0000070145-95-000065.txt : 19950811 0000070145-95-000065.hdr.sgml : 19950811 ACCESSION NUMBER: 0000070145-95-000065 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 19950810 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL FUEL GAS CO CENTRAL INDEX KEY: 0000070145 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 131086010 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-08297 FILM NUMBER: 95560585 BUSINESS ADDRESS: STREET 1: 30 ROCKEFELLER PLZ CITY: NEW YORK STATE: NY ZIP: 10112 BUSINESS PHONE: 2125417533 35-CERT 1 7TH RULE 24 - MONEY POOL PAGE 1 OF 10 UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION ____________________________________________ In the Matter of NATIONAL FUEL GAS COMPANY SEVENTH NATIONAL FUEL GAS DISTRIBUTION CORPORATION CERTIFICATE NATIONAL FUEL GAS SUPPLY CORPORATION PURSUANT TO SENECA RESOURCES CORPORATION RULE 24 UTILITY CONSTRUCTORS, INC. HIGHLAND LAND & MINERALS, INC. LEIDY HUB, INC. DATA-TRACK ACCOUNT SERVICES, INC. NATIONAL FUEL RESOURCES, INC. File No. 70-8297 (Public Utility Holding Company Act of 1935) ____________________________________________ THIS IS TO CERTIFY, pursuant to Rule 24, that certain transactions proposed by National Fuel Gas Company ("National") and its subsidiaries, National Fuel Gas Distribution Corporation ("Distribution Corporation"), National Fuel Gas Supply Corporation ("Supply Corporation"), Seneca Resources Corporation ("Seneca"), Utility Constructors, Inc. ("UCI"), Highland Land & Minerals, Inc. ("Highland"), Leidy Hub, Inc. ("Leidy"), Data-Track Account Services, Inc. ("Data-Track") and National Fuel Resources, Inc. ("NFR") in Form U-1, Application-Declaration, File No. 70-8297, as amended, have been carried out in accordance with the terms and conditions, and for the purposes as represented by said Application-Declaration, and the Order of the Securities and Exchange Commission ("Commission") (HCAR No. 35-25964 dated December 29, 1993) with respect thereto. Note that, on July 1, 1994, Penn-York Energy Corporation ("Penn-York") merged with Supply Corporation, with Supply Corporation as the surviving entity (see File No. 70-8135, HCAR No. 35-25811). Because of certain FERC ratemaking considerations, Supply Corporation found it necessary to separately account for Penn-York associated borrowings until the FERC approved of Supply Corporation's tariff rates that effected the combination of the Supply Corporation and Penn-York assets. During the quarter ended June 30, 1995 the following borrowing transactions occurred: 1. Sales and resales of commercial paper for the quarter are shown on the attached certificates of Merrill Lynch Money Markets, Inc. and Chase Securities, Inc. PAGE 2 OF 10 2. National increased its outstanding borrowings by issuing and selling short-term notes in the following amounts to Chase Manhattan Bank, N.A., or other banks or financial institutions as listed in the Application-Declaration on the dates and at the rates indicated below. The proceeds from the sales of these notes were either used by National for its own corporate purposes or transferred by National to the System Money Pool to be utilized by National's subsidiaries. This schedule also reflects renewals at different rates. DATE AMOUNT RATE 4/3/95 $14,300,000 6.27% 4/4/95 8,200,000 6.21 4/5/95 2,400,000 6.15 