SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-6B-2
Certificate of Notification
Certificate is filed by: Western Massachusetts Electric Company
This certificate is notice that the above-named company has issued,
renewed or guaranteed the security or securities described herein which
issue, renewal or guaranty was exempted from the provisions of Section 6(a)
of the Act and was neither the subject of a declaration or application on
Form U-1 nor included within the exemption provided by Rule U-48.
1. Type of the security or securities: First Mortgage
Bonds, 1997 Series B
2. Issue, renewal or guaranty: Issue
3. Principal amount of each security: $60,000,000 aggregate
principal amount
4. Rate of interest per annum of each security: 7 3/8%
5. Date of issue, renewal or guaranty of each security: Issued
July 31, 1997
6. If renewal of security, give date of original issue: N/A
7. Date of maturity of each security: July 1, 2001
8. Name of the person to whom each security was issued, renewed or
guaranteed: Public offering underwritten by Morgan Stanley & Co.
Incorporated and Salomon Brothers Inc
9. Collateral given with each security, if any: N/A
10. Consideration received for each security: 98.408%
11. Application of proceeds of each security:
To repay short term debt incurred to refinance or refund debt and
preferred stock and for general working capital purposes, including costs
associated with the current outages at the Millstone nuclear units.
12. Indicate by a check after the applicable statement below whether the
issue, renewal or guaranty of each security was exempt from the
provisions of Section 6(a) because of:
a. the provisions contained in the first sentence of Section 6(b):
b. the provisions contained in the fourth sentence of Section 6(b):
c. the provisions contained in any rule of the Commission other than
Rule U-48:
X
13. If the security or securities were exempt from the provisions of
Section 6(a) by virtue of the first sentence of Section 6(b), give the
figures which indicate that the security or securities aggregate
(together with all other than outstanding notes and drafts of a
maturity of nine months or less, exclusive of days of grace, as to
which such company is primarily or secondarily liable) not more than
5 per centum of the principal amount and par value of the other
securities of such company then outstanding. (Demand notes,
regardless of how long they may have been outstanding, shall be
considered as maturing in not more than nine months for purposes of
the exemption from Section 6(a) of the Act granted by the first
sentence of Section 6(b).)
N/A
14. If the security or securities are exempt from the provisions of
Section 6(a) because of the fourth sentence of Section 6(b), name the
security outstanding on January 1, 1935, pursuant to the terms of
which the security or securities herein described have been
issued: N/A
15. If the security or securities are exempt from the provisions of
Section 6(a) because of any rule of the Commission other than
Rule U-48, designate the rule under which exemption is claimed:
Rule 52
WESTERN MASSACHUSETTS ELECTRIC COMPANY
By /s/Jane P. Seidl
Senior Counsel
Northeast Utilities Service Company
Date: August 7, 1997