<PAGE> File No. 70-9473
70-9519
CERTIFICATE OF NOTIFICATION
(RULE 24)
SECURITIES AND EXCHANGE COMMISSION
BY
THE NATIONAL GRID GROUP PLC
In accordance with the order of the Securities and Exchange Commission
dated March 15, 2000, Holding Company Act Release No. 27154 (the "Order"), The
National Grid Group plc hereby submits its report for the period April 1, 2000
to September 30, 2000 (the "Reporting Period"). Following is a listing of
the applicable reporting requirements contained in the Order (each, a
"Reporting Requirement"), together with the response thereto. Unless
otherwise defined herein, all capitalized terms in this Certificate of
Notification shall have the meaning set forth in the Order.
=====================
Reporting Requirement No. 1: The principal amount, interest rate, term,
number of shares, market price per share, sales price per share (if other than
market price) and aggregate proceeds, as applicable, of any securities issued
by National Grid during the reporting period, including securities issued to
dividend reinvestment plans and employee benefit plans.
Response:
<TABLE>
<CAPTION>
Market Price /
Date No. of National And Sale Price
Grid Ordinary Details per share (if Proceeds Proceeds
Shares Issued of Issue different) GBP
USD*
<S> <C> <C> <C> <C> <C>
5.23.00 239 £1,000 value Sale price- 417p
£1,000 $1,480
Grid 4.25% per share.
exchangeable Closing mid-market
bond exercised price- 505.5p
per share
9.19.00 239 £1,000 value Sale price- £1,000
$1,480
Grid 4.25% 417p per share.
exchangeable Closing mid-market
bond exercised price- 566.5p
per share
9.26.00 43,000 Shares issued to 556p per share
£239,080 $353,838
the National Grid
Savings Related
Share Option
Scheme
No debt securities were issued by National Grid during the reporting
period.
* In this report, a conversion ratio of 1 GBP to 1.48 USD has been used.
</TABLE>
=====================
<PAGE>
Reporting Requirement No. 2: The amount of guarantees issued during the
reporting period by National Grid, the name of the beneficiary of the
guarantee and the terms and purpose of the guarantee.
Response: No guarantees were issued by National Grid during the
reporting period.
=====================
Reporting Requirement No. 3: National Grid's aggregate investment, as
defined under rule 53, in EWGs and FUCOs as of the end of the reporting period
in dollars and as a percentage of National Grid's consolidated retained
earnings, and a description of EWG and FUCO investments made during the
reporting period.
Response:
A. As of September 30, 2000, National Grid's consolidated retained
earnings calculated in accordance with U.S. GAAP was USD 3,296,256,000.
B. National Grid's aggregate investment, as defined in Rule 53, in EWGs
and FUCOs as of September 30, 2000 was USD 4,034,303,800.
C. National Grid's aggregate investment in EWGs and FUCOs as a percentage
of its consolidated retained earnings was 122% as of September 30, 2000.
D. During the reporting period, no major EWG and FUCO investments were
made. The aggregate investment in FUCOs decreased as a result of loan repayment
s, and exchange rate effects.
=====================
Reporting Requirement No. 4: The aggregate amount of securities and the
aggregate amount of guarantees issued and outstanding by National Grid since
the date of the Order, including any Merger-Related Debt.
Response: Please see Exhibit A-1 attached hereto.
=====================
Reporting Requirement No. 5: A list of the securities issued by the
Intermediate Holding Companies during the reporting period, including
principal amount, interest rate, term, number of shares and aggregate
proceeds, as applicable, with the acquiring company identified
Response:
<TABLE>
<CAPTION>
Initial
Issuing Acquiring Principal Interest Term of USD
Balance GBP Balance
Company Company Amount Rate Loan at
9.30.00 at 9.30.00
<S> <C> <C> <C> <C> <C> <C>
National National USD Libor + On 4,038,242,927
2,728,542,518
Grid (US) Grid (US) 4,038,242,927 0.5% Demand
Investments Holdings Ltd
National National GBP Libor + On 82,004,388 55,408,370
Grid (US) Grid 54,489,500 0.5% Demand
Investments (US)
Holdings Ltd
</TABLE>
=====================
<PAGE>
Reporting Requirement No. 6: The amount and terms of any short-term debt
issued by any NEES Utility Subsidiary, and a list of the deposits and
withdrawals by any NEES Subsidiary from the NEES Group Money Pool (as defined
in Appendix D of the Order) during the reporting period.
