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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000950123-01-504786.txt : 20010730
<SEC-HEADER>0000950123-01-504786.hdr.sgml : 20010730
ACCESSION NUMBER:		0000950123-01-504786
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		4
CONFORMED PERIOD OF REPORT:	20010725
ITEM INFORMATION:		
ITEM INFORMATION:		
FILED AS OF DATE:		20010727

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:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-03880
		FILM NUMBER:		1690931

	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
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>y51860e8-k.txt
<DESCRIPTION>FORM 8-K
<TEXT>

<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): July 25, 2001

                            NATIONAL FUEL GAS COMPANY
             (Exact name of registrant as specified in its charter)

          New Jersey                  1-3880                   13-1086010
 (State or other jurisdiction      (Commission File          (IRS Employer or
   incorporation)                  Number)                   Identification No.)

               10 Lafayette Square, Buffalo, New York             14203
               (Address of principal executive offices)         (Zip Code)

       Registrant's telephone number, including area code: (716) 857-6987



ITEM 5.     OTHER EVENTS

     On July 25, 2001, National Fuel Gas Company (the "Company") and its
subsidiary, Seneca Resources Corporation, issued press releases regarding their
earnings for the third quarter ended June 30, 2001. Copies of these press
releases are hereby incorporated by reference and made a part of this Current
Report as Exhibits 99(a) and 99(b), respectively.

     During a public conference call on July 26, 2001, the Company offered
revised earnings projections for its fiscal year 2002. Also on that day, the
Company issued a press release containing the revised estimate, a copy of which
is hereby incorporated by reference and made a copy of this Current Report as
Exhibit 99(c).

     Neither the filing of any press release as an exhibit to this Current
Report nor the inclusion in such press release of a reference to the Company's
internet address shall, under any circumstances, be deemed to incorporate the
information available at such internet address into this Current Report. The
information available at the Company's internet address is not part of this
Current Report or any other report filed by the Company with the Securities and
Exchange Commission.

<PAGE>   2


     As disclosed in the attached press releases, the Company held a public
conference call on July 26, 2001. During the course of that call, the Company
indicated that it estimates earnings for the Company's fiscal year 2001 will be
a record-high $4.25 to $4.35 per diluted common share, and that earnings for
fiscal 2002 will be in the range of $4.10 to $4.20 per diluted common share.

     There is no assurance that these earnings projections will in fact be
achieved nor do these projections reflect any acquisitions or divestitures that
may occur before or during fiscal 2002. The above earnings projections are
"forward-looking statements" as defined by the Private Securities Litigation
Reform Act of 1995. While the Company's expectations, beliefs and projections
are expressed in good faith and are believed to have a reasonable basis, actual
results may differ materially from those in the forward-looking statement.
Furthermore, each forward-looking statement speaks only as of the date on which
it is made, and the Company undertakes no obligation to update the statement to
reflect events or circumstances after the date on which it is made or to reflect
the occurrence of unanticipated events. In addition to other factors, the
following are important factors that could cause actual results to differ
materially from the statements: changes in economic conditions, demographic
patterns or weather conditions; changes in the availability or price of natural
gas and oil; inability to obtain new customers or retain existing ones;
significant changes in competitive conditions affecting the Company;
governmental/regulatory actions, initiatives and proceedings, including those
affecting acquisitions, financings, allowed rates of return, industry and rate
structure, franchise renewal, and environmental/safety requirements;
unanticipated impacts of restructuring initiatives in the natural gas and
electric industries; significant changes from expectations in actual capital
expenditures and operating expenses and unanticipated project delays or changes
in project costs; the nature and projected profitability of pending and
potential projects and other investments; occurrences affecting the Company's
ability to obtain funds from operations, debt or equity to finance needed
capital expenditures and other investments; uncertainty of oil and gas reserve
estimates; ability to successfully identify and finance oil and gas property
acquisitions and ability to operate and integrate existing and any subsequently
acquired business or properties; ability to successfully identify, drill for and
produce economically viable natural gas and oil reserves; significant changes
from expectations in the Company's actual production levels for natural gas or
oil; changes in the availability or price of derivative financial instruments;
changes in the price of natural gas or oil and the related effect given the
accounting treatment or valuation of related derivative financial instruments;
inability of the various counterparties to meet their obligations with respect
to the Company's financial instruments; regarding foreign operations - changes
in foreign trade and monetary policies, laws, and regulations related to foreign
operations, political and governmental changes, inflation and exchange rates,
taxes and operating conditions; significant changes in tax rates or policies or
in rates of inflation or interest; significant changes in the Company's
relationship with its employees and contractors and the potential adverse
effects if labor disputes, grievances or shortages were to occur; or changes in
accounting principles or the application of such principles to the Company. The
Company disclaims any obligation to update any forward-looking statements to
reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.



<PAGE>   3
ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS.

            (c)   Exhibits

            Exhibit 99(a) - Press Release issued July 25, 2001 regarding
            National Fuel Gas Company earnings for the third quarter

            Exhibit 99(b) - Press Release issued July 25, 2001 regarding Seneca
            Resources Corporation earnings for the third quarter

            Exhibit 99(c) - Press Release issued July 26, 2001 regarding
            National Fuel Gas Company estimated earnings for fiscal 2002


                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                    NATIONAL FUEL GAS COMPANY



                                    By:   /s/ James R. Peterson
                                       _________________________________
                                          James R. Peterson
                                          Assistant Secretary


<PAGE>   4




                                  EXHIBIT INDEX

      Exhibit Number          Description

      99(a)                   Press Release issued July 25, 2001
                              regarding National Fuel Gas Company
                              earnings for the first quarter

      99(b)                   Press Release issued July 25, 2001
                              regarding Seneca Resources Corporation
                              earnings for the first quarter

      99(c)                   Press Release issued July 26, 2001
                              regarding National Fuel Gas Company
                              estimated earnings for fiscal 2002


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.A
<SEQUENCE>2
<FILENAME>y51860ex99-a.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>   1
                                                                 Exhibit 99(a)


                   NATIONAL FUEL REPORTS THIRD QUARTER RESULTS


(July 25, 2001) Buffalo, New York: National Fuel Gas Company ("National Fuel" or
the "Company") (NYSE: NFG) today reported earnings for the third quarter ended
June 30, 2001 of $36.6 million, or $0.93 per share ($0.91 per share on a diluted
basis). This compares with earnings of $9.1 million, or $0.23 per basic and
diluted common share for the quarter ended June 30, 2000.

