<PAGE>
File No. 70-
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, DC 20549
FORM U-1
APPLICATION/DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
(the Act)
YANKEE ATOMIC ELECTRIC COMPANY
580 Main Street
Bolton, Massachusetts 01740
(Name of company filing this Statement and
Address of Principal Executive Office)
NEW ENGLAND ELECTRIC SYSTEM
and
NORTHEAST UTILITIES
(Name of Top Registered Holding Companies)
Thomas W. Bennet, Jr. Kirk L. Ramsauer
Vice President and Treasurer, General Counsel and Clerk of Yankee
580 Main Street 25 Research Drive
Bolton, Massachusetts 01740 Westborough, Massachusetts 01582
(Names and addresses of Agents for Service)
<PAGE>
ITEM 1 - DESCRIPTION OF PROPOSED TRANSACTION
--------------------------------------------
This application/declaration relates to short-term borrowing
by Yankee Atomic Electric Company (Yankee Atomic) for the period
from January 1, 1998, through December 31, 2002. Yankee Atomic
seeks to borrow money from one or more banks, up to a maximum
aggregate amount to be outstanding at one time of $10,000,000.
Yankee Atomic currently has short-term borrowings authority
through December 31, 1997, up to $10,000,000. The proceeds of
the proposed borrowings will be used to finance the company's
working capital needs.
On October 15, 1997, Yankee Atomic announced it had accepted
Duke Engineering and Services letter of intent to acquire Yankee
Atomic's Nuclear Services' Division. It is expected that this
sale will occur before year end. After the sale of its Nuclear
Services Division, Yankee Atomic will continue to be responsible
for decommissioning the Rowe nuclear plant. In order to provide
a source of funds in the unlikely event that its flow of
decommissioning funds were to be temporarily disrupted, Yankee
Atomic believes that a $10 million, short term borrowing
authority is required. Yankee Atomic may also have the need for
short-term borrowing to the extent it incurs expenditures that
are not decommissioning related. This borrowing authority will
allow the Company to meet its working capital needs.
Borrowings from Bank(s)
- ----------------------
The proposed borrowings by Yankee Atomic from banks(s) will
be evidenced by notes maturing in less than one year from the
date of issuance. Yankee Atomic will negotiate with the bank(s)
the interest costs of such borrowings. Yankee Atomic pays fees
to the banks in lieu of compensating balance arrangements. The
effective interest cost of borrowings from a bank will not exceed
the greater of the bank's base or prime lending rate, or the rate
published in the "Wall Street Journal" as the high federal funds
rate, plus, in either case, one percent. Based on the current
base lending rate of 8.75% and an equivalent or lower, high
federal funds rate, the effective interest costs of such a
borrowing today would not exceed 9.75% per annum.
Certain of such borrowings may be without prepayment
privileges. Payment of any short-term promissory notes prior to
maturity will be made on the basis most favorable to Yankee
Atomic, taking into account fixed maturities, interest rates, and
any other relevant financial considerations.
<PAGE>
EWG/FUCO
- --------
Yankee Atomic does not have an ownership interest in an
exempt wholesale generator ("EWG") or foreign utility company
("FUCO") as defined in Sections 32 and 33 of the Act.
Additionally, Yankee Atomic is not a party, nor has any rights
under, a service, sales, or construction agreement with a EWG or
FUCO, and does not have any current intention to secure an
ownership interest in an EWG or FUCO. None of the proceeds of
the transaction proposed will be used by Yankee Atomic, New
England Electric System, Northeast Utilities, or any affiliated
company for acquisition of an interest in a EWG or FUCO.
Filing of Certificates of Notification
- --------------------------------------
Within 45 days after the end of each calendar quarter,
Yankee Atomic will file a certificate of notification covering
the transactions effected pursuant to the authority requested
herein during such quarter. Such certificate will show the dates
and amounts of all new money borrowings, the name(s) of the
bank(s), the maximum amount of notes outstanding to bank(s), at
any one time, and the aggregate total outstanding at the end of
such quarter. The final certificate of notification will be
accompanied by the required past tense opinion of counsel.
ITEM 2 - FEES, COMMISSIONS, AND EXPENSES
----------------------------------------
There are no fees or commissions to be paid in connection
with the proposed transactions. Incidental services will be
performed by New England Power Service Company at the actual cost
thereof. New England Power Service Company is an affiliated
service company operating pursuant to Section 13 of the Act and
the Commission's rules thereunder. The cost of such services to
Yankee Atomic, primarily that of the Legal and Administrative
Departments, is estimated not to exceed $1,000.
