-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/20000810/0000070145-00-000030/0000070145-00-000030.txt : 20000921
<SEC-HEADER>0000070145-00-000030.hdr.sgml : 20000921
ACCESSION NUMBER:		0000070145-00-000030
CONFORMED SUBMISSION TYPE:	35-CERT
PUBLIC DOCUMENT COUNT:		3
FILED AS OF DATE:		20000810

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			NATIONAL FUEL GAS CO
		CENTRAL INDEX KEY:			0000070145
		STANDARD INDUSTRIAL CLASSIFICATION:	 [4924
]		IRS NUMBER:				131086010
		STATE OF INCORPORATION:			NJ
		FISCAL YEAR END:			0930
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		35-CERT
			SEC ACT:		
			SEC FILE NUMBER:	070-09525
			FILM NUMBER:		691478
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		10 LAFAYETTE SQ
				CITY:			BUFFALO
				STATE:			NY
				ZIP:			14203
				BUSINESS PHONE:		7168576980
</BUSINESS-ADDRESS>

				MAIL ADDRESS:	
					STREET 1:		10 LAFAYETTE SQ
					STREET 2:		10 LAFAYETTE SQ
					CITY:			BUFFALO
					STATE:			NY
					ZIP:			14203
</MAIL-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>35-CERT
<SEQUENCE>1
<FILENAME>0001.txt
<TEXT>

         UNITED STATES OF AMERICA
                  Before the
SECURITIES AND EXCHANGE COMMISSION
- --------------------------------------------

         In the Matter of

NATIONAL FUEL GAS COMPANY                                     FIRST
NATIONAL FUEL GAS SUPPLY CORPORATION                          CERTIFICATE
NATIONAL FUEL RESOURCES, INC.                                 PURSUANT TO
SENECA RESOURCES CORPORATION                                  RULE 24
UPSTATE ENERGY INC.

File No. 70-9525
(Public Utility Holding Company Act of 1935)
- --------------------------------------------


         THIS IS TO  CERTIFY,  pursuant to Rule 24,  that  certain  transactions
proposed by National Fuel Gas Company ("National"),  and its subsidiary,  Seneca
Resources Corporation ("Seneca"), in the Application-Declaration on Form U-1, as
amended,  ("Application-Declaration") in SEC File No. 70-9525, have been carried
out in  accordance  with the  terms  and  conditions,  and for the  purposes  as
represented by said Application-Declaration, and the Order of the Securities and
Exchange Commission  ("Commission")  (HCAR No. 35-27114 dated December 16, 1999)
with respect thereto, as amended.


I.       Name and Purpose of Foreign Energy Affiliates
         Formed Or In Which Interests Were Acquired:
         ------------------------------------------

         During the quarter  ended June 30, 2000  ("Quarter"),  Seneca  formed a
wholly-owned   Foreign  Energy   Affiliate,   National  Fuel  Exploration  Corp.
("Exploration").  Exploration,  a  corporation  formed  under  the  laws  of the
Province of Alberta,  Canada,  was formed for the purpose of acquiring  Tri Link
Resources,  Ltd. ("Tri Link"), a Calgary,  Alberta based oil and gas exploration
and production  company.  On or about June 16, 2000,  Exploration  completed the
acquisition of Tri Link which was amalgamated with  Exploration  pursuant to the
provisions of the Alberta Business Corporations Act.

II.      Foreign Energy Affiliate Financial Statements:
         ---------------------------------------------

         The  following  exhibits  are  attached  to and  made a  part  of  this
Certificate:

                  Exhibit A - Income Statement of Exploration for the quarter
                              ended June 30, 2000

                  Exhibit B - Balance Sheet of Exploration as of June 30, 2000

III.     Description of Specific Activities:
         ----------------------------------

         During the Quarter, Exploration acquired Tri Link which was amalgamated
with  Exploration  under   Exploration's   name.   Thereupon,   the  amalgamated
Exploration  undertook  oil and gas  exploration  and  production  activities in
Canada.

IV.      Percentage of Revenues Attributable to the Sale of Energy Commodities
         ---------------------------------------------------------------------
         in Canada:
         ---------

         During  the  Quarter,  Exploration's  Canadian  oil  sales  represented
approximately   12.79%  of  the  total  revenues   generated  by  Seneca  (on  a
consolidated basis) from the sale of oil.

