-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qqek4TF75NFuZzi/+JNVkcFi5GxBpls65nG0qui0fYK5ti5RyoOJ2oauYTNDd852 f7hNlC/kJ2IKURTPRdGnHA== 0000070145-98-000041.txt : 19980304 0000070145-98-000041.hdr.sgml : 19980304 ACCESSION NUMBER: 0000070145-98-000041 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980303 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: U-9C-3 SEC ACT: SEC FILE NUMBER: 074-00027 FILM NUMBER: 98556507 BUSINESS ADDRESS: STREET 1: 10 LAFAYETTE SQ CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7168576980 MAIL ADDRESS: STREET 1: 10 LAFAYETTE SQ STREET 2: 10 LAFAYETTE SQ CITY: BUFFALO STATE: NY ZIP: 14203 U-9C-3 1 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 December 31, 1997 Registered Holding Company: National Fuel Gas Company (A New Jersey Corporation) 10 Lafayette Square Buffalo, New York 14203 ITEM 1 - ORGANIZATION CHART
Name of Reporting Co. Energy or Gas Date of State of Percentage of Nature of Business Related Organization Organization Voting Securities Held 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. (New) securities of Gateway Energy, Inc. Seneca Independence Gas 1996 Delaware 100% Construct and operate Pipeline Company interstate natural gas transportation facilities. Niagara Independence Gas 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. (new) Gas 1995 New York 100% Gas marketing.
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 December 31, 1997, the reporting companies engaged in the following activities: Seneca Independence Pipeline Company ("SIP") exercised its option to increase its future general partnership interest in Independence Pipeline Company ("Independence"), upon receipt of approval by the SEC under the PUHCA (see Form U-1 filed 10/6/97, File 70-9117) to 33.33%. SIP also borrowed $3,500 from National Fuel Gas Company to set up an escrow account required by the Partnership Interest Purchase Agreement, and set up that escrow account. Niagara Independence Marketing Company participated in the management of 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. was acquired by National Fuel Resources, Inc. on December 1, 1997. During the month of December, Gateway engaged in various gas marketing transactions, from time to time. Niagara Energy Trading Inc. ("NET") engaged in gas marketing transactions this quarter. ITEM 2 - ISSUANCE OF SECURITIES AND CAPITAL CONTRIBUTIONS
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 Seneca Note $3,500 Issue N/A National N/A $3,500 Independence Fuel Gas Pipeline Company Company DirectLink Gas no transactions this quarter Marketing Company Niagara no transactions this quarter Independence Marketing Company Niagara Note $800,000 Issue N/A National N/A $800,000 Energy Fuel Gas Trading Company Inc. Gateway Capital 100 Shares * N/A National N/A $1,400 Energy, Stock Fuel Inc. Resources, Inc.
* On 12/1/97, National Fuel Resources, Inc. acquired all of the outstanding shares from the existing shareholders. ITEM 3 - ASSOCIATE TRANSACTIONS PART 1 - TRANSACTIONS PERFORMED BY REPORTING COMPANY ON BEHALF OF ASSOCIATE COMPANIES
Reporting Co. Associate Co. Types of Direct Indirect Cost of Total Amount Billed Rendering Receiving Services Costs Costs Capital Services Services Rendered Charged Charged NONE
PART 2 - TRANSACTIONS PERFORMED BY ASSOCIATE COMPANIES ON BEHALF OF REPORTING COMPANY
Associate Co. Reporting Co. Types of Direct Indirect Cost of Total Amount Billed Rendering Receiving Services Costs Costs Capital Services Services Rendered Charged Charged 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.