ITEM 3 - APPLICABLE STATUTORY PROVISIONS
----------------------------------------
(a) (1) The issuance of notes by Yankee Atomic to bank:
Sections 6(a) and 7 of the Act.
(2) The payment of any note indebtedness from the
proceeds of the proposed borrowings: exempted
from Section 9(a) and Rule 42(a) by Subparagraph
(b)(2) of said rule.
<PAGE>
(b) Yankee Atomic is and has the following relationships,
as defined under the Act and the Rules and Regulations
thereunder:
A subsidiary and an affiliate of New England Power Company,
an exempt holding company, and of New England Electric
System, a registered holding company, and an associate of
each company in the New England Electric System Holding
Company System.
A subsidiary and an affiliate of The Connecticut Light and
Power Company, an exempt holding company, and of Northeast
Utilities, a registered holding company and an associate of
each company in the Northeast Utilities Holding Company
System, and an affiliate of Western Massachusetts Electric
Company, and Public Service Company of New Hampshire, both
subsidiaries of said Northeast Utilities.
An affiliate of Boston Edison Company.
An affiliate of Central Maine Power Company.
Note: Yankee Atomic is neither an affiliate nor an
associate of Montaup Electric Company, a
subsidiary of Eastern Utilities Associates, a
registered holding company, nor of Central
Vermont Public Service Corporation, nor of
Commonwealth Electric Company and Cambridge
Electric Light Company, both subsidiaries of
Commonwealth Energy Systems, an exempt holding
company, as the holding of the Yankee Atomic
voting stock by each is less than 5%.
ITEM 4 - REGULATORY APPROVAL
----------------------------
No state regulatory commission nor Federal commission (other
than the Securities and Exchange Commission) has jurisdiction
over the proposed transactions.
ITEM 5 - PROCEDURE
------------------
It is requested that the Commission take action with respect
to this statement without a hearing being held and that this
statement become effective on or before December 31, 1998, or as
soon as practicable thereafter, in order for Yankee Atomic to
make its borrowing under this authority early in 1998.
<PAGE>
Yankee Atomic (1) does not request a recommended decision by
an administrative law judge, (2) does not request a recommended
decision by any other responsible officer of the Commission, (3)
hereby specifies that the Division of Investment Management may
assist in the preparation of the Commission's decision, and (4)
hereby requests that there be no 30-day waiting period between
the date of issuance of the Commission's order and the date on
which it is to become effective.
ITEM 6 - EXHIBITS AND FINANCIAL STATEMENTS
------------------------------------------
(a) A Form of Notes Proposed to be Issued by Yankee
Atomic to the Banks.
*F Opinion of Counsel
G Proposed Form of Notice.
(b) Financial Statements:
1. Balance Sheet of Yankee Atomic at September 30,
1997.
2. Statement of Income and Retained Earnings of
Yankee Atomic for the 12 months ended September
30, 1997.
As no true pro forma effect can be given because of
changing situations over the period, pro forma
statements have been omitted.
3. Estimated source and application of funds by
month for the years 1998 through 2001.
There were no material changes, not in the ordinary
course of business, since the day of the balance
sheet, September 30, 1997.
* To be filed by amendment.
ITEM 7 - INFORMATION AS TO ENVIRONMENTAL EFFECTS
-----------------------------------------------
The proposed transaction does not involve a major Federal
action significantly affecting the quality of the human
environment.
<PAGE>
SIGNATURE
_________
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly caused this
statement to be signed on its behalf by the undersigned thereunto
duly authorized.