         During the Quarter, Explorations Canadian natural gas sales represented
approximately  0.16% of the total revenues Seneca (on a consolidated basis) from
the sale of natural gas.

         IN  WITNESS  WHEREOF,  the  undersigned   companies  have  caused  this
Certificate to be executed as of this 4th day of August, 2000.


                                   NATIONAL FUEL GAS COMPANY



                                   By:  /s/ P. C. Ackerman
                                      ------------------------------------------
                                      P. C. Ackerman,
                                      President


                                   SENECA RESOURCES CORPORATION



                                   By:  /s/ J. A. Beck
                                      ------------------------------------------
                                      J. A. Beck,
                                      President

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>0002.txt
<TEXT>

                                   EXHIBIT A

                        NATIONAL FUEL EXPLORATION CORP.
                                INCOME STATEMENT
                             JUNE 15-JUNE 30, 2000
                                  (Unaudited)



Operating Revenue:
- -----------------
  Gas Sales                                       $        0
  Other Operating Revenue                          3,775,193
                                                  ----------
Operating Revenue                                  3,775,193
                                                  ----------

Operating Expenses:
- ------------------
  Operation Expenses                                 803,905
  Maintenance Expenses                                     0
  Property, Franchise & Other Taxes                  287,414
  Depreciation, Depletion & Amortization             644,812
  Income Taxes -Net                                  731,509
  Invest Tax Cr Adjust                                     0
                                                  ----------
Operating Expenses                                 2,467,640
                                                  ----------
Operating Income / (Loss)                          1,307,553
                                                  ----------

Income Before Interest Charges                     1,307,553
                                                  ----------

Interest Charges:
- ----------------
Interest Charges on L/T Debt                               0
Intercompany Interest Expense                        226,526
Other Interest Expenses                              213,312
                                                  ----------
Interest Charges                                     439,838
                                                  ----------

Income Before Cumulative Effect                      867,715
                                                  ----------

Net Income / (Loss)                               $  867,715
                                                  ==========


See Notes to Consolidated  Financial  Statements  included in Item 8 of National
Fuel Gas Company's Form 10-K for the fiscal year ended September 30, 1999 and in
Item 1 of Part I of National Fuel Gas Company's Form 10-Q for the quarters ended
December 31, 1999, March 31, 2000 and June 30, 2000.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>0003.txt
<TEXT>

                                    EXHIBIT B

                         NATIONAL FUEL EXPLORATION CORP.
                         BALANCE SHEET AT JUNE 30, 2000
                                   (Unaudited)


Assets
- ------
Property Plant & Equipment
   Property Plant & Equipment                          $256,920,220
   Accumulated D, D & A                                  (6,496,781)
                                                       ------------
Net Property, Plant & Equipment                         250,423,439
                                                       ------------

Current Assets:
   Cash and Temporary Cash Investments                    4,408,963
   Receivables - Net                                      5,782,835
   Materials/Supplies - Average Cost                      3,657,841
   Prepayments                                              669,396
                                                       ------------
Current Assets                                           14,519,035
                                                       ------------
Other Assets:
   Deferred Charges                                         171,458
                                                       ------------
Other Assets                                                171,458
                                                       ------------
Total Assets                                           $265,113,932
                                                       ============

Capitalization & Liability
- --------------------------
Capitalization:
   Common Stock                                        $ 78,444,748
   Earnings Reinvested in Business                          867,715
   Accumulated Other Comprehensive Income / Loss           (853,343)
                                                       ------------
Total Common Stock Equity                                78,459,120
                                                       ------------

   Notes Payable - Intercompany - Long Term             153,313,224
                                                       ------------
Total Capitalization                                    231,772,344
                                                       ------------

Liabilities:
   Accounts Payable - Other                              13,534,045
   Other Accruals & Current Liabilities                      95,866
                                                       ------------
Total Current Liabilities                                13,629,912
                                                       ------------

Deferred Credits:
   Accumulated Deferred Income Tax                       19,690,394
   Other Deferred Credit                                     21,282
                                                       ------------
Total Deferred Credits                                   19,711,676
                                                       ------------

Total Capitalization & Liabilities                     $265,113,932
                                                       ============


See Notes to Consolidated  Financial  Statements  included in Item 8 of National
Fuel Gas Company's Form 10-K for the fiscal year ended September 30, 1999 and in
Item 1 of Part I of National Fuel Gas Company's Form 10-Q for the quarters ended
December 31, 1999, March 31, 2000 and June 30, 2000.

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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