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 $ 4,500 Marketing activities 942,000 ---------- Total Current Aggregate Investment: $946,500 ITEM 5 - OTHER INVESTMENTS
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 NONE
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 Independence Marketing Company - Attached 4. Balance Sheet for Niagara Energy Trading Inc. - Attached 5. Income Satement for Niagara Energy Trading Inc. - Attached 6. Balance Sheet for Gateway Energy, Inc. - Attached 7. Income Statement for Gateway Energy, Inc. - Attached NOTE: DirectLink Gas Marketing Company had no assets, liabilities or transactions at December 31, 1997. Niagara Independence Marketing Company had no transactions this quarter. 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: March 3, 1998 NATIONAL FUEL GAS COMPANY By: /s/ James R. Peterson --------------------------------------- James R. Peterson Assistant Secretary EX-99 2 SENECA INDEPENDENCE PIPELINE COMPANY BALANCE SHEET AT DECEMBER 31, 1997 --------------- ASSETS Current Assets: Cash $1,000 Other Accounts Receivable 3,543 ------ 4,543 ------ Property, Plant & Equipment - ------ Other Assets - ------ $4,543 ====== LIABILITIES & STOCKHOLDERS EQUITY Current Liabilities Accounts Payable - Intercompany $3,543 ------ Other Liabilities - ------ Capitalization: Stockholder's Equity: Capital Stock 1,000 Earnings Reinvested in the Busines - ------ 1,000 ------ $4,543 ====== EX-99 3 SENECA INDEPENDENCE PIPELINE COMPANY INCOME STATEMENT THREE MONTHS ENDED DECEMBER 1997 ------------------ Operating Income - --- Operating Expense - --- Operating Income / (Loss) - --- Other Income Other Interest $43 --- Other Deductions Interest Expense - Intercompany 43 --- Net Income / (Loss) Before Income Taxes - --- Income Taxes Federal - --- State - --- Net Income / (Loss) - --- EX-99 4 NIAGARA INDEPENDENCE MARKETING COMPANY BALANCE SHEET AT DECEMBER 31, 1997 --------------- ASSETS Current Assets: Cash $1,000 ------ Property, Plant & Equipment - ------ Other Assets - ------ $1,000 ====== LIABILITIES & STOCKHOLDERS EQUITY Current Liabilities - ------ Other Liabilities - ------ Capitalization: Stockholder's Equity: Capital Stock $1,000 ------ $1,000 ====== EX-99 5 NIAGARA ENERGY TRADING INC BALANCE SHEET AT DECEMBER 31, 1997 --------------- ASSETS Assets: Cash $ 37,962 Accounts Receivable Intercompany - Other - Allowance for Uncollectable Accou - Inventory 740,000 Prepayments - -------- 777,962 -------- Property, Plant & Equipment - Less: Accumulated Depletion, Depreciation and Amortizatio - -------- - -------- Other Assets: Other Investments - Deferred Charges 23,011 -------- 23,011 -------- $800,973 ======== LIABILITIES & STOCKHOLDERS EQUITY Liabilities: Accounts Payable- Intercompany $ 30,503 Other - Notes Payable-Intercompany 800,000 Accrued Liabilities - Income Taxes-Federal (9,724) Other Accrued Taxes (2,748) --------- 818,031 --------- Other Liabilities: Accumulated Deferred Income Taxes - Other Deferred Credits - --------- - --------- Capitalization: Stockholder's Equity: Issued & Outstanding - Capital in Excess - Paid-in-Capital 1,000 Earnings Reinvested in the Business (Accumulated Deficit) (18,058) -------- Total Common Stock Equity (17,058) -------- $800,973 ======== EX-99 6 NIAGARA ENERGY TRADING INC. INCOME STATEMENT THREE MONTHS ENDED DECEMBER 31, 1997 ----------------- Operating Income: Collection Revenue - -------- - -------- Operating Expenses: General & Administrative $ 30,130 Other Taxes 400 -------- 30,530 -------- Operating Income/(Loss) (30,530) -------- Other Income Interest - Other Deductions Interest Expense - Miscellaneous - -------- - -------- Net Income/(Loss) Before Income Taxes (30,530) -------- Income Taxes: Federal (9,724) Federal - Deferred - State (2,748) State - Deferred - -------- (12,472) -------- Net Income/(Loss) $(18,058) ======== EX-99 7 GATEWAY ENERGY, INC. BALANCE SHEET AT DECEMBER 31, 1997 --------------- ASSETS Current Assets $ -0- ========= CAPITALIZATION Common Stock $ 10 ======== EX-99 8 GATEWAY ENERGY, INC. INCOME STATEMENT TWELVE MONTHS ENDED DECEMBER 1997 Sales $ 3,088,284 Purchases (2,866,287) ----------- 221,997 Interest Income 4,585 Salaries (95,627) Payroll Tax (8,006) Fringes (10,337) Office (79,749) Miscellaneous (506) Legal and Professional (17,236) Vehicles (1,428) Other (12,654) Interest Expense (6,325) ----------- Loss $ (5,286) -----END PRIVACY-ENHANCED MESSAGE-----