      Earnings for the first nine months of fiscal 2001 were $164.9 million, or
$4.18 per share ($4.10 per share on diluted basis). This compares with earnings
of $125.0 million, or $3.20 per share ($3.17 per share on a diluted basis), for
the first nine months of fiscal 2000.

      Bernard J. Kennedy, Chairman and Chief Executive Officer, stated: "The
earnings this quarter were achieved despite the recent decline in commodity
prices for oil and natural gas. Increased production, as well as a prudent
hedging strategy for this production, places us well on our way to delivering
our estimated record earnings of $4.25 to $4.35 per diluted common share for
fiscal 2001."*

                       DISCUSSION OF THIRD QUARTER RESULTS

      The increase in earnings of $27.5 million for the quarter as compared with
the prior year's quarter was the result of higher earnings in the Exploration
and Production, Pipeline and Storage, Utility and Timber segments. Earnings were
also impacted as the result of a reduced loss in the Energy Marketing segment.
Higher earnings were offset in part by a slightly higher loss in the
International segment.

      In the Exploration and Production segment, earnings for the quarter ended
June 30, 2001 were $19.9 million, up $13.9 million from the prior year's third
quarter. Record quarterly production volumes, which included a 65% increase in
oil production largely attributable to the Canadian properties that National
Fuel acquired in June 2000, combined with higher natural gas prices were major
contributors to this segment's higher earnings. Included in this segment's
results is a $2.5 million (after tax) positive valuation of derivative
instruments used for hedging

                                     -MORE-


<PAGE>   2


NATIONAL FUEL SECOND QUARTER EARNINGS
JULY 25, 2001
PAGE 2.


oil and gas prices. Also, last year's third quarter results included a $5.2
million (after tax) negative valuation of derivative instruments. Additional
details on the activities of Seneca Resources Corporation ("Seneca Resources")
can be found in the separate press release issued today by Seneca Resources.

     In addition to this quarter's earnings news, the Company completed the
acquisition of Canadian producer Player Petroleum Corporation ("Player"). Mr.
Kennedy added: "Our acquisition of Player last month increased our gas reserves
as well as our presence in Western Canada. The additional natural gas production
from these properties will provide more balance in our production mix."*

     In the Pipeline and Storage segment, earnings of $13.0 million for the
quarter ended June 30, 2001 were up $5.6 million compared to the third quarter
of fiscal 2000. The main reason for the increase was higher efficiency gas
revenues compared to a year ago.

     The Utility segment's third quarter fiscal 2001 earnings were $6.1 million,
or $.6 million more than the third quarter of fiscal 2000. A key factor in this
quarter's earnings improvement is lower operating and maintenance expenses
reflecting the benefit of the early retirement offers in New York and
Pennsylvania that occurred in the first and second quarters of the fiscal year.
Partially offsetting these results are lower throughput resulting from
conservation efforts made by retail customers, and lower transportation revenues
primarily from commercial and industrial customers impacted by a slowing
economy.

     A gain realized on the sale of timber properties, together with higher
margins on timber sales, resulted in the Timber segment's third quarter earnings
of $2.2 million, or $1.1 million more than the prior year's third quarter.


                                     -MORE-


<PAGE>   3


NATIONAL FUEL SECOND QUARTER EARNINGS
JULY 25, 2001
PAGE 3.


     The Energy Marketing segment's third quarter fiscal 2001 loss of $3.0
million was $6.4 million less than last year's third quarter loss. Last year's
third quarter results reflected a negative $9.0 million (after tax) mark to
market adjustment on derivative financial instruments. This year's third quarter
results reflect a 5% decline in natural gas sales volumes, a loss on gas sales
and higher operating and maintenance expense, mainly attributable to higher bad
debt expense.

     The International segment's loss for the third quarter of fiscal 2001 of
$1.9 million was $0.5 million more than the loss in the prior year's quarter.
The increased loss can be attributed primarily to higher operating and
maintenance expenses. While margins benefited from colder weather quarter to
quarter as seen in higher heating revenues, this was largely offset by a decline
in electric revenues as a result of the scheduled shutdown of a generating
turbine and a decline in electric rates.

     The decrease in the market price of National Fuel's stock from $53.58 at
March 31, 2001 to $51.99 at June 30, 2001 resulted in the reversal of $1.4
million (after tax) of previously recorded expense for Stock Appreciation Rights
("SARs"). This reversal of expense is spread across all segments with the
greatest impact on Pipeline and Storage. In an effort to remove the impact to
earnings caused by the more recent volatility in the Company's stock price, on
July 12, 2001, the Company announced its intention to convert virtually all
outstanding SARs into stock options and eliminate all future awards of SARs. The
Directors have called a special meeting of stockholders on September 19, 2001 to
vote on this proposed action.

     In other news this quarter, on June 14, 2001, National Fuel announced a 2
for 1 stock split of the Company's common shares. The record date for the split
is August 24, 2001 with a payable date of September 7, 2001.


                                     -MORE-


<PAGE>   4


NATIONAL FUEL SECOND QUARTER EARNINGS
JULY 25, 2001
PAGE 4.


                        DISCUSSION OF NINE MONTHS RESULTS

     The increase in earnings of $39.9 million for the nine months ended June
30, 2001 as compared with the same period last year is mainly the result of
higher earnings in the Exploration and Production, and Pipeline and Storage
segments. The Exploration and Production segment's increased earnings are
principally the result of an increase in oil production combined with higher
commodity prices. Also included in the Exploration and Production segment's
increase in earnings is the net mark-to-market impact on derivative financial
instruments of a positive $16.3 million (after tax). The Pipeline and Storage
segment's earnings reflect greater efficiency gas revenues and other income
realized upon the buy-out by a customer of a long-term transportation contract.
Also, for the reason described above, the Energy Marketing segment's loss is
less than in the prior year. These higher earnings were offset in part by lower
earnings in the Utility and International segments and a net loss in the All
Other category. In the Utility segment, a $10.0 million decrease in rates in the
New York jurisdiction, a first quarter early retirement expense in Pennsylvania,
and a second quarter early retirement expense in New York were the principal
factors for lower earnings. In the International segment, lower heat and
electric margins have had a negative impact on earnings. In the All Other
category, the net loss is primarily the result of Upstate Energy Inc.'s second
quarter inventory write-down.

