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June 30, 2004

to the State of New Jersey, as required by the terms of the Stipulation and Agreement executed with the New Jersey Board of Public Utilities on or about April 13, 2004, and implemented by the April 26 BPU Order.

3. NUI agrees to cooperate fully with the State of New Jersey in any and all matters in which the State inquires. NUI understands that full cooperation includes the provision of any and all documents requested by the State and disclosure of all information concerning any activities by the corporation, any subsidiary, parent or entity in which NUI has a financial interest, any employee, any agent of the corporation and/or others about which representatives of the Division of Criminal Justice may inquire. NUI further agrees to make its employees, officers, and agents available for questioning at all reasonable times and for testimony in all proceedings, including grand jury and trial proceedings, as to any activities about which they are questioned. NUI further agrees to provide, and to require its employees, officers and agents to provide, complete, truthful, and accurate information and testimony.

4. Should it be determined by this Office that NUI has intentionally given materially false, incomplete or misleading testimony or information, or should NUI breach any provision of this agreement, the non-prosecution provision at paragraph 9 below is null and void and Division of Criminal Justice may prosecute NUI for any criminal violation of which this Office has knowledge, including but not limited to Misconduct by a Corporate Official. Any such prosecution may be based upon any statements and information provided by NUI, and all such statements and information may be used against it. In such event, NUI explicitly agrees to waive any statute of limitations defense and Double Jeopardy defense. NUI also agrees that it shall not seek return of any funds paid pursuant to this Settlement Agreement under any circumstances.

5. NUI agrees that both NUI and NUI Utilities, Inc. (or any successor corporation of which Elizabethtown Gas Company is a division, unit, or other component part), shall submit to the State of New Jersey, not less than once annually, for a period of three years beginning on the date of this Agreement, a notarized, sworn Certification that during the time period from the date of this Agreement, or from the date of the prior Certification (whichever is later in time), to their knowledge, Energy Brokers has neither purchased nor sold gas on behalf of any utility regulated by the State of New Jersey. This Certification shall further state that NUI has no knowledge that any employee of NUI has engaged in any criminal conduct with respect to the trading of gas on behalf of any utility regulated by the State of New Jersey.

6. NUI agrees that it shall not indemnify any person for payment of criminal fines, or restitution, if such person is found liable for a crime relating to the purchase and sale of gas based on such person's employment at Energy Brokers, in an action brought by the State of New Jersey, unless such indemnification is required by the articles of incorporation and/or bylaws (in effect as of the date of this letter) of either NUI or NUI Utilities, Inc., order of a Court of

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Barry H. Evenchick, Esq.
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competent jurisdiction, or New Jersey law. In the event that a lawsuit is filed seeking indemnification that would otherwise be prohibited under this paragraph, NUI shall provide a copy of the Complaint to the State of New Jersey within 10 business days after its receipt.

7. NUI Corporation agrees that it will develop, fund and operate the following community service programs acceptable to the State for a period of three years, beginning on or before January 1, 2005: 1. an internship and mentoring program to provide internship opportunities and mentoring services to teenagers and young adults from Abbott School District Communities within Elizabethtown Gas's service area; 2. a program in which the company sponsors or partners with community organizations within Abbott School District communities within the service area to provide services or economic aid to community residents; and 3. a program in which the company conducts energy-efficiency audits in at least three Abbott School Districts. The terms of this paragraph may be memorialized in a separate signed agreement, but any such agreement must be executed no later than December 1, 2004.

8. In order to insure that Brian Rose, James Puzio, Joseph Bores, Christine Frezza, Stanley Brownell, and Joseph Principato have no role in the trading of gas on behalf of NUI for a period of three years from the date NUI signs this agreement, NUI agrees that in that same three-year period, it shall not hire or rehire any of them, as an employee, agent, consultant, or otherwise, and shall not permit any subsidiary company to hire or rehire any of them as an employee, agent, consultant, or otherwise. NUI further agrees that in the event any other person is hereafter convicted of any crime related to the trading of gas by NUI Energy Brokers, Inc., then no later than the date of sentencing of such person, unless otherwise prohibited by law, NUI shall terminate the employment of such person and shall not rehire such person as an employee, agent, consultant, or otherwise, for a period of three years, unless the State of New Jersey expressly agrees to waive such condition in writing.

9. If NUI fully complies with the terms specified in this letter, and if Energy Brokers fully complies with its obligations pursuant to the letter agreement between Energy Brokers and the State of New Jersey, dated this same date, then the State will not bring any criminal action against NUI for the actions of its directors, officers, employees and agents for any criminal violations arising out of the heretofore disclosed conduct (i) related to the purchase and sale of gas by Energy Brokers, between approximately April 1997 and approximately January 2004, and (ii) related to the Order of the New Jersey Board of Public Utilities, dated April 26, 2004.

10. The promises, agreements, duties, obligations and all provisions of this Settlement Agreement shall be binding upon and inure to the benefit of the State of New Jersey and NUI, its subsidiaries, parent company(ies), successors, and entity(ies) in which NUI has a financial interest.

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Barry H. Evenchick, Esq.
June 30, 2004

11. No additional promises, agreements or conditions have been entered into with or offered to NUI, other than those set forth in this letter, and none will be entered into unless in writing and signed by all parties.

If you have any questions about this matter, please call me at the telephone number listed below.

                                                               Yours truly,

                                                                PETER C. HARVEY
                                                               Attorney General of New Jersey.

                                                                By: /S/Thomas R. Clark
                                                                      Deputy Attorney General
                                                                      Tel. No. (973) 599-5921

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Barry H. Evenchick, Esq.
June 30, 2004

.

I certify that I am an officer of NUI Corporation with authority to bind the company and its subsidiary, NUI Utilities, Inc., to this agreement, that I have obtained the necessary approval of any corporate officers, Board of Directors or shareholders to enter into this agreement and that I am authorized to enter into this agreement on behalf of NUI Corporation and NUI Utilities, Inc. I have read this letter and have discussed its terms with the attorney for NUI Corporation and NUI Utilities, Inc. I understand its terms and I hereby acknowledge that it fully sets forth the agreement of NUI Corporation with the Division of Criminal Justice. There have been no additional promises or representations made to me by any officials or employees of the State or by my attorney in connection with this matter.

Dated: 6/30/04                                         /S/ Steven D. Overly
                                                                     Vice President, Chief Financial Officer
                                                                     and General Counsel

Dated: 6/30/04                                        /S/ Barry H. Evenchick, Esq.
                                                                    Walder, Hayden & Brogan, P.A.
                                                                     Counsel for NUI Corporation