4/7/95 3,800,000 6.02 4/10/95 800,000 6.08 4/12/95 3,400,000 6.05 4/13/95 13,400,000 6.07 4/14/95 16,000,000 6.22 4/17/95 17,600,000 6.22 4/18/95 5,000,000 6.13 4/18/95 7,500,000 6.12 4/19/95 3,000,000 6.02 4/20/95 10,000,000 6.02 4/20/95 8,800,000 6.09 4/21/95 7,300,000 6.02 4/24/95 5,600,000 6.03 4/25/95 11,400,000 6.04 4/25/95 10,000,000 6.13 4/25/95 10,000,000 6.19 4/26/95 11,200,000 6.16 4/27/95 8,300,000 6.12 4/28/95 16,100,000 6.08 5/1/95 10,100,000 6.13 5/1/95 20,000,000 6.25 5/1/95 10,000,000 6.13 5/1/95 8,000,000 6.13 5/1/95 10,000,000 6.13 5/1/95 10,000,000 6.14 5/1/95 10,000,000 6.13 5/1/95 15,000,000 6.22 5/2/95 7,200,000 6.05 5/3/95 3,300,000 6.08 5/4/95 6,000,000 6.08 5/5/95 3,500,000 6.08 5/8/95 10,300,000 6.14 5/9/95 6,200,000 6.08 PAGE 3 OF 10 5/10/95 2,100,000 6.22 5/11/95 7,500,000 6.07 5/12/95 8,400,000 6.00 5/15/95 10,000,000 6.20 5/15/95 4,200,000 6.28 5/16/95 7,600,000 6.15 5/17/95 3,800,000 6.09 5/18/95 2,200,000 6.09 5/19/95 7,100,000 6.03 5/22/95 8,800,000 6.13 5/22/95 10,000,000 6.09 5/23/95 6,600,000 6.10 5/24/95 6,200,000 6.15 5/25/95 22,000,000 6.13 5/26/95 11,100,000 6.08 5/30/95 10,300,000 6.14 5/31/95 17,000,000 6.27 6/1/95 11,100,000 6.08 6/2/95 9,400,000 6.08 6/5/95 7,700,000 6.07 6/5/95 10,000,000 6.14 6/6/95 6,300,000 6.08 6/7/95 1,600,000 6.28 6/8/95 28,900,000 6.14 6/9/95 26,000,000 6.14 6/19/95 10,000,000 6.13 6/19/95 12,000,000 6.15 6/20/95 11,500,000 6.15 6/20/95 10,000,000 6.11 6/23/95 10,000,000 6.10 6/23/95 11,600,000 6.11 6/23/95 10,000,000 6.11 6/26/95 10,000,000 6.16 6/26/95 500,000 6.16 6/26/95 11,800,000 6.09 6/27/95 5,500,000 6.08 6/28/95 6,000,000 6.02 6/29/95 3,800,000 6.08 6/30/95 10,000,000 6.37 6/30/95 16,600,000 6.30 On April 18, 1995 National renewed its $125,000,000 line of credit with Chase Manhattan Bank, N.A. National's credit facility with Manufacturers and Traders Trust Company was increased from $35,000,000 to $70,000,000 on May 9, 1995. On May 10, 1995 National and Broadway Capital Corporation entered into a Loan Agreement having a facility amount of $50,000,000. Borrowings under such facilities will be made in accordance with the Application-Declaration and the Commission's Order. PAGE 4 OF 10 3. Supply Corporation (non-Penn-York) transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/3/95 $9,900,000 6.12% 4/12/95 8,900,000 6.08 4/24/95 9,000,000 6.03 4/26/95 100,000 6.05 5/2/95 1,000,000 6.08 5/4/95 1,300,000 6.07 5/5/95 500,000 6.06 5/12/95 6,800,000 6.03 5/30/95 700,000 6.05 5/31/95 4,500,000 6.05 6/1/95 1,000,000 6.05 6/19/95 1,100,000 6.07 6/26/95 2,200,000 6.06 6/27/95 6,300,000 6.07 6/29/95 500,000 6.09 4. Supply Corporation (non-Penn-York) borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below. None. Supply Corporation (Penn-York related) borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below. DATE AMOUNT RATE 4/6/95 $ 100,000 6.154% 4/7/95 100,000 6.144 4/14/95 800,000 6.153 4/19/95 100,000 6.132 4/25/95 1,100,000 6.220 4/26/95 100,000 6.230 4/27/95 300,000 5.952 5/1/95 300,000 6.146 5/3/95 100,000 6.145 5/9/95 100,000 6.146 5/18/95 100,000 6.182 5/19/95 1,100,000 6.160 PAGE 5 OF 10 5/24/95 100,000 6.166 5/30/95 900,000 6.154 6/5/95 100,000 6.146 6/13/95 100,000 6.139 6/19/95 1,200,000 6.140 6/30/95 100,000 6.187 5. Distribution Corporation transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/18/95 $ 300,000 6.08% 4/19/95 5,200,000 6.06 4/21/95 2,500,000 6.06 4/24/95 1,700,000 6.03 6/12/95 27,700,000 6.06 6/15/95 100,000 6.03 6/16/95 4,400,000 6.06 6/19/95 900,000 6.07 6/21/95 700,000 6.08 6/22/95 1,300,000 6.08 6. Distribution Corporation borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: DATE AMOUNT RATE 4/14/95 $ 1,300,000 6.153% 4/17/95 600,000 6.154 4/25/95 19,200,000 6.220 4/28/95 3,000,000 6.118 5/1/95 44,400,000 6.146 5/19/95 5,600,000 6.160 5/22/95 1,700,000 6.162 5/25/95 13,700,000 6.163 5/31/95 8,000,000 6.164 6/8/95 18,500,000 6.144 6/27/95 2,000,000 6.135 6/30/95 7,500,000 6.187 7. National transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or PAGE 6 OF 10 commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/3/95 $ 500,000 6.12% 4/7/95 2,000,000 6.07 4/12/95 2,800,000 6.08 5/1/95 2,200,000 6.07 5/3/95 500,000 6.08 5/8/95 1,500,000 6.06 5/12/95 2,700,000 6.03 5/31/95 1,900,000 6.05 6/2/95 500,000 6.07 6/5/95 700,000 5.98 6/8/95 1,500,000 5.98 6/16/95 6,000,000 6.06 6/27/95 500,000 6.07 8. Seneca transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. None. 9. Seneca borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: DATE AMOUNT RATE 4/5/95 $ 100,000 6.153% 4/7/95 300,000 6.144 4/10/95 100,000 6.148 4/12/95 600,000 6.140 4/13/95 200,000 6.130 4/17/95 700,000 6.154 4/18/95 500,000 6.138 4/19/95 400,000 6.132 4/26/95 200,000 6.230 4/28/95 1,100,000 6.118 5/1/95 32,600,000 6.146 5/3/95 100,000 6.145 5/12/95 600,000 6.140 5/16/95 100,000 6.153 5/17/95 1,000,000 6.166 PAGE 7 OF 10 5/18/95 200,000 6.182 5/22/95 600,000 6.162 5/23/95 100,000 6.164 5/24/95 200,000 6.166 5/30/95 1,800,000 6.154 6/5/95 800,000 6.146 6/6/95 100,000 6.143 6/12/95 3,600,000 6.136 6/13/95 100,000 6.139 6/14/95 100,000 6.139 6/19/95 800,000 6.140 6/22/95 200,000 6.133 6/29/95 300,000 6.136 6/30/95 2,100,000 6.187 In accordance with the terms of the Application- Declaration (Item 5) and the Order of the Commission in this proceeding dated December 29, 1993 (HCAR No. 35-25964), attached as Exhibit A is a copy of Seneca's Income Statement for the Nine and Twelve Months Ended June 30, 1995 and attached as Exhibit B is a copy of Seneca's Balance Sheet at June 30, 1995. 10. UCI transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 6/14/95 $1,700,000 6.03% 11. UCI borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: DATE AMOUNT RATE 5/1/95 $500,000 6.146% 12. Highland transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/3/95 $ 400,000 6.12% PAGE 8 OF 10 4/7/95 800,000 6.07 4/17/95 200,000 6.08 4/25/95 1,100,000 6.03 5/1/95 100,000 6.07 5/4/95 400,000 6.07 5/8/95 800,00 6.06 5/18/95 200,000 5.86 5/25/95 1,100,000 6.05 5/31/95 100,000 6.05 6/5/95 400,000 5.98 6/8/95 800,000 5.98 6/16/95 200,000 6.06 6/23/95 1,100,000 6.08 6/30/95 100,000 6.09 13. Highland borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: None. 14. Leidy transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. None. 15. Leidy borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: None. 16. Data-Track transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/7/95 $400,000 6.07% 5/8/95 400,000 6.06 6/8/95 400,000 5.98 PAGE 9 OF 10 17. Data-Track borrowed the following amounts from the System Money Pool on the dates and at the rates indicated