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 March 31, 2002
National Fuel Gas Company
(Name of Registered Holding Company)
10 Lafayette Square
Buffalo, New York 14203
(Name of Principal Executive Officer)
Inquiries concerning this Form U-9C-3 may be directed to:
James R. Peterson
Assistant Secretary
National Fuel Gas Company
Suite 1500
10 Lafayette Square
Buffalo, New York 14203
(716) 857-7702
ITEM 1 - ORGANIZATION CHART
Name of Reporting Co. Energy or Gas Related Date of Organization State of Organization Percentage of Voting Securities Nature of Business Held
National Fuel Gas Company Holding 1902 New Jersey Holds all voting securities of National Fuel Gas Company is an
the reporting companies except integrated natural gas operation
as indicated below. engaged in owning and holding
securities issued by its subsidiaries.
Seneca Independence Gas 1996 Delaware 100% Holds a 33 1/3% general partnership
Pipeline Company interest in Independence Pipeline
Company, which was not formed under
Rule 58.
Niagara Independence Holding 1997 Delaware 100% Holds the 33-1/3% general partnership
Marketing Company interest in DirectLink Gas Marketing
Company.
DirectLink Gas Marketing Gas 1997 Delaware 33-1/3% Gas marketing.
Company
Upstate Energy Inc. Gas 1997 New York 100% Gas marketing. Also owns a 50%
interest in the Roystone Gas
Processing Plant which was acquired
pursuant to Rule 58.
Roystone Gas Processing Gas 1994 Pennsylvania 50% Processes natural gas and sells
Plant (general partnership) natural gas liquids.
Horizon Power, Inc. Holding 1995 New York 100% Holds a 50% limited liability company
interest in each of Seneca Energy II,
LLC and Model City Energy, LLC.
Seneca Energy II, LLC Energy 2000 New York 50% Landfill gas-powered electric
generation.
Model City Energy, LLC Energy 2000 New York 50% Landfill gas-powered electric
generation.
NARRATIVE DESCRIPTION:
National Fuel Gas Company is not a "reporting company" but is included in this Item 1 because it holds, directly or indirectly, voting securities issued by reporting companies as indicated above.
Horizon Power, Inc. (formerly NFR Power, Inc.) ("Power"), a direct, wholly owned subsidiary of National Fuel Gas Company and an exempt wholesale generator, is not a "reporting company" but is included in this Item 1 because it holds voting securities issued by reporting companies as indicated above.
During the quarter ended March 31, 2002, the reporting companies engaged in the following activities:
Seneca Independence Pipeline Company ("SIP") retained its 33 1/3% general partnership interest in Independence Pipeline Company, pursuant to approval by the SEC under the Public Utility Holding Company Act of 1935 (see File 70-9117, HCAR No. 35-26840). SIP's transactions this quarter are described in its financial statements at Item 6.
Niagara Independence Marketing Company ("Niagara") retained its 33 1/3% interest in DirectLink Gas Marketing Company ("DirectLink"). Niagara's and DirectLink's transactions this quarter are described in their financial statements at Item 6.
Upstate Energy Inc. ("Upstate") engaged in gas marketing transactions this quarter.
Roystone Gas Processing Plant ("Roystone") engaged in processing natural gas and selling natural gas liquids during the quarter.
Seneca Energy II, LLC ("Seneca Energy"), a "qualifying facility" under the Public Utility Regulatory Policies Act of 1978, as amended, engaged in electric generation activities.
Model City Energy, LLC ("Model City"), a "qualifying facility" under the Public Utility Regulatory Policies Act of 1978, as amended, engaged in electric generation activities.
ITEM 2 - ISSUANCE OF SECURITIES AND CAPITAL CONTRIBUTIONS
Principal Consideration
Amount of Person to Whom Collateral Given Received for Each
Company Issuing Stock Type of Security Issued Security Issue or Renewal Cost of Capital Security Was Issued With Security Security
SIP Note $ 100,000 Issue* N/A National Fuel Gas N/A $ 100,000
Company
DirectLink No transactions this quarter
Niagara No transactions this quarter
Upstate Note $100,000 Issue** N/A National Fuel Gas N/A $100,000
$200,000 Issue** Company $200,000
Roystone No transactions this quarter
Seneca Energy No transactions this quarter
Model City No transactions this quarter
* Represents an increase in the daily principal balance of borrowings from the National Fuel Gas Company System Money Pool as
compared with the balance from preceding day. For the quarter, the outstanding balance increased by $100,000.