YANKEE ATOMIC ELECTRIC COMPANY
s/Kirk L. Ramsauer
___________________________________
Kirk L. Ramsauer
Clerk and General Counsel
Date: October 29, 1997
<PAGE>
EXHIBIT INDEX
-------------
Exhibit Description Page
- ------- ----------- ----
A Form of Notes Proposed to be Filed
Issued by Yankee Atomic to the herewith
Banks
F Opinion of Counsel To be filed
by amendment
G Proposed Form of Notice Filed
herewith
Financial
Statements
- ----------
1 Balance Sheet of Yankee Atomic at Filed
September 30, 1997 herewith
2 Statement of Income and Retained Filed
Earnings of Yankee Atomic for the herewith
12 Months Ended September 30, 1997
3 Estimated Source and Application Filed
of Funds by month for the years herewith
1998 through 2001
27 Financial Data Schedule Filed
herewith
<PAGE>
EXHIBIT A
FORM OF PROMISSORY NOTE
------------------------
FOR VALUE RECEIVED, YANKEE ATOMIC ELECTRIC COMPANY, a
Massachusetts corporation (the "Borrower") hereby promises to pay
to the order of (the "Bank") the principal amount of up to ten
million dollars ($10,000,000) under the terms and conditions of a
certain Loan Agreement dated as of the date hereof by and between
the Borrower and the Bank (the "Loan Agreement"). Capitalized
terms not otherwise defined herein are used herein with the same
meaning as specified in the Loan Agreement. All of the terms,
conditions and covenants of the Loan Agreement are expressly made
a part of this promissory note (the "Note") by reference in the
same manner and with the same effect as if set forth herein at
length and any holder of this Note is entitled to the benefits of
and remedies provided in the Loan Agreement and any other
agreements by and between the Borrower and the Bank.
The Borrower may borrow and reborrow under this Note in
accordance with the terms of the Loan Agreement. The principal
balance of each Loan shall be repaid at the expiration of the
Interest Period applicable thereto and the aggregate balance of
all Loans then outstanding hereunder shall be due and payable in
full on the Termination Date. The Borrower acknowledges and
agrees that no Interest Period shall have a duration of more than
nine months.
Subject to the provisions concerning payment of interest at
a higher rate during the occurrence and continuance of an Event
of Default, this Note shall bear interest on the outstanding
balance from time to time at the rates as provided in the Loan
Agreement until such principal and interest on the outstanding
balance shall be due and payable in arrears on Interest Payment
Dates as provided in the Loan Agreement.
Should any installment payment be in default for more than
________ (___) days, there may be imposed, to the extent
permitted by law, a delinquency charge not to exceed ______
percent (__%) of such installment in default.
In the event this Note is not paid when due at any stated or
accelerated maturity, the Borrower agrees to pay, in addition to
the principal and interest, all costs of collection, including
reasonable attorneys' fees.
<PAGE>
IN WITNESS WHEREOF, the Borrower has executed this Note
under seal as of the day and year first above written.
YANKEE ATOMIC ELECTRIC COMPANY
ATTEST:
By: ____________________ By: ____________________
____________________ Title: ____________________
Secretary
[Corporate Seal]
<PAGE>
EXHIBIT G
---------
PROPOSED FORM OF NOTICE
-----------------------
Yankee Atomic Electric Company (Yankee Atomic), 580 Main
Street, Bolton, Massachusetts, 01740, and electric utility
subsidiary of New England Electric System and Northeast
Utilities, registered holding companies, has filed an
application/declaration with this Commission pursuant to Sections
6, 7, 9, and 10 of the Public Utility Holding Company Act of 1935