below: None. 18. NFR transferred the following amounts to the System Money Pool on the dates and at the rates indicated below. These amounts were either used to decrease outstanding System borrowings and/or commercial paper or utilized by National's other subsidiaries. DATE AMOUNT RATE 4/5/95 $ 700,000 6.12% 4/7/95 100,000 6.07 4/10/95 700,000 6.05 4/11/95 800,000 6.08 4/12/95 500,000 6.08 4/13/95 800,000 6.08 4/17/95 600,000 6.08 4/19/95 100,000 6.06 4/20/95 800,000 6.06 4/24/95 100,000 6.03 4/25/95 700,000 6.07 5/9/95 500,000 6.03 5/10/95 300,000 6.02 5/11/95 1,200,000 6.02 5/12/95 500,000 6.03 5/15/95 800,000 6.03 5/16/95 300,000 6.07 5/18/95 900,000 5.86 5/22/95 800,000 6.05 6/5/95 500,000 5.98 6/7/95 100,000 5.95 6/9/95 1,400,000 6.00 6/12/95 900,000 6.06 6/14/95 1,300,000 6.03 6/15/95 300,000 6.03 6/16/95 900,000 6.06 6/21/95 700,000 6.08 6/29/95 200,000 6.09 19. NFR borrowed the following amounts from the System PAGE 10 OF 10 Money Pool on the dates and at the rates indicated below: None. Dated: August 10, 1995 NATIONAL FUEL GAS COMPANY By: /s/ Gerald T. Wehrlin Gerald T. Wehrlin Controller \JES\MONYPOOL\R24-7-95.WP EX-99 2 MERRILL LYNCH LETTER PAGE 1 OF 2 Debt and Equity Markets Group World Financial Center North Tower New York, New York 10281-1310 212 449 1000 MERRILL LYNCH July 10, 1995 Ms. Donna Cambas Supervisor of Accounting & Finance National Fuel Gas Company 10 Lafayette Square - Room 1100 New York, NY 14203 Dear Donna, This is to advise you that in connection with the distribution of commercial paper of National Fuel Gas Company from April 1, 1995 to June 30, 1995 no sales or resales were made by Merrill Lynch Money Markets Inc. for National Fuel Gas Company's commercial paper program. A summary of all trade activity for the quarter is attached, which reflects no sales or resales took place for the period indicated. Sincerely, /s/ E. Stewart Johnson E. Stewart Johnson ESJ:lcm Enclosed PAGE 2 OF 2 PROGRAM ISSUANCE TRADE DETAIL - CP 04/01/95 - 06/30/95 Pgm Fx/F1 Trade Dt Sett Dt MTY DTM PAR Rate Proceeds TOTALS ______ Number of Trans: 0 Total Par 0 Total Proceeds 0 Dollar Weighted Averages ________________________ Days to Mty: NaN Rate: NaN Programs: N1 NATIONAL FUEL GAS CO. 07/13/95 page 2 EX-99 3 CHASE SECURITIES LETTER PAGE 1 OF 2 Chase Securities, Inc. One Chase Manhattan Plaza New York, New York 10081 CHASE July 17, 1995 Ms. Donna Cambas National Fuel Gas Company 10 Lafayette Square - Room 1500 Buffalo, New York 14203 Dear Ms. Cambas: This is to advise you that in connection with the distribution of commercial paper for the National Fuel Gas Company from April 4, 1995 to June 30, 1995 all sales and resales on your behalf by Chase Securities, Inc. were made only to those customers included in the Confidential List retained by the corporation of National Fuel Gas Company's commercial paper program. The issuance of National Fuel Gas Company commercial paper and sales thereof were made in accordance with the provisions of that program. A summary of all trade activity for the quarter is attached. Sincerely, /s/ Anton J. Schubert Anton J. Schubert Vice President PAGE 2 OF 2 Chase Securities, Inc. One Chase Manhattan Plaza New York, New York 10081 CHASE July 17, 1995 NATIONAL FUEL GAS COMPANY Second Quarter Performance Report PAR ISSUE MATURITY AMOUNT DATE