-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, MoXBtZv7iXupJmKAvirczZpwTjd48ku78wjamtlaevB2RDhZiwiNLgdd1ncW5/5R 3jSF6n195SoGebbrB/ZZEg== 0000070145-95-000039.txt : 19950516 0000070145-95-000039.hdr.sgml : 19950516 ACCESSION NUMBER: 0000070145-95-000039 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19950515 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: 070-07833 FILM NUMBER: 95539664 BUSINESS ADDRESS: STREET 1: 30 ROCKEFELLER PLZ CITY: NEW YORK STATE: NY ZIP: 10112 BUSINESS PHONE: 2125417533 35-CERT 1 13TH RULE 24 - NFR PAGE 1 OF 2 UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION _____________________________________________ In the Matter of THIRTEENTH NATIONAL FUEL GAS COMPANY CERTIFICATE NATIONAL FUEL RESOURCES, INC. PURSUANT TO RULE 24 File No. 70-7833 (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 March 31, 1995. Also attached as Exhibit "B", is the Balance Sheet of NFR as of March 31, 1995. During the quarter (i.e., March 13, 1995), NFR purchased for approximately $1.1 million all of the issued and outstanding shares of capital stock of Integrated Gas Marketing, Inc. ("IGM"). IGM had been in the same business as NFR, i.e., gas marketing. The various gas purchase agreements between IGM and its customers constituted substantially all of IGM's assets. During the following quarter (i.e., May 8, 1995), IGM was merged into NFR. NFR was not required to file a U-1 in regard to this acquisition under the doctrine of "transitional merger". See, for example, SCANA SEC No - Action PAGE 2 OF 2 - 2 - Letter (1990) (Lexis 1038), Wisconsin Southern No - Action Letter (1993) WL 544115 (SEC). IN WITNESS WHEREOF, the undersigned companies have duly caused this Certificate to be signed this 15th day of May, 1995. NATIONAL FUEL RESOURCES, INC. By:_/s/R. J. Kreppel_____________ R. J. Kreppel, President NATIONAL FUEL GAS COMPANY By:_/s/G. T. Wehrlin_____________ G. T. Wehrlin, Controller jes\nfr\rul24_13.wp EX-99 2 NFR INCOME STATEMENT EXHIBIT A (PAGE 1 OF 1) 13TH RULE 24 CERTIFICATE FILE NO. 70-7833 NATIONAL FUEL RESOURCES, INC. INCOME STATEMENT (Unaudited) Six Months Twelve Months Ended Ended March 1995 March 1995 Operating Revenues: Gas - Retail $22,401,526 $41,380,048 Gas- Wholesale 1,081,001 4,128,574 Other 238,804 163,343 Partnership Income 0 0 ___________ ____________ $23,721,331 $45,671,965 ___________ ____________ Operating Expenses: Purchase Gas 20,869,776 42,017,112 General and Administrative 923,251 1,420,333 Depletion, Depreciation and Amortization 10,657 11,576 Franchise and Other Taxes 16,619 20,626 ___________ ____________ $21,820,303 $43,469,647 ___________ ____________ Operating Income (loss) $1,901,028 2,202,318 ___________ ____________ Interest Income 121,697 210,880 Interest Expense 3,705 5,230 Amortization and Misc Deductions 257 (82) ___________ ____________ $117,735 $205,732 ___________ ____________ Net Income Before Tax $2,018,763 $2,408,050 ___________ ____________ Income Taxes: Federal 842,782 1,032,353 State 52,994 (123,890) Deferred (160,344) (223,685) ___________ ____________ $735,432 $684,778 ___________ ____________ Net Income $1,283,331 $1,723,272 =========== ============ EX-99 3 NFR BALANCE SHEET EXHIBIT B (PAGE 1 OF 2) 13TH RULE 24 CERTIFICATE FILE NO. 70-7833 NATIONAL FUEL RESOURCES, INC. BALANCE SHEET AT MARCH 31, 1995 (Unaudited) ASSETS Current Assets: Cash $ 184,753 Short Term Investments 4,026,743 Accounts Receivable 5,962,950 Accounts Receivable-Intercompany 22,753 Reserve for Doubtful Accounts (533,000) Other Current Assets (107,395) ___________ $9,556,804 Property, Plant, and Equipment Furniture and Fixtures 18,582 Less - Accumulated Depreciation (42,163) ___________ $60,745 Other Assets: Long Term Investments 1,526,839 Other Deferred Debits 9,810 Deferred Tax Asset 1 ___________ $1,536,650 ___________ $11,154,199 =========== EXHIBIT B (PAGE 2 OF 2) 13TH RULE 24 CERTIFICATE FILE NO. 70-7833 NATIONAL FUEL RESOURCES, INC. BALANCE SHEET AT MARCH 31, 1995 (Unaudited) LIABILITIES Current Liabilities: Accounts Payable $994,741 Accrued Liabilities 920,652 Accrued Sales Tax 9,663 Current Income Taxes-Federal 817,769 -State (7,659) Accounts Payable-Intercompany 783,400 Notes Payable-Intercompany -- ___________ 3,518,567 Long Term Liabilities: Deferred Income Taxes 210,390 Miscellaneous Deferred Credits 481,627 ___________ $ 692,017 Stockholder's Equity: Common Stock 10,000 Capital Paid in Excess of Par 3,490,000 Retained Earnings 3,443,615 ___________ $6,943,615 ___________ $11,154,199 =========== -----END PRIVACY-ENHANCED MESSAGE-----