and Rules 42(b)(2).
Yankee Atomic proposed that its short-term borrowing
authorization be extended through December 31, 2002, and that it
be permitted to borrow money from banks, up to a maximum
aggregate amount to be outstanding at any one time of
$10,000,000. The proceeds of the proposed borrowings will be
used to finance working capital needs.
<PAGE>
<TABLE>
Financial Statement 1
Page 1 of 2
YANKEE ATOMIC ELECTRIC COMPANY
BALANCE SHEET
AS OF SEPTEMBER 30, 1997
(UNAUDITED)
<CAPTION>
ASSETS AND OTHER DEBITS
- -----------------------
<S> <C>
UTILITY PLANT
Electric plant in service $ 136,960
------------
Total utility plant 136,960
------------
OTHER PROPERTY AND INVESTMENTS
Non-utility property 1,448,595
Less accumulated depreciation 1,221,905
------------
Subtotal 226,690
Decommissioning fund 123,160,403
Other investments 1,684,708
------------
Total other property and investments 125,071,801
------------
CURRENT AND ACCRUED ASSETS
Cash and temporary investments 9,794,938
Accounts receivable 13,904,954
Prepayments 5,830,956
------------
Total current and accrued assets 29,530,848
------------
DEFERRED DEBITS
Regulatory Assets
Fuel 13,098,506
Decommissioning 108,380,750
Other - shutdown related 14,185,853
FAS No. 109 - deferred tax asset 594,368
DOE D & D assessment 0
Unrecovered assets 16,382,385
------------
Total regulatory assets 152,641,862
------------
Deferred income tax-decommissioning 6,247,882
Other (1,669,616)
------------
Total deferred debits 157,220,128
------------
TOTAL ASSETS AND OTHER DEBITS $311,959,737
============
</TABLE>
<PAGE>
<TABLE>
Financial Statement 1
Page 2 of 2
YANKEE ATOMIC ELECTRIC COMPANY
BALANCE SHEET
AS OF SEPTEMBER 30, 1997
(UNAUDITED)
<CAPTION>
LIABILITIES AND OTHER CREDITS
- -----------------------------
<S> <C>
PROPRIETARY CAPITAL
Common stock, par value $100 per
share; 153,400 shares authorized
and outstanding $ 15,340,000
Retained earnings 8,342,890
------------
Total proprietary capital 23,682,890
------------
CURRENT AND ACCRUED LIABILITIES
Notes payable 250,000
Accounts payable 8,168,243
Accrued income taxes (331,611)
Accrued interest 30,215
Other 2,144,498
------------
Total current & accrued liabilities 10,261,345
------------
DEFERRED CREDITS
Regulatory Liabilities
Fuel 13,098,506
Decommissioning 108,380,750
Other - shutdown related 14,185,853
Fas No. 109 - deferred tax liability 5,870,347
------------
Total regulatory liabilities 141,535,456
------------
Unamortized investment tax credits 138,077
Decommissioning reserve 124,901,625
Deferred income tax-other 7,866,713
Other 3,573,631
------------
Total deferred credits 278,015,502
------------
TOTAL LIABILITIES AND OTHER CREDITS $311,959,737
============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Financial Statement 2
YANKEE ATOMIC ELECTRIC COMPANY
STATEMENT OF INCOME AND RETAINED EARNINGS
PERIOD ENDED SEPTEMBER 30, 1997
(UNAUDITED)
<S> <C>
OPERATING REVENUES
Electric sales $52,549,111
Engineering services to others 87,099,360
-----------
Total operating revenues 139,648,471
-----------
OPERATING EXPENSES
Fuel 958,360
Operations 2,183,293
Engineering 87,099,360
Decommissioning 39,388,987
Amortization of unrecovered assets 5,959,734
Taxes, other than federal income 410,311
Federal income taxes 2,052,308
-----------
Total operating expenses 138,052,353
-----------
OPERATING INCOME 1,596,118
-----------
OTHER INCOME (EXPENSE)
Other, net (893,878)
-----------
Total other income (893,878)
-----------
OPERATING AND OTHER INCOME 702,240
-----------
INTEREST
Interest on short-term debt 0
Interest on long-term debt 0
Other 100,086
-----------
Total interest 100,086
-----------
NET INCOME (LOSS) $ (602,154)
===========
RETAINED EARNINGS
Retained earnings-beginning $ 9,734,936