     The Company will host a conference call on Thursday, July 26, 2001 at 10:45
a.m. (Eastern Time) to discuss this announcement. There are two ways to access
this call: first, you may go to the Company's home page at its Internet Web site
http://www.nationalfuelgas.com and click on the words "Conference Call"; and
second, for those without Internet access, a toll free number may be used.
Please call 1-888-552-9483 and use the passcode "National Fuel" to listen to the
live call. For those unable to listen to the live broadcast, a replay will be
available at


                                     -MORE-


<PAGE>   5


NATIONAL FUEL SECOND QUARTER EARNINGS
JULY 25, 2001
PAGE 5.

the above-mentioned Internet Web site beginning about one hour after the call.
In addition, the call will be recorded and a toll-free replay will be available
for playback by telephone approximately one hour after the call is completed at
1-800-938-1105 (no passcode is required). These replays will remain available
until the end of business on Thursday, August 2, 2001.

      National Fuel is an integrated energy company with $3.6 billion in assets
comprised of the following six operating segments: Utility, Pipeline and
Storage, Exploration and Production, International, Energy Marketing, and
Timber. Additional information about National Fuel is available on its Internet
Web site: http://www.nationalfuelgas.com or through its investor information
service at 1-800-334-2188.

- --------------------------------------------------------------------------------
Certain statements contained herein, including those which are designated with
an "*", are "forward-looking statements" as defined by the Private Securities
Litigation Reform Act of 1995 and involve risks and uncertainties which could
cause actual results or outcomes to differ materially from those expressed in
the forward-looking statements. The Company's expectations, beliefs and
projections contained herein are expressed in good faith and are believed to
have a reasonable basis, but there can be no assurance that such expectations,
beliefs or projections will result or be achieved or accomplished. In addition
to other factors, the following are important factors that could cause actual
results to differ materially from those discussed in the forward-looking
statements: changes in economic conditions or weather conditions; changes in the
availability or price of natural gas and oil; significant changes in competitive
conditions affecting the Company; governmental/regulatory actions, initiatives
and proceedings, including those affecting acquisitions, financings, allowed
rates of return, industry and rate structure, franchise renewal, and
environmental/safety requirements; significant changes from expectations in
actual capital expenditures and operating expenses and unanticipated project
delays or changes in project costs; the nature and projected profitability of
pending and potential projects and other investments; uncertainty of oil and gas
reserve estimates; ability to successfully identify and finance oil and gas
property acquisitions and ability to operate existing and any subsequently
acquired business or properties; ability to successfully identify, drill for and
produce economically viable natural gas and oil reserves; significant changes
from expectations in the Company's actual production levels for natural gas or
oil; inability of the various counterparties to meet their obligations with
respect to the Company's financial instruments; regarding foreign operations -
changes in foreign trade and monetary policies, laws, and regulations related to
foreign operations, political and governmental changes, inflation and exchange
rates, taxes and operating conditions; significant changes in tax rates or
policies or in rates of inflation or interest; significant changes in the
Company's relationship with its employees and the potential adverse effects if
labor disputes or grievances were to occur; or changes in accounting principles
or the application of such principles to the Company. The Company disclaims any
obligation to update any forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.


Analyst Contact:  Margaret Suto (716) 857-6987

Media Contact:    Julie Coppola Cox (716) 857-7079

                                     -MORE-


<PAGE>   6




Page 6

                            NATIONAL FUEL GAS COMPANY
                                AND SUBSIDIARIES

(Thousands of Dollars, except
per share amounts)
<TABLE>
<CAPTION>
                                                                   Three Months Ended                   Nine Months Ended
                                                                        June 30,                             June 30,
                                                                      (Unaudited)                           (Unaudited)
                                                            --------------------------------       --------------------------------
SUMMARY OF OPERATIONS                                            2001                2000                2001                2000
                                                            ------------        ------------       ------------        ------------
<S>                                                         <C>                 <C>                <C>                 <C>
Operating Revenues                                          $    406,494        $    281,201       $  1,845,867        $  1,175,999
                                                            ------------        ------------       ------------        ------------
Operating Expenses:
  Purchased Gas                                                  168,355              94,883            985,961             441,912
  Fuel Used in Heat and Electric Generation                       10,493               9,896             47,718              46,563
  Operation and Maintenance                                       82,029              85,179            271,974             258,451
  Property, Franchise and Other Taxes                             18,487              14,794             67,413              61,195

  Depreciation, Depletion and Amortization                        42,593              35,083            123,693             102,685

  Income Taxes - Current                                          29,732              10,038            102,435              62,445
               - Deferred                                         (4,798)              1,285              8,376              11,394
                                                            ------------        ------------       ------------        ------------
                                                                 346,891             251,158          1,607,570             984,645
                                                            ------------        ------------       ------------        ------------

Operating Income                                                  59,603              30,043            238,297             191,354
Other Income                                                       3,451               2,271             13,113               7,636
                                                            ------------        ------------       ------------        ------------
Income Before Interest Charges and Minority

  Interest in Foreign Subsidiaries                                63,054              32,314            251,410             198,990

Interest Charges                                                  26,573              23,665             84,454              71,746
Minority Interest in Foreign Subsidiaries                            137                 421             (2,078)             (2,255)

                                                            ------------        ------------       ------------        ------------
NET INCOME AVAILABLE FOR COMMON STOCK                       $     36,618        $      9,070       $    164,878        $    124,989
                                                            ============        ============       ============        ============

EARNINGS PER COMMON SHARE:
   Basic                                                    $       0.93        $       0.23       $       4.18        $       3.20
                                                            ============        ============       ============        ============
   Diluted                                                  $       0.91        $       0.23       $       4.10        $       3.17
                                                            ============        ============       ============        ============

WEIGHTED AVERAGE COMMON SHARES:
  Used in Basic Calculation                                   39,575,072          39,177,148         39,478,598          39,058,490
                                                            ============        ============       ============        ============
  Used in Diluted Calculation                                 40,282,805          39,677,909         40,199,481          39,470,417
                                                            ============        ============       ============        ============
</TABLE>



<PAGE>   7




Page 7


                            NATIONAL FUEL GAS COMPANY
                                AND SUBSIDIARIES



SEGMENT INFORMATION
(Thousands of Dollars)

<TABLE>
<CAPTION>
                                                     Three Months Ended                            Nine Months Ended
                                                          June 30,                                      June 30,
                                                         (Unaudited)                                  (Unaudited)
                                        -------------------------------------------     -------------------------------------------
                                                                         Increase                                         Increase
                                             2001           2000        (Decrease)         2001           2000           (Decrease)
                                        -----------     -----------     -----------     -----------     -----------     -----------
<S>                                     <C>             <C>             <C>             <C>             <C>             <C>
OPERATING REVENUES
Utility                                 $   199,807     $   164,450     $    35,357     $ 1,131,974     $   744,040     $   387,934