DATE RATE YIELD TERM TYPE 10,000,000 04/26/95 06/16/95 6.10 6.1532 51 Days Discounted 10,000,000 04/26/95 06/23/95 6.14 6.2015 58 Days Discounted 15,000,000 06/27/95 07/03/95 6.05 6.0561 6 Days Discounted /s/ Anton J. Schubert Anton J. Schubert, Vice President EX-99 4 INCOME STATEMENT - SRC SEC FILE NO. 70-8297 RULE 24 - SEVENTH CERTIFICATE EXHIBIT A SENECA RESOURCES CORPORATION INCOME STATEMENT (Unaudited) Nine Months Ended Twelve Months Ended JUNE 1995 JUNE 1995 _________________ ___________________ Operating Revenues $45,895,451 $64,099,719 ------------- ----------- Operating Expenses: Purchased Gas 799,689 956,023 Operation and Maintenance 14,180,368 19,611,137 Depletion, Depreciation & Amort. 15,945,182 22,952,284 Other Taxes 662,204 1,225,459 ------------- ------------ 31,587,443 44,744,903 ------------- ------------ Operating Income 14,308,008 19,354,816 ------------- ------------ Other Income 64,875 68,503 Interest Expense 6,675,507 8,526,571 ------------- ------------ Net Income Before Income Taxes 7,697,376 10,896,748 ------------- ------------ Income Taxes: Federal (4,168,932) (7,146,781) State (125,310) (125,310) Deferred 6,812,896 9,232,429 ------------- ------------ 2,518,654 1,960,338 ------------- ------------ Net Income $ 5,178,722 $ 8,936,410 ============ ============ EX-99 5 BALANCE SHEET - SRC SEC FILE NO. 70-8297 RULE 24 - SEVENTH CERTIFICATE EXHIBIT B PAGE 1 OF 2 SENECA RESOURCES CORPORATION BALANCE SHEET AT JUNE 30, 1995 (Unaudited) ASSETS Total ------ ------------- Current Assets Cash $ 809,923 Accounts Receivable- Intercompany 2,153,143 Other 6,395,045 Allowance for Uncollectible Accounts (123,051) Notes Receivable- Associated Company 0 Other 85,000 Production Receivable 0 Materials and Supplies 1,587,789 Prepayments 1,866,167 ------------- Total Current Assets 12,774,016 ------------- Property, Plant and Equipment 525,867,521 Less: Accumulated Depreciation, Depletion and Amortization 185,257,689 ------------- Net Property, Plant and Equipment 340,609,832 ------------- Other Assets Other Assets 0 Deferred Charges 1,482,830 Notes Receivable 36,300 ------------- Total Other Assets 1,519,130 ------------- Total Assets $354,902,978 ============= SEC FILE NO. 70-8297 RULE 24 - SEVENTH CERTIFICATE EXHIBIT B PAGE 2 OF 2 SENECA RESOURCES CORPORATION BALANCE SHEET AT JUNE 30, 1995 (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY Total ------------------------------------ ------------- Current Liabilities: Accounts Payable- Intercompany $ 1,758,562 Other 2,281,728 Notes Payable-Intercompany 119,900,000 Accrued Liabilities 1,246,507 Federal Income Taxes (5,719,971) Other Accrued Taxes 77,695 Accrued Pension Contribution 0 ------------- Total Current Liabilities 119,544,521 ------------- Other Liabilities: Accumulated Deferred Income Taxes 71,512,268 Other Deferred Credits 2,177,849 ------------- Total Other Liabilities 73,690,117 ------------- Stockholders' Equity: Common Stock-$5 Par Value Authorized-100,000 Shares; Issued and Outstanding-100,000 Shares 500,000 Paid in Capital 104,034,942 Earnings Reinvested in the Business 9,133,398 ------------- 113,668,340 Advances from Associated Companies 48,000,000 Long-Term Debt 0 ------------- Total Capitalization 161,668,340 ------------- Total Liabilities and Stockholders Equity $354,902,978 =============