UNITED STATES
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): October 11, 2007
NATIONAL FUEL GAS COMPANY
(Exact name of registrant as specified in its charter)
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| New Jersey
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1-3880
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13-1086010 |
| (State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
| of incorporation)
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Identification No.) |
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| 6363 Main Street, Williamsville, New York
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14221 |
| (Address of principal executive offices)
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(Zip Code) |
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Registrant’s telephone number, including area code: (716) 857-7000
Former name or former address, if changed since last report: Not Applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act
(17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act
(17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
Item 7.01 Regulation FD Disclosure.
On October 11, 2007, National Fuel Gas Company (the “Company”) issued a press release regarding the
preliminary results of the Appalachian operations of Seneca Resources Corporation (“Seneca”), the
Company’s exploration and production subsidiary, for its 2007 fiscal year, which ended on September
30, 2007. The press release also reports the results of a study performed by Netherland, Sewell &
Associates, Inc. regarding Seneca’s undeveloped reserves in a portion of Seneca’s acreage in
Appalachia. A copy of the press release is hereby incorporated by reference into these Items 2.02
and 7.01 and furnished as part of this Current Report as Exhibit 99.
Neither the furnishing of the press release as an exhibit to this Current Report nor the inclusion
in such press release of any 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 or furnished by the Company with the Securities and
Exchange Commission.
Certain statements contained herein or incorporated by reference from the press release, including
statements regarding earnings projections, statements designated with an asterisk (“*”) and
statements identified by the use of the words “anticipates,” “estimates,” “expects,” “intends,”
“plans,” “predicts,” “projects,” and similar expressions, are “forward-looking statements” as
defined by the Private Securities Litigation Reform Act of 1995. There is no assurance that the
Company’s projections will in fact be achieved nor do these projections reflect any acquisitions or
divestitures that may occur in the future. 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. 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, including
economic disruptions caused by terrorist activities, acts of war or major accidents; changes in the
availability and/or price of natural gas or oil and the effect of such changes on the valuation of
the Company’s natural gas and oil reserves; inability to obtain new customers or retain existing
ones; significant changes in competitive factors affecting the Company; governmental/regulatory
actions, initiatives and proceedings; significant changes from expectations in actual capital
expenditures and operating expenses and unanticipated project delays or changes in project costs or
plans; the nature and projected profitability of pending and potential projects and other
investments; occurrences affecting the Company’s ability to obtain funds from operations or from
issuances of short-term notes or debt or equity securities to finance needed capital expenditures
and other investments, including any downgrades in the Company’s credit ratings; uncertainty of oil
and natural gas reserve estimates; 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; or significant changes in the Company’s
relationship with its employees or contractors and the potential adverse effects if