Pipeline and Storage                         45,379          41,840           3,539         132,685         128,200           4,485
Exploration and Production                  105,816          53,447          52,369         305,521         153,815         151,706
International                                17,018          15,303           1,715          86,825          92,985          (6,160)
Energy Marketing                             57,024          25,653          31,371         234,584         108,561         126,023
Timber                                        7,924          10,662          (2,738)         33,496          30,933           2,563
                                        -----------     -----------     -----------     -----------     -----------     -----------
   Total Reportable Segments                432,968         311,355         121,613       1,925,085       1,258,534         666,551
All Other                                       (55)            294            (349)         17,494           5,305          12,189
Intersegment Eliminations                   (26,419)        (30,448)          4,029         (96,712)        (87,840)         (8,872)
                                        -----------     -----------     -----------     -----------     -----------     -----------

   Total Consolidated                   $   406,494     $   281,201     $   125,293     $ 1,845,867     $ 1,175,999     $   669,868
                                        ===========     ===========     ===========     ===========     ===========     ===========

OPERATING INCOME (LOSS)
 BEFORE INCOME TAXES
Utility                                 $    19,204     $    21,145     $    (1,941)    $   132,344     $   137,586     $    (5,242)
Pipeline and Storage                         25,181          16,580           8,601          63,654          53,931           9,723
Exploration and Production                   44,627          19,048          25,579         135,260          59,337          75,923
International                                (2,175)         (1,836)           (339)         13,814          17,955          (4,141)
Energy Marketing                             (4,330)        (14,671)         10,341            (468)        (12,419)         11,951
Timber                                        3,574           3,001             573          11,883          10,353           1,530
                                        -----------     -----------     -----------     -----------     -----------     -----------
   Total Reportable Segments                 86,081          43,267          42,814         356,487         266,743          89,744
All Other                                    (1,007)           (482)           (525)         (5,672)            443          (6,115)
Corporate                                      (537)         (1,419)            882          (1,707)         (1,993)            286
                                        -----------     -----------     -----------     -----------     -----------     -----------
   Total Consolidated                   $    84,537     $    41,366     $    43,171     $   349,108     $   265,193     $    83,915
                                        ===========     ===========     ===========     ===========     ===========     ===========

NET INCOME
Utility                                 $     6,143     $     5,565     $       578     $    63,873     $    68,843     $    (4,970)
Pipeline and Storage                         12,954           7,324           5,630          34,314          26,762           7,552
Exploration and Production                   19,888           6,026          13,862          59,455          21,910          37,545
International                                (1,879)         (1,394)           (485)          3,142           7,606          (4,464)
Energy Marketing                             (2,968)         (9,390)          6,422          (1,099)         (7,942)          6,843
Timber                                        2,240           1,155           1,085           7,362           6,175           1,187
                                        -----------     -----------     -----------     -----------     -----------     -----------
   Total Reportable Segments                 36,378           9,286          27,092         167,047         123,354          43,693
All Other                                      (114)           (315)            201          (3,319)            212          (3,531)
Corporate                                       354              99             255           1,150           1,423            (273)
                                        -----------     -----------     -----------     -----------     -----------     -----------
   Total Consolidated                   $    36,618     $     9,070     $    27,548     $   164,878     $   124,989     $    39,889
                                        ===========     ===========     ===========     ===========     ===========     ===========
</TABLE>



<PAGE>   8




Page 8

                            NATIONAL FUEL GAS COMPANY
                                AND SUBSIDIARIES



SEGMENT INFORMATION (CONTINUED)
(Thousands of Dollars)

<TABLE>
<CAPTION>
                                                         Three Months Ended                        Nine Months Ended
                                                            June 30,                                     June 30,
                                                           (Unaudited)                                  (Unaudited)
                                              --------------------------------------        ---------------------------------------
                                                                            Increase                                      Increase
                                                2001           2000        (Decrease)         2001           2000         (Decrease)
                                              --------       --------       --------        --------       --------        --------
<S>                                           <C>            <C>            <C>             <C>            <C>             <C>
DEPRECIATION, DEPLETION
 AND AMORTIZATION:
Utility                                       $  9,302       $  8,886       $    416        $ 27,364       $ 26,915        $    449
Pipeline and Storage                             5,682          5,704            (22)         18,125         17,614             511
Exploration and Production                      23,975         16,943          7,032          66,887         48,057          18,830
International                                    2,866          2,598            268           8,824          8,311             513
Energy Marketing                                    53             50              3             169            150              19
Timber                                             684            880           (196)          2,232          1,572             660
                                              --------       --------       --------        --------       --------        --------
   Total Reportable Segments                    42,562         35,061          7,501         123,601        102,619          20,982
All Other                                           30             21              9              90             64              26
Corporate                                            1              1           --                 2              2            --
                                              --------       --------       --------        --------       --------        --------
   Total Consolidated                         $ 42,593       $ 35,083       $  7,510        $123,693       $102,685        $ 21,008
                                              ========       ========       ========        ========       ========        ========

EXPENDITURES FOR
 LONG-LIVED ASSETS
Utility                                       $  9,741       $ 14,492       $ (4,751)       $ 28,614       $ 43,101        $(14,487)
Pipeline and Storage                             5,484          5,115            369          18,957         29,540*        (10,583)
Exploration and Production                     136,070        170,110        (34,040)        226,270        220,213           6,057
International                                    2,246          2,226             20          12,055          6,307           5,748
Energy Marketing                                    20             19              1              52             19              33
Timber                                             566          7,138         (6,572)          3,349         11,414          (8,065)
                                              --------       --------       --------        --------       --------        --------
   Total Reportable Segments                   154,127        199,100        (44,973)        289,297        310,594         (21,297)
All Other                                          529              3            526             901          3,607          (2,706)
                                              --------       --------       --------        --------       --------        --------
   Total Consolidated                         $154,656       $199,103       $(44,447)       $290,198       $314,201        $(24,003)
                                              ========       ========       ========        ========       ========        ========
</TABLE>

* Includes $1.2 million in a stock-for-asset swap.