Response:
<TABLE>
<CAPTION>
Short-Term Debt Issued by NEES Utility Subsidiaries
During the Reporting Period
(excluding money pool borrowings reported below)
Description/Terms Amount Maximum Balance at
Utility Subsidiary of Debt Issued (USD) Outstanding
09/30/2000
<S> <C> <C> <C> <C>
New England Power Commercial Paper (CP) * $262,926,000
$184,600,000 $0
Company
Massachusetts Bank note, 21 days at 6.91% $28,800,000
$28,800,000 $0
Electric Company
The Narragansett Bank note, 20 days at 6.96% $10,000,000
$10,000,000 $0
Electric Company
* CP issued for 1-6 days with a Rate range of 6.45%-7.03%
* CP issued does not include Roll over maturities
</TABLE>
Net Money Pool Balances as of the End of the Reporting Period
by Participating Company*
Net Amount Net Amount
NEES Subsidiary on Deposit of Borrowings
GRANITE STATE ELECTRIC COMPANY $6,100,000
MASSACHUSETTS ELECTRIC COMPANY $102,475,000
NANTUCKET ELECTRIC COMPANY $2,575,000
THE NARRAGANSETT ELECTRIC COMPANY 90,550,000
NEW ENGLAND ENERGY INCORPORATED 21,450,000
NATIONAL GRID USA 110,650,000
NEW ENGLAND ELECTRIC TRANSMISSION
CORPORATION 4,325,000
NEW ENGLAND HYDRO-TRANSMISSION
ELECTRIC COMPANY INC. 2,100,000
NEW ENGLAND POWER COMPANY
NATIONAL GRID USA SERVICE COMPANY, INC. 60,000,000
NEW ENGLAND HYDRO-TRANSMISSION
CORPORATION 375,000
_____________ _____________
$200,300,000 $200,300,000
* A list of all deposits and withdrawals during the reporting period for each
company is available to the SEC staff upon request.
=====================
<PAGE>
Reporting Requirement No. 7: The amount and terms of any nonexempt
financings consummated during the period by any U.S. Utility Subsidiary during
the reporting period.
Response:
<TABLE>
<CAPTION>
Nonexempt Financing by NEES Utility Subsidiaries Consummated During
the Reporting Period
Description/Terms Amount Issued Maximum Balance at
Utility Subsidiary of Financing (USD)
Outstanding 09/30/2000
<S> <C> <C> <C> <C>
New England Power Commercial Paper (CP)* $262,926,000
$184,600,000 $0
Company
Massachusetts Electric Bank note, 21 days at 6.91% $28,800,000
$28,800,000 $0
Company
The Narragansett Bank note, 20 days at 6.96% $10,000,000
$10,000,000 $0
Electric Company
* CP issued for 1-6 days with a Rate range of 6.45%-7.03%
* CP issued does not include Roll over maturities
This table is the same information as in first table of Reporting
Requirement No. 6
</TABLE>
=====================
Reporting Requirement No. 8: The amount and terms of any nonexempt
financings consummated by any NEES Nonutility Subsidiary during the reporting
period.
Response:
Nonexempt Financings by NEES Nonutility Subsidiaries
Consummated During the Reporting Period
Nonutility Subsidiary Description/Terms of Financing Amount Issued
(USD)
None None None
=====================
Reporting Requirement No. 9: A retained earnings analysis of each company in
the NEES Group detailing gross earnings, goodwill amortization, dividends paid
out of each capital account, and the resulting capital account balances at the
end of the reporting period.
Response: Please see Exhibit A-2 attached hereto.
=====================
Reporting Requirement No. 10: A table showing, as of the end of the
reporting period, the dollar and percentage components of the capital
structures of National Grid, National Grid Holdings, each Intermediate Holding
Company, and each NEES Group company.
Response:
For National Grid, National Grid Holdings, and each Intermediate Holding
Company, please see Exhibit A-3 attached hereto.
For the NEES Group companies, please see Exhibit A-4 attached
hereto.
=====================
<PAGE>
Reporting Requirement 11: Copies of National Grid's filings on Form 20-F and
semiannual reports to shareholders.
Response: Filed under cover of Form SE as Exhibit A-5.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this certificate of notification
(Commission's File Nos. 70-9473 and 70-9519) to be signed on its behalf by the
undersigned thereunto duly authorized.
THE NATIONAL GRID GROUP PLC
s/ J.M.G. Carlton
By:_____________________________
Jonathan M. G. Carlton
Authorized Representative
Date: November 28, 2000