** Represents an increase in the daily principal balance of borrowings from the National Fuel Gas Company System Money Pool as
compared with the balance from the preceding day. For the quarter, the outstanding balance decreased by $9,200,000.
Company Contributing Capital Company Receiving Capital Amount of Capital Contribution
No capital contributions this quarter
ITEM 3 - ASSOCIATE TRANSACTIONS
Part 1 - Transactions Performed by Reporting Company on Behalf of Associate Companies
Reporting Co. Rendering Associate Co. Types of Services Direct Costs Indirect Costs Cost of
Services Receiving Services Rendered Charged Charged Capital Total Amount Billed
Roystone National Fuel Gas Natural gas processing $30,143* $0 $0 $30,143
Supply Corporation
* Represents payments made by National Fuel Gas Supply Corporation (“Supply”) to Roystone pursuant to a gas processing agreement.
Part 2 - Transactions Performed by Associate Companies on Behalf of Reporting Company
Associate Co. Reporting Co. Types of Direct Indirect Cost Total
Rendering Receiving Services Costs Costs of Amount
Services Services Rendered Charged Charged Capital Billed
Supply SIP Managerial, $1,875 $0 $0 $1,875
financial, legal
and other similar
services.
Seneca Resources Upstate Managerial, $0 $0 $0 $0
Corporation financial and
other similar
services.
National Fuel Upstate Managerial $0 $0 $0 $0
Resources, Inc. services.
Power Seneca Energy Accounting $2,500 $0 $0 $2,500
services.
Power Model City Accounting $2,500 $0 $0 $2,500
services.
Power Model City Sales brokerage $0 $0 $0 $0
and
administrative
services.
-----------------------------------
Upstate also may have purchased regulated interstate natural gas transportation and storage services from its associate, Supply,
pursuant to Supply's FERC gas tariff, but such services are "exempted transactions" pursuant to Rule 81 under the Public Utility
Holding Company Act of 1935 (17 CFR Sec. 250.81).
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
| Investments in Energy-Related Companies: |
| Confidential Treatment requested pursuant to Rule 104(b) |
| Investments in Gas-Related Companies: |
| Confidential Treatment requested pursuant to Rule 104(b) |
ITEM 5 - OTHER INVESTMENTS
| Major Line of Energy- Related Business | Other Investment in last U-9C-3 Report | Other Investment in This U-9C-3 Report | Reason For Difference in Other Investment |
| NONE |
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements:
| Balance Sheet for SIP | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for SIP | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for Niagara | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement of Niagara | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for DirectLink | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for DirectLink | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for Upstate | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for Upstate | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for Roystone | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for Roystone | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for Seneca Energy | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for Seneca Energy | Confidential treatment requested pursuant to Rule 104(b) | ||
| Balance Sheet for Model City | Confidential treatment requested pursuant to Rule 104(b) | ||
| Income Statement for Model City | Confidential treatment requested pursuant to Rule 104(b) |
B. Exhibits:
Certificate stating that a copy of the report for the previous quarter has been filed with interested state commissions: EXHIBIT A
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.
Dated: May 29, 2002| NATIONAL FUEL GAS COMPANY | |
| By: /s/ James R. Peterson | |
| James R. Peterson | |
| Assistant Secretary | |
NATIONAL FUEL GAS COMPANY
CERTIFICATE
The undersigned certifies that he is the duly designated and acting Assistant Secretary of National Fuel Gas Company, a New Jersey Corporation, and that the report on Form U-9C-3 for the previous quarter was filed with National Fuel Gas Company's interested State Commissions whose names and addresses are listed below:
State of New York Public Service Commission
3 Empire State Plaza
Albany, New York 12223-1350
Pennsylvania Public Utility Commission
P.O. Box 3265
North Office Building
Harrisburg, Pennsylvania 17120
IN WITNESS WHEREOF, I have hereunto set my hand as of the 29th day of May, 2002.
| /s/ James R. Peterson | |
| James R. Peterson | |
| Assistant Secretary | |