DEGREE DAYS

<TABLE>
<CAPTION>
                                                                   Percent Colder
                                                                   (Warmer) Than:
                                       Normal    2001     2000    Normal   Last Year
                                       ------    ----     ----    ------   ---------
<S>                                    <C>     <C>       <C>      <C>      <C>
Three Months Ended June 30
  Buffalo, NY                            969      779      936     (19.6)   (16.8)
  Erie, PA                               873      739      835     (15.3)   (11.5)

Nine Months Ended June 30

  Buffalo, NY                          6,669    6,503    6,090      (2.5)     6.8
  Erie, PA                             6,079    6,183    5,478       1.7     12.9
</TABLE>



<PAGE>   9



Page 9

                                     NATIONAL FUEL GAS COMPANY
                                          AND SUBSIDIARIES

                               EXPLORATION AND PRODUCTION INFORMATION


<TABLE>
<CAPTION>
                                                              Three Months Ended                       Nine Months Ended
                                                                   June 30,                                 June 30,
                                                   -------------------------------------      -------------------------------------
                                                                                Increase                                   Increase
                                                      2001          2000       (Decrease)       2001          2000        (Decrease)
                                                   ---------      --------      --------      ---------     ---------      --------
<S>                                                <C>            <C>           <C>           <C>           <C>            <C>
GAS PRODUCTION/PRICES:
- ----------------------
Production (MMcf)
  Gulf Coast                                           7,665         8,860        (1,195)        21,080        24,948        (3,868)
  West Coast                                           1,078         1,058            20          3,176         3,301          (125)
  Appalachia                                             968         1,100          (132)         3,074         3,252          (178)
  Canada                                                 111            17            94            341            17           324
                                                   ---------      --------      --------      ---------     ---------      --------
                                                       9,822        11,035        (1,213)        27,671        31,518        (3,847)
                                                   =========      ========      ========      =========     =========      ========
Average Prices (Per  Mcf)
  Gulf Coast                                       $    4.57      $   3.57      $   1.00      $    5.84     $    2.93      $   2.91
  West Coast                                           13.32          3.58          9.74          12.59          3.02          9.57
  Appalachia                                            5.65          3.03          2.62           5.27          2.94          2.33
  Canada                                                4.08          2.68          1.40           4.67          2.68          1.99
    Weighted Average                                    5.63          3.52          2.11           6.54          2.94          3.60
    Weighted Average after Hedging                      4.75          2.57          2.18           4.60          2.65          1.95

OIL PRODUCTION/PRICES:
- ----------------------
Production (Thousands of Barrels)
  Gulf Coast                                             554           372           182          1,378         1,025           353
  West Coast                                             696           714           (18)         2,155         2,106            49
  Appalachia                                               2             3            (1)             5             7            (2)
  Canada                                                 757           128           629          2,275           128         2,147
                                                   ---------      --------      --------      ---------     ---------      --------
                                                       2,009         1,217           792          5,813         3,266         2,547
                                                   =========      ========      ========      =========     =========      ========
Average Prices (Per Barrel)
  Gulf Coast                                       $   26.49      $  28.83      $  (2.34)     $   28.33     $   27.06      $   1.27
  West Coast                                           23.33         24.15         (0.82)         24.73         22.70          2.03
  Appalachia                                           26.85         27.16         (0.31)         29.15         24.23          4.92
  Canada                                               23.92         28.58         (4.66)         25.07         28.58         (3.51)
    Weighted Average                                   24.43         26.06         (1.63)         25.72         24.30          1.42
    Weighted Average after Hedging                     21.15         23.52         (2.37)         21.63         20.22          1.41
</TABLE>


<PAGE>   10



Page 10
                           NATIONAL FUEL GAS COMPANY
                                AND SUBSIDIARIES


UTILITY THROUGHPUT - (MILLIONS OF
CUBIC FEET - MMCF)
<TABLE>
<CAPTION>
                                                       Three Months Ended                              Nine Months Ended
                                                            June 30,                                        June 30,
                                            ----------------------------------------        --------------------------------------
                                                                          Increase                                         Increase
                                            2001            2000         (Decrease)          2001            2000         (Decrease)
                                            ----            ----         ----------          ----            ----         ----------
<S>                                        <C>             <C>          <C>                <C>              <C>           <C>
Residential Sales                          10,643          11,305             (662)          68,491          62,766           5,725
Commercial Sales                            1,781           1,907             (126)          13,081          11,425           1,656
Industrial Sales                              809             851              (42)           3,468           2,929             539
                                           ------          ------           ------          -------         -------           -----
                                           13,233          14,063             (830)          85,040          77,120           7,920
                                           ------          ------           ------          -------         -------           -----
 Off-System Sales                           2,493           2,295              198            9,977          10,916            (939)

Transportation                             14,903          17,085           (2,182)          56,267          60,763          (4,496)
                                           ------          ------           ------          -------         -------           -----
                                           30,629          33,443           (2,814)         151,284         148,799           2,485
                                           ======          ======           ======          =======         =======           =====

</TABLE>

PIPELINE & STORAGE THROUGHPUT-
(MMCF)
<TABLE>
<CAPTION>
                                                       Three Months Ended                              Nine Months Ended
                                                            June 30,                                        June 30,
                                                        ---------------------------------        ---------------------------------
                                                                                Increase                                  Increase
                                                        2001         2000       (Decrease)       2001         2000       (Decrease)
                                                        ----         ----       ----------       ----         ----       ----------
<S>                                                   <C>          <C>          <C>             <C>          <C>          <C>
Firm Transportation - Affiliated                      19,822        18,780         1,042        112,530       100,147        12,383
Firm Transportation - Non-Affiliated                  33,018        34,054        (1,036)       135,506       137,428        (1,922)
Interruptible Transportation                           6,202         4,752         1,450         14,820         7,199         7,621
                                                      ------        ------         -----        -------       -------        ------
                                                      59,042        57,586         1,456        262,856       244,774        18,082
                                                      ======        ======         =====        =======       =======        ======

</TABLE>

ENERGY MARKETING VOLUMES
<TABLE>
<CAPTION>
                                                       Three Months Ended                              Nine Months Ended
                                                            June 30,                                        June 30,
                                                   ---------------------------------------     -------------------------------------
                                                                                 Increase                                  Increase
                                                   2001            2000         (Decrease)       2001           2000      (Decrease)
                                                   ----            ----         ----------       ----           ----      ----------
<S>                                               <C>            <C>            <C>             <C>            <C>        <C>
Natural Gas (MMcf)                                 8,794          9,233           (439)         31,825         31,496            329
                                                   =====          =====           ====          ======         ======            ===
</TABLE>

INTERNATIONAL SALES VOLUMES
<TABLE>
<CAPTION>
                                                       Three Months Ended                              Nine Months Ended
                                                            June 30,                                        June 30,
                                                --------------------------------------     ----------------------------------------
                                                                           Increase                                        Increase
                                                2001           2000         (Decrease)        2001           2000         (Decrease)
                                                ----           ----         ----------        ----           ----         ----------
<S>                                           <C>            <C>              <C>           <C>            <C>             <C>
Heating (Gigajoules)                          1,538,739      1,199,835        338,904       9,152,522      9,464,307       (311,785)
                                              =========      =========      =========       =========      =========      =========
Electricity (Megawatt hours)                    225,112        271,823        (46,711)        847,042        911,520        (64,478)
                                              =========      =========      =========       =========      =========      =========
</TABLE>