Net income (loss) (602,154)
-----------
Subtotal 10,337,090
Dividends paid 1,994,200
-----------
RETAINED EARNINGS-ending $ 8,342,890
===========
</TABLE>
<PAGE>
<TABLE>
Financial Statement 3
Page 1 of 4
YANKEE ATOMIC ELECTRIC COMPANY
ESTIMATED SOURCE AND APPLICATION OF FUNDS
1998
(000's)
<CAPTION>
12 MONTH
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC TOTAL
--- --- --- --- --- --- --- --- --- --- --- --- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
SHORT-TERM DEBT
BEGINNING OF
MONTH $10,000 $10,266$10,533 $10,801$11,067$11,333 $11,599 $11,865$12,132$12,400$12,666 $12,933 $10,000
SOURCE OF FUNDS:
- ---------------
NET INCOME 62 63 63 62 62 63 62 63 63 62 62 63 750
LONG-TERM DEBT
PROCEEDS 0 0 0 0 0 0 0 0 0 0 0 0 0
AMORTIZATION OF
UNRECOVERED
ASSETS 496 496 497 496 496 497 496 496 497 496 497 497 5,957
DEFERRED TAXES
(EXCL. DECOM.) (288) (288) (288) (288) (288) (289) (288) (288) (288) (288) (288) (289) (3,458)
----- ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
270 271 272 270 270 271 270 271 272 270 270 271 3,249
APPLICATION OF FUNDS:
- --------------------
DIVIDENDS 0 0 0 0 0 0 0 0 0 0 0 0 0
LONG-TERM DEBT
RETIREMENT 0 0 0 0 0 0 0 0 0 0 0 0 0
ITC AMORTIZATION 4 4 4 4 4 5 4 4 4 4 4 5 50
CHANGES IN WORKING
CAPITAL 0 0 0 0 0 0 0 0 0 0 0 0 0
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
4 4 4 4 4 5 4 4 4 4 4 5 50
ADDITIONS
(REDUCTIONS) TO
SHORT-TERM DEBT (266) (267) (268) (266) (266) (266) (266) (267) (268) (266) (267) (266) (3,199)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
SHORT-TERM DEBT
END-OF-MONTH $10,266 $10,533$10,801 $11,067$11,333$11,599 $11,865 $12,132$12,400$12,666$12,933 $13,199 $13,199
====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
</TABLE>
<PAGE>
<TABLE>
Financial Statement 3
Page 2 of 4
YANKEE ATOMIC ELECTRIC COMPANY
ESTIMATED SOURCE AND APPLICATION OF FUNDS
1999
(000's)
<CAPTION>
12 MONTH
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC TOTAL
--- --- --- --- --- --- --- --- --- --- --- --- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
SHORT-TERM DEBT
BEGINNING OF
MONTH $13,199 $13,428$13,657 $13,887$14,116$14,345 $14,573 $14,802$15,031$15,261$15,490 $15,720 $13,199
SOURCE OF FUNDS:
- ---------------
NET INCOME 25 25 25 25 25 25 25 25 25 25 25 25 300
LONG-TERM DEBT
PROCEEDS 0 0 0 0 0 0 0 0 0 0 0 0 0
AMORTIZATION OF
UNRECOVERED
ASSETS 496 496 497 496 496 497 496 496 497 496 497 497 5,957
DEFERRED TAXES
(EXCL. DECOM.) (288) (288) (288) (288) (288) (289) (288) (288) (288) (288) (288) (289) (3,458)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
233 233 234 233 233 233 233 233 234 233 234 233 2,799
APPLICATION OF FUNDS:
- --------------------
DIVIDENDS 0 0 0 0 0 0 0 0 0 0 0 0 0
LONG-TERM DEBT
RETIREMENT 0 0 0 0 0 0 0 0 0 0 0 0 0
ITC AMORITIZATION 4 4 4 4 4 5 4 4 4 4 4 5 50
CHANGES IN WORKING
CAPITAL 0 0 0 0 0 0 0 0 0 0 0 0 0
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
4 4 4 4 4 5 4 4 4 4 4 5 50
ADDITIONS
(REDUCTIONS) TO
SHORT-TERM DEBT (229) (229) (230) (229) (229) (228) (229) (229) (230) (229) (230) (228) (2,749)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
SHORT-TERM DEBT
END-OF-MONTH $13,428 $13,657$13,887 $14,116$14,345$14,573 $14,802 $15,031$15,261$15,490$15,720 $15,948 $15,948
====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ====== ======
</TABLE>
<PAGE>
<TABLE>
Financial Statement 3
Page 3 of 4
YANKEE ATOMIC ELECTRIC COMPANY
ESTIMATED SOURCE AND APPLICATION OF FUNDS
2000
(000's)
<CAPTION>
12 MONTH
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC TOTAL
--- --- --- --- --- --- --- --- --- --- --- --- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
SHORT-TERM DEBT
BEGINNING OF
