National Fuel Gas Company Form U-9C-3, 3q05

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 June 30, 2005

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


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 the reporting companies, directly or indirectly, except as indicated below. National Fuel Gas Company is an integrated natural gas operation engaged in owning and holding securities issued by its subsidiaries.
Horizon LFG, Inc. Gas 1997 New York 100% Holds sole membership interest in Toro Partner, LLC and 1% general partnership interest in Toro Partners, LP.
Seneca Resources
Corporation
Holding 1913 Pennsylvania 100% Holds a 50% general partnership 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
Plant
Gas 1994 Pennsylvania 50% (general partnership) Processes natural gas and sells 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,
Inc.
Holding 2003 New York 100% Holds sole membership interest in Empire State Pipeline Company LLC and St. Clair Pipeline Company LLC.
Empire State Pipeline
Company LLC
Gas 2003 New York 100% Holds a 50% joint venture interest in Empire State Pipeline.
St. Clair Pipeline Company LLC Gas 2003 New York 100% Holds a 50% joint venture interest in Empire State Pipeline.
Empire State Pipeline Gas 2003 New York 100% Natural gas pipeline.
Toro Partner LLC Gas 2003 Delaware 100% Holds a 99% limited partnership interest in Toro Partners, LP.
Toro Partners, LP Gas 1999 Texas 100% Holds sole membership interests in Toro operating LLCs.
Toro Energy of Indiana, LLC Gas 2000 Texas 100% Gas marketing and related activities.
Toro Energy of Kentucky,
LLC
Gas 1999 Delaware 100% Gas marketing and related activities.
Toro Energy of Maryland,
LLC
Gas 1999 Texas 100% Gas marketing and related activities.
Toro Energy of Michigan,
LLC
Gas 1999 Delaware 100% Gas marketing and related activities.
Toro Energy of Missouri,
LLC
Gas 1999 Texas 100% Gas marketing and related activities.
Toro Energy of Ohio, LLC Gas 1999 Delaware 100% Gas marketing and related activities.
Toro Energy of
Ohio-American, LLC
Gas 2001 Texas 100% Gas marketing and related activities.
Toro Energy of
Ohio-Statewide, LLC
Gas 1999 Delaware 100% Gas marketing and related activities.

NARRATIVE DESCRIPTION:

        National Fuel Gas Company, 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 June 30, 2005, the reporting companies engaged in the following activities:

        Horizon LFG (“Horizon LFG”) retained its interest in Toro Partner LLC. Horizon LFG and Toro Partner LLC retained their interests in Toro Partners, LP, which engaged in landfill 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.


ITEM 2 — ISSUANCE OF SECURITIES AND CAPITAL CONTRIBUTIONS

Company Issuing Stock Type of Security Issued Principal
Amount of
Security
Issue or Renewal Cost of Capital Person to Whom
Security Was Issued
Collateral Given
With Security
Consideration
Received for Each
Security
No transactions this quarter          


Company Contributing Capital Company Receiving Capital Amount of Capital Contribution

Empire State Pipeline, LLC
St. Clair Pipeline Company LLC

Empire State Pipeline
Empire State Pipeline

$730,307
$730,306

ITEM 3 -ASSOCIATE TRANSACTIONS

         PART 1 — TRANSACTIONS PERFORMED BY REPORTING COMPANY ON BEHALF OF ASSOCIATE COMPANIES

Reporting Co. Rendering
Services
Associate Co.
Receiving Services
Types of Services
Rendered
Direct Costs
Charged
Indirect Costs
Charged
Cost of
Capital
Total Amount Billed
Roystone Seneca Resources Natural gas processing $0 $0 $0 $0
Kane Supply Natural gas processing $6,149 $0 $0 $6,149

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).

         PART 2 — TRANSACTIONS PERFORMED BY ASSOCIATE COMPANIES ON BEHALF OF REPORTING COMPANY

Associate Co.
Rendering Services
Reporting Co.
Receiving Services
Types of Services
Rendered
Direct
Costs
Charged
Indirect
Costs Charged
Cost of Capital
Total Amount Billed
Supply Empire Managerial, financial,
legal and other similar
services.
$2,256 $0 $0 $2,256
Supply Empire Operational,
maintenance,
administrative and
similar services.
$169,798 $0 $0 $169,798
Supply Toro LP Accounting and
administrative services.
$0 $0 $0 $0
Supply Horizon LFG Accounting and
administrative services.
$0 $0 $0 $0
Distribution Empire Operational,
administrative and
similar services.
$186,044 $0 $0 $186,044
Distribution Toro LP Accounting and
administrative services.
$14,077 $0 $0 $14,077
Distribution Horizon LFG Accounting and
administrative services.
$1,944 $0 $0 $1,944
Horizon Energy
Development, Inc.
Toro LP Accounting and
administrative services.
$81,427 $0 $0 $81,427

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 Horizon LFG
Income Statement for Horizon LFG
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)

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: August 25, 2005

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 25th day of August, 2005.


/s/ James R. Peterson
     James R. Peterson
     Assistant Secretary