TIMBER BOARD FEET (THOUSANDS)
<TABLE>
<CAPTION>
                                                       Three Months Ended                    Nine Months Ended
                                                            June 30,                            June 30,
                                            ------------------------------------     --------------------------------
                                                                       Increase                              Increase
                                             2001         2000        (Decrease)      2001         2000      (Decrease)
                                             ----         ----        ---------      -----        -----      ----------
<S>                                        <C>          <C>           <C>           <C>          <C>          <C>
Log Sales                                   1,764        2,331          (567)        6,912        7,439         (527)
Green Lumber Sales                          2,744        2,251           493         7,827        6,405        1,422
Kiln Dry Lumber Sales                       2,349        2,046           303         6,602        5,343        1,259
                                            -----        -----           ---        ------       ------        -----
                                            6,857        6,628           229        21,341       19,187        2,154
                                            =====        =====           ===        ======       ======        =====
</TABLE>



<PAGE>   11



Page 11
                            NATIONAL FUEL GAS COMPANY
                                AND SUBSIDIARIES



<TABLE>
<CAPTION>

QUARTER ENDED JUNE 30 (UNAUDITED)                    2000*             1999
- ---------------------------------               --------------    --------------

<S>                                             <C>               <C>
  Operating Revenues                            $  406,494,000    $  281,201,000
                                                ==============    ==============
  Net Income Available for Common Stock         $   36,618,000    $    9,070,000
                                                ==============    ==============
  Earnings Per Common Share:
     Basic                                      $         0.93    $         0.23
                                                ==============    ==============
     Diluted                                    $         0.91    $         0.23
                                                ==============    ==============
  Weighted Average Common Shares:
     Used in Basic Calculation                      39,575,072        39,177,148
                                                ==============    ==============
     Used in Diluted Calculation                    40,282,805        39,677,909
                                                ==============    ==============


NINE MONTHS ENDED JUNE 30 (UNAUDITED)

  Operating Revenues                            $1,845,867,000    $1,175,999,000
                                                ==============    ==============

  Net Income Available for Common Stock         $  164,878,000    $  124,989,000
                                                ==============    ==============
  Earnings Per Common Share:
     Basic                                      $         4.18    $         3.20
                                                ==============    ==============
     Diluted                                    $         4.10    $         3.17
                                                ==============    ==============
  Weighted Average Common Shares:
     Used in Basic Calculation                      39,478,598        39,058,490
                                                ==============    ==============
     Used in Diluted Calculation                    40,199,481        39,470,417
                                                ==============    ==============


TWELVE MONTHS ENDED JUNE 30 (UNAUDITED)

  Operating Revenues                            $2,095,145,000    $1,366,789,000
                                                ==============    ==============


  Net Income Available for Common Stock         $  167,096,000    $  129,422,000
                                                ==============    ==============
  Earnings Per Common Share:
     Basic                                      $         4.24    $         3.32
                                                ==============    ==============
     Diluted                                    $         4.16    $         3.28
                                                ==============    ==============
  Weighted Average Common Shares:
     Used in Basic Calculation                      39,431,288        38,994,910
                                                ==============    ==============
     Used in Diluted Calculation                    40,137,314        39,414,923
                                                ==============    ==============
</TABLE>



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.B
<SEQUENCE>3
<FILENAME>y51860ex99-b.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>   1
                                                                  Exhibit 99(b)



                          Seneca Resources Corporation
                     Announces Third Quarter Record Production


(July 25, 2001) Buffalo, New York: Seneca Resources Corporation ("Seneca"), the
exploration and production subsidiary of National Fuel Gas Company ("National
Fuel") (NYSE: NFG), today announced record results for its quarter which ended
June 30, 2001, which is the third quarter of fiscal year 2001.

     Third quarter total revenue was $105.8 million and net income was $19.9
million for a contribution of $0.50 per basic share to National Fuel's third
quarter earnings. Compared to the third quarter of fiscal 2000, total revenues
increased by $52.4 million, or 98%, and net income increased by $13.9 million,
or 230%. Increased production and higher commodity prices for natural gas
contributed significantly to the earnings increase. Average oil prices (before
hedging) decreased 6.2% to $24.43 per barrel (BBL) while average natural gas
prices (before hedging) rose 60% to $5.63 per thousand cubic feet (MCF) compared
to the prior year's third quarter.

     Production for the quarter increased 19% from last year's third quarter to
a record 21.9 billion cubic feet equivalent (BCFE). Production increases over
the third quarter of last year were recorded from Seneca's operations in Canada,
while production from its properties in California and the Gulf remained nearly
flat. Seneca maintained a limited steaming operation in California in the
Midway-Sunset Field and anticipates that with the current downward trend in
natural gas prices, full steaming operation will resume by October 1, 2001.*

     In the Gulf of Mexico, Eugene Island 271, Seneca's #1 Well was drilled to a
total depth of 10,304 feet and encountered 72 feet of net pay sand. Seneca owns
a 100% working interest in this well and it is expected to be on production by
mid-November 2001.*

     Hedging expense for the quarter was $11.4 million, a decrease of $10.2
million from the third quarter of fiscal 2000. Pre-tax hedging income of $3.9
million was recorded for the quarter, which represents Seneca's mark-to-market
exposure for the total value of no cost collars and puts. Beginning July 1,
2001, the quarterly mark-to-market adjustments for the time value of the no-cost
collars and the quarterly mark-to-market adjustments for the purchased puts,
which meet effectiveness criteria, will be recorded in the Comprehensive Income
Statement until settled.


                                     -MORE-


<PAGE>   2



SENECA RESOURCES THIRD QUARTER EARNINGS FY 01
JULY 25, 2001
PAGE 2.


     Seneca's exploration and development drilling programs posted solid results
this quarter. A total of 46 gross wells were drilled this quarter, 35 in the
U.S. and 11 in Canada, with a 98% success rate. For the first nine months of
fiscal 2001, Seneca drilled a total of 168 wells with a 91% success rate.
Additionally, the Minerals Management Service has awarded Seneca seven blocks
from the Federal Lease Sale 178 held on March 28, 2001.

