Washington, D.C. 20549
FORM U-9C-3
QUARTERLY
REPORT PURSUANT TO RULE 58
For the Quarterly
Period Ending December 31, 2003
National Fuel Gas Company
(Name
of Registered Holding Company)
6363 Main Street
Williamsville, New
York 14221
(Address of Principal
Executive Offices)
Inquiries concerning
this Form U-9C-3 may be directed to:
James R. Peterson
Assistant
Secretary
National Fuel Gas
Company
6363 Main Street
Williamsville, New York
14221
(716) 857-7702
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, integrated natural gas operation
directly or indirectly, except engaged in owning and holding
as indicated below. securities issued by its subsidiaries.
Seneca Independence Gas 1996 Delaware 100% Held 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% Held a 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 and related activities.
Seneca Resources Holding 1913 Pennsylvania 100% Holds a 50% general partnership
Corporation interest in the Roystone Gas
Processing Plant and a 33% general
partnership interest in the Kane Gas
Processing Plant, which were acquired
pursuant to Rule 58; holds a
non-voting ownership interest in
Highland Forest Resources, Inc.
Roystone Gas Processing Gas 1994 Pennsylvania 50% (general partnership) Processes natural gas and sells
Plant natural gas liquids.
Kane Gas Processing Plant Gas 2001 Pennsylvania 33% (general partnership) Processes natural gas and sells
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.
Highland Forest Resources, Holding 2003 New York 100% Holds sole membership interest in
Inc. Empire State Pipeline Company LLC and
St. Clair Pipeline Company LLC.
Empire State Pipeline Gas 2003 New York 100% Holds a 50% joint venture interest in
Company LLC Empire State Pipeline.
St. Clair Pipeline Company Gas 2003 New York 100% Holds a 50% joint venture interest in
LLC Empire State Pipeline.
Empire State Pipeline Gas 2003 New York 100% Natural gas pipeline.
Toro Partner LLC Gas 2003 Delaware 100% Gas marketing and related activities.
Toro Partners, LP Gas 1999 Texas 100% Gas marketing and related activities.
Toro Energy of Indiana, LLC Gas 2000 Texas 100% Gas marketing and related activities.
Toro Energy of Kentucky, Gas 1999 Delaware 100% Gas marketing and related activities.
LLC
Toro Energy of Maryland, Gas 1999 Texas 100% Gas marketing and related activities.
LLC
Toro Energy of Michigan, Gas 1999 Delaware 100% Gas marketing and related activities.
LLC
Toro Energy of Missouri, Gas 1999 Texas 100% Gas marketing and related activities.
LLC
Toro Energy of Ohio, LLC Gas 1999 Delaware 100% Gas marketing and related activities.
Toro Energy of Gas 2001 Texas 100% Gas marketing and related activities.
Ohio-American, LLC
Toro Energy of Gas 1999 Delaware 100% Gas marketing and related activities.
Ohio-Statewide, LLC
NARRATIVE DESCRIPTION:
National Fuel Gas Company, Niagara Independence Marketing Company (“Niagara”) Seneca Resources Corporation (“Seneca Resources”), Horizon Power, Inc. (“Power,” an exempt wholesale generator) and Highland Forest Resources, Inc. (“Highland”) 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, 2003, the reporting companies engaged in the following activities:
Seneca Independence Pipeline Company (“SIP”) held a 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. Independence Pipeline Company was dissolved in September 2002 and its affairs wound up during the quarter ended December 31, 2003.
Niagara held a 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. DirectLink was dissolved and its affairs wound up during the quarter ended December 31, 2003.
Upstate Energy Inc. (“Upstate”) retained its interest in Toro Partner LLC. Upstate and Toro Partner LLC retained their interests in Toro Partners, LP, which engaged in natural gas marketing and related activities through eight wholly owned limited liability companies.
Roystone Gas Processing Plant (“Roystone”) and Kane Gas Processing Plant (“Kane”) engaged in processing natural gas and selling natural gas liquids during the quarter.
Seneca Energy II, LLC (“Seneca Energy”) and Model City Energy, LLC (“Model City”), each a “qualifying facility” under the Public Utility Regulatory Policies Act of 1978, as amended, engaged in electric generation activities.
Empire State Pipeline Company LLC (“ESPC”) and St. Clair Pipeline Company LLC (“SCPC”) each held a 50% joint venture interest in Empire State Pipeline (“Empire”), which engaged in natural gas transportation activities during the quarter.
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
No transactions this quarter
Company Contributing Capital Company Receiving Capital Amount of Capital Contribution
No transactions this quarter
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 Seneca Resources Natural gas processing $0 $0 $0 $0 Kane Seneca Resources Natural gas processing $10,197 $0 $0 $10,197
Empire provided regulated natural gas transportation services to its associate companies, National Fuel Gas Distribution Corporation (“Distribution”) and National Fuel Resources, Inc., pursuant to Empire’s NYPSC 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).
Direct
Associate Co. Reporting Co. Types of Services Costs Indirect
Rendering Services Receiving Services Rendered Charged Costs Charged Cost of Capital Total Amount Billed
Supply Empire Managerial, financial, $4,525 $0 $0 $4,525
legal and other similar
services.
Supply Empire Operational, $107,060 $0 $0 $107,060
maintenance,
administrative and
similar services.
Supply Toro Accounting and $3,733 $0 $0 $3,733
administrative services.
Supply Upstate Accounting and $1,566 $0 $0 $1,566
administrative services.
Distribution Empire Operational, $200,416 $0 $0 $200,416
administrative and
similar services.
Distribution Toro Accounting and $17,284 $0 $0 $17,284
administrative services.
Distribution Upstate Accounting and $934 $0 $0 $934
administrative services.
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)
Major Line of Energy-Related Other Investment in last U-9C-3 Other Investment in This U-9C-3 Reason For Difference in Other Investment Business Report Report Investment
NONE
A. FINANCIAL STATEMENTS:
| Balance Sheet for SIP Income Statement for SIP Balance Sheet for Niagara Income Statement of Niagara Balance Sheet for DirectLink Income Statement for DirectLink Balance Sheet for Upstate Income Statement for Upstate Balance Sheet for Roystone Income Statement for Roystone Balance Sheet for Seneca Energy Income Statement for Seneca Energy Balance Sheet for Model City Income Statement for Model City Balance Sheet for Empire Income Statement for Empire Balance Sheet for Kane Income Statement for Kane |
Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) Confidential treatment requested pursuant to Rule 104(b) 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
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.
Dated: March 1, 2004
| NATIONAL FUEL GAS COMPANY By: /s/ James R. Peterson James R. Peterson Assistant Secretary |
EXHIBIT A
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 1st day of March, 2004.
| /s/ James R. Peterson James R. Peterson Assistant Secretary |