     Seneca's Canadian subsidiary, National Fuel Exploration Corp. ("NFE"),
drilled a total of 11 wells in the quarter with a 100% success rate. It is
expected that the acquisition in June 2001 of Player Petroleum Corporation
("Player") will increase the number of wells drilled in Canada this year.*
During the first nine months of Fiscal 2001, NFE drilled a total of 57 wells and
expects to drill an additional 37 wells in the fourth quarter of 2001, 15 of
which are related to the Player acquisition.*

     Seneca's production for the fourth quarter of fiscal 2001 is forecast to
show a significant increase over last year's fourth quarter.* The closing of the
previously announced Player acquisition in Canada, the ramping up of steaming
operations in California, and improving production from our East and Gulf
divisions should enable Seneca to reach a production total for Fiscal 2001 of 88
BCFE.*

     The outlook for fiscal 2002 is for continued growth in production, which
will represent Seneca's seventh straight year of production increases.* The
forecast for fiscal 2002 is to produce about 100 BCFE with oil representing 51%
of this production.* Production for 2002 has already been hedged, with 63% of
the expected gas production hedged at an average price of $3.86 per MCF and 72%
of the expected oil production hedged at an average price of $22.75 per BBL. A
detailed hedging summary can be found at the end of this press release and on
Seneca's Web site at www.srcx.com. Seneca's anticipated capital budget for
Fiscal 2002 is $162 million and includes plans to drill approximately 275 new
wells with activity focused in California, Canada and Pennsylvania.* A total of
264 wells of these 275 new wells will be drilled in these regions.*

     In addition to continued growth, the outlook for 2002 includes cost savings
which are expected to positively impact earnings.* Seneca's expenses per
thousand cubic feet equivalent (MCFE) for fiscal 2002 are expected to be
reduced.* The benefits of the Player acquisition and lower production

                                     -MORE-

<PAGE>   3


SENECA RESOURCES THIRD QUARTER EARNINGS FY 01
JULY 25, 2001
PAGE 3.

taxes will improve projected earnings at current prices.* Seneca will continue
to emphasize cost reductions for General and Administrative expense; Lease
Operating Expense should gradually decrease as natural gas prices drop; and
Depreciation, Depletion and Amortization is expected to be $1.02 per MCFE which
compares to $1.10 per MCFE for the third quarter of Fiscal 2001.

     Seneca Resources Corporation is the exploration and production subsidiary
of National Fuel Gas Company. National Fuel Gas Company is an integrated energy
company with $3.6 billion in assets comprised of the following six operating
segments: Utility, Pipeline and Storage, Exploration and Production,
International, Energy Marketing and Timber. Seneca Resources Corporation,
headquartered in Houston, Texas, explores for and produces natural gas and oil
in the lower 48 States, the Gulf of Mexico and, through its subsidiary National
Fuel Exploration Corp., in Canada. Additional information about National Fuel
and Seneca Resources is available at http://www.nationalfuelgas.com or through
its investor information service at 1-800-334-2188; information about Seneca
Resources is also available directly at http://www.srcx.com.


*Certain statements contained herein, including those which are designated with
an "*", are "forward-looking statements" as defined by the Private Securities
Litigation Reform Act of 1995 and involve risks and uncertainties which could
cause actual results or outcomes to differ materially from those expressed in
the forward-looking statements. The expectations, beliefs and projections
contained herein are expressed in good faith and are believed to have a
reasonable basis, but there can be no assurance that such expectations, beliefs
or projections will result or be achieved or accomplished. In addition to other
factors, the following are important factors that could cause actual results to
differ materially from those discussed in the forward-looking statements:
changes in economic conditions or weather conditions; changes in the
availability or price of natural gas and oil; significant changes in competitive
conditions affecting the company; governmental/regulatory actions, initiatives
and proceedings, including those affecting acquisitions, financings, allowed
rates of return, industry and rate structure, franchise renewal, and
environmental/safety requirements; significant changes from expectations in
actual capital expenditures and operating expenses and unanticipated project
delays or changes in project costs; the nature and projected profitability of
pending and potential projects and other investments; occurrences affecting the
company's ability to obtain funds from operations, debt or equity to finance
needed capital expenditures and other investments; uncertainty of oil and gas
reserve estimates; ability to successfully identify and finance oil and gas
property acquisitions and ability to operate existing and any subsequently
acquired business or properties; ability to successfully identify, drill for and
produce economically viable natural gas and oil reserves; significant changes
from expectations in the company's actual production levels for natural gas or
oil; changes in the availability or price of derivative financial instruments;
changes in the price of natural gas or oil and the related effect given the
accounting treatment or valuation of these financial instruments; inability of
the various counterparties to meet their obligations with respect to the
company's financial instruments; regarding foreign operations - changes in
foreign trade and monetary policies, laws, and regulations related to foreign
operations, political and governmental changes, inflation and exchange rates,
taxes and operating conditions; significant changes in tax rates or policies or
in rates of inflation or interest; significant changes in the company's
relationship with its employees and contractors and the potential adverse
effects if labor disputes or grievances were to occur; or changes in accounting
principles or the application of such principles to the company. The company
disclaims any obligation to update any forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.

Media Contact:    Julie Coppola Cox (716) 857-7079

Analyst Contact:  Margaret Suto (716) 857-6987

                                     -MORE-


<PAGE>   4



SENECA RESOURCES THIRD QUARTER EARNINGS FY 01
JULY 25, 2001
PAGE 4.


<TABLE>
<CAPTION>
                                          3RD QUARTER RESULTS              YEAR TO DATE RESULTS
                                          -------------------              --------------------
                                        2001     2000    INCREASE/     2001        2000    INCREASE/
                                                        (DECREASE)                        (DECREASE)
<S>                                    <C>       <C>    <C>           <C>          <C>     <C>
Financial Results
(IN MILLIONS OF DOLLARS)
  Revenue                              $105.8    $53.4      98%       $305.5       $153.8      99%
  Operating Expenses                    $61.1    $34.4      78%       $170.3        $94.5      80%
  EBITDA                                $68.6    $36.0      91%       $202.1       $107.4      88%
  Operating Income (before
     income taxes)                      $44.6    $19.0     134%       $135.3        $59.3     128%
  Net Income                            $19.9     $6.0     230%        $59.5        $21.9     171%

Operating Performance Statistics

  Production (BCFE)                      21.9     18.3      19%         62.6         51.1      22%

Operating Performance

  General & Administrative
  Expense/MCFe                           $0.25    $0.20     25%         $0.26        $0.17     53%
  Lease Operating
   Expense/MCFe                          $0.77    $0.52     48%         $0.74        $0.51     45%
  Depreciation, Depletion
     & Amortization/MCFe                 $1.10    $0.92     20%         $1.07        $0.94     14%

Commodity Prices (Before Hedging)

Avg.  Oil Price/barrel                  $24.43   $26.06     (6%)       $25.72       $24.30      6%
Avg.  Gas Price/MCF                      $5.63    $3.52     60%         $6.54        $2.94    122%

Commodity Prices (After Hedging)

Avg.  Oil Price/barrel                  $21.15   $23.52    (10%)       $21.63       $20.22      7%
Avg.  Gas Price/MCF                      $4.75    $2.57     85%         $4.60        $2.65     74%


</TABLE>



                                     -MORE-


<PAGE>   5




SENECA RESOURCES THIRD QUARTER EARNINGS FY 01
JULY 25, 2001
PAGE 5.







Hedging Summary for Fiscal 2001 (remaining three months)

<TABLE>
<CAPTION>
SWAPs               Volume            Average Hedge Price
- -----               ------            -------------------
<S>                 <C>               <C>
Oil                 0.95 MMBBL        $20.99/BBL
Gas                 6.9 BCF           $3.56/MCF
</TABLE>

<TABLE>
<CAPTION>
No-cost Collars     Volume            Floor Price    Ceiling Price
- ---------------     ------            -----------    -------------
<S>                 <C>               <C>            <C>
Oil                 0.51 MMBBL        $22.26         $29.22
Gas                 1.4 BCF           $3.98          $5.57
</TABLE>

Hedging Summary for Fiscal 2002

<TABLE>
<CAPTION>
SWAPs               Volume            Average Hedge Price
- -----               ------            -------------------
<S>                 <C>               <C>
Oil                 4.8 MMBBL         $22.98/BBL
Gas                 26.4 BCF          $3.82/MCF
</TABLE>

<TABLE>
<CAPTION>
PUTS                Volume            Average Hedge Price
- ----                ------            -------------------
<S>                 <C>               <C>
Oil                    -                   -
Gas                 2.5 BCF           $4.12/MCF
</TABLE>

<TABLE>
<CAPTION>
No-cost Collars     Volume            Floor Price    Ceiling Price
- ---------------     ------            -----------    -------------
<S>                 <C>               <C>            <C>
Oil                 1.3 MMBBL         $21.91         $28.26
Gas                 2.8 BCF           $4.11          $5.61
</TABLE>








                                      -30-


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.C
<SEQUENCE>4
<FILENAME>y51860ex99-c.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

<PAGE>   1
                                                                   Exhibit 99(c)


                         NATIONAL FUEL PROVIDES REVISED
                     EARNINGS FORECAST FOR FISCAL YEAR 2002



(July 26, 2001) Buffalo, New York: Today National Fuel Gas Company (NYSE: NFG)
conducted a public conference call following the release of its earnings report
for the third quarter of its 2001 Fiscal Year. The third quarter ended on June
30, 2001. During the publicly available broadcast, the company offered revised
earnings projections for its Fiscal Year 2002, which begins October 1, 2001 and
concludes on September 30, 2002.

     "We are obviously pleased with the record earnings for the quarter, our
prospects for a record 2001 and the foundation this gives us for the future,"*
said Philip C. Ackerman, President, National Fuel Gas Company. "The fundamentals
are in place for a strong performance in 2002 in spite of the current drop in
natural gas prices.* In a time of rapidly changing commodity prices it is
important that we keep the investing community fully informed, that we remain
responsive and examine our earnings forecast. And in keeping with our
traditional conservative bias we are revising our forecast of Fiscal 2002
earnings to the range of $4.10 - $4.20 per diluted share.* This forecast does
not anticipate any increases in commodity price or any future acquisitions or
expansions similar to those we have repeatedly made in recent years."

     A toll-free replay of the July 26, 2001 conference call is available by
telephone at 1-800-938-1105 (no passcode is required) or at
www.nationalfuelgas.com (click on the words "Conference Call") until the end of
business on Thursday, August 2, 2001.

     National Fuel is an integrated energy company with $3.6 billion in assets
comprised of the following six operating segments: Utility, Pipeline and
Storage, Exploration and Production, International, Energy Marketing, and
Timber. Additional information about National Fuel is available on its Internet
Web site: http://www.nationalfuelgas.com or through its investor information
service at 1-800-334-2188.


                                     -MORE-


<PAGE>   2


NATIONAL FUEL REVISES FISCAL 2002 EARNINGS ESTIMATES
JULY 26, 2001
PAGE 2.





Certain statements contained herein, including those which are designated with
an "*", are "forward-looking statements" as defined by the Private Securities
Litigation Reform Act of 1995 and involve risks and uncertainties which could
cause actual results or outcomes to differ materially from those expressed in
the forward-looking statements. The Company's expectations, beliefs and
projections contained herein are expressed in good faith and are believed to
have a reasonable basis, but there can be no assurance that such expectations,
beliefs or projections will result or be achieved or accomplished. In addition
to other factors, the following are important factors that could cause actual
results to differ materially from those discussed in the forward-looking
statements: changes in economic conditions, demographic patterns or weather
conditions; changes in the availability or price of natural gas and oil;
inability to obtain new customers or retain existing ones; significant changes
in competitive conditions affecting the Company; governmental/regulatory
actions, initiatives and proceedings, including those affecting acquisitions,
financings, allowed rates of return, industry and rate structure, franchise
renewal, and environmental/safety requirements; unanticipated impacts of
restructuring initiatives in the natural gas and electric industries;
significant changes from expectations in actual capital expenditures and
operating expenses and unanticipated project delays or changes in project costs;
the nature and projected profitability of pending and potential projects and
other investments; occurrences affecting the Company's ability to obtain funds
from operations, debt or equity to finance needed capital expenditures and other
investments; uncertainty of oil and gas reserve estimates; ability to
successfully identify and finance oil and gas property acquisitions and ability
to operate and integrate existing and any subsequently acquired business or
properties; ability to successfully identify, drill for and produce economically
viable natural gas and oil reserves; significant changes from expectations in
the Company's actual production levels for natural gas or oil; changes in the
availability or price of derivative financial instruments; changes in the price
of natural gas or oil and the related effect given the accounting treatment or
valuation of related derivative financial instruments; inability of the various
counterparties to meet their obligations with respect to the Company's financial
instruments; regarding foreign operations - changes in foreign trade and
monetary policies, laws, and regulations related to foreign operations,
political and governmental changes, inflation and exchange rates, taxes and
operating conditions; significant changes in tax rates or policies or in rates
of inflation or interest; significant changes in the Company's relationship with
its employees and contractors and the potential adverse effects if labor
disputes, grievances or shortages were to occur; or changes in accounting
principles or the application of such principles to the Company. The Company
disclaims any obligation to update any forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.


Analyst Contact:  Margaret Suto (716) 857-6987

Media Contact:    Julie Coppola Cox (716) 857-7079


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