MONTH $15,948 $16,168$16,388 $16,610$16,830$17,050 $17,270 $17,270$17,270$17,270$17,270 $17,270 $15,948
SOURCE OF FUNDS:
- ---------------
NET INCOME 16 16 17 16 16 17 0 0 0 0 0 0 98
LONG-TERM DEBT
PROCEEDS 0 0 0 0 0 0 0 0 0 0 0 0 0
AMORTIZATION OF
UNRECOVERED
ASSETS 496 496 497 496 496 497 0 0 0 0 0 0 2,978
DEFERRED TAXES
(EXCL. DECOM.) (288) (288) (288) (288) (288) (289) 0 0 0 0 0 0 (1,729)
----- ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
224 224 226 224 224 225 0 0 0 0 0 0 1,347
APPLICATION OF FUNDS:
- --------------------
DIVIDENDS 0 0 0 0 0 0 0 0 0 0 0 0 0
LONG-TERM DEBT
RETIREMENT 0 0 0 0 0 0 0 0 0 0 0 0 0
ITC AMORTIZATION 4 4 4 4 4 5 0 0 0 0 0 0 25
CHANGES IN WORKING
CAPITAL 0 0 0 0 0 0 0 0 0 0 0 0 0
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
4 4 4 4 4 5 0 0 0 0 0 0 25
ADDITIONS
(REDUCTIONS) TO
SHORT-TERM DEBT (220) (220) (222) (220) (220) (220) 0 0 0 0 0 0 (1,322)
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
SHORT-TERM DEBT
END-OF-MONTH $16,168 $16,388$16,610 $16,830$17,050$17,270 $17,270 $17,270$17,270$17,270$17,270 $17,270 $17,270
======= ============== ===================== ======= ============================ ====== ======
</TABLE>
<PAGE>
<TABLE>
Financial Statement 3
Page 4 of 4
YANKEE ATOMIC ELECTRIC COMPANY
ESTIMATED SOURCE AND APPLICATION OF FUNDS
2001
(000's)
<CAPTION>
12 MONTH
JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC TOTAL
--- --- --- --- --- --- --- --- --- --- --- --- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
SHORT-TERM DEBT
BEGINNING OF
MONTH $17,270 $17,270$17,270 $17,270$17,270$17,270 $17,270 $17,270$17,270$17,270$17,270 $17,270 $17,270
SOURCE OF FUNDS:
- ---------------
NET INCOME 0 0 0 0 0 0 0 0 0 0 0 0 0
LONG-TERM DEBT
PROCEEDS 0 0 0 0 0 0 0 0 0 0 0 0 0
AMORTIZATION OF
UNRECOVERED
ASSETS 0 0 0 0 0 0 0 0 0 0 0 0 0
DEFERRED TAXES
(EXCL. DECOM.) 0 0 0 0 0 0 0 0 0 0 0 0 0
----- ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
0 0 0 0 0 0 0 0 0 0 0 271 3,249
APPLICATION OF FUNDS:
- --------------------
DIVIDENDS 0 0 0 0 0 0 0 0 0 0 0 0 0
LONG-TERM DEBT
RETIREMENT 0 0 0 0 0 0 0 0 0 0 0 0 0
ITC AMORTIZATION 0 0 0 0 0 0 0 0 0 0 0 0 0
CHANGES IN WORKING
CAPITAL 0 0 0 0 0 0 0 0 0 0 0 0 0
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
0 0 0 0 0 0 0 0 0 0 0 0 0
ADDITIONS
(REDUCTIONS) TO
SHORT-TERM DEBT 0 0 0 0 0 0 0 0 0 0 0 0 0
------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------ ------
SHORT-TERM DEBT
END-OF-MONTH $17,270 $17,270$17,270 $17,270$17,270$17,270 $17,270 $17,270$17,270$17,270$17,270 $17,270 $17,270
======= ============== ===================== ======= ============================ ====== ======
</TABLE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> OPUR1
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE BALANCE SHEET AND RELATED STATEMENTS OF INCOME AND
RETAINED EARNINGS OF YANKEE ATOMIC ELECTRIC COMPANY AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<PERIOD-TYPE> 12-MOS
<BOOK-VALUE> PER-BOOK
<TOTAL-NET-UTILITY-PLANT> 136,960
<OTHER-PROPERTY-AND-INVEST> 125,071,801
<TOTAL-CURRENT-ASSETS> 29,530,848
<TOTAL-DEFERERED-CHARGES> 157,220,128
<OTHER-ASSETS> 0
<TOTAL-ASSETS> 311,959,737
<COMMON> 15,340,000
<CAPITAL-SURPLUS-PAID-IN> 0
<RETAINED-EARNINGS> 8,342,890
<TOTAL-COMMON-STOCKHOLDERS-EQ> 23,682,890
0
0
<LONG-TERM-DEBT-NET> 0
<SHORT-TERM-NOTES> 250,000
<LONG-TERM-NOTES-PAYABLE> 0
<COMMERCIAL-PAPER-OBLIGATIONS> 0
<LONG-TERM-DEBT-CURRENT-PORT> 0
0
<CAPITAL-LEASE-CURRENT> 0
<LEASES-CURRENT> 0
<OTHER-ITEMS-CAPITAL-AND-LIAB> 278,015,502
<TOT-CAPITALIZATION-AND-LIAB> 311,959,737
<GROSS-OPERATING-REVENUE> 139,648,471
<INCOME-TAX-EXPENSE> 2,052,308
<OTHER-OPERATING-EXPENSES> 136,596,163
<TOTAL-OPERATING-EXPENSES> 138,052,353
<OPERATING-INCOME-LOSS> 1,596,118
<OTHER-INCOME-NET> (893,878)
<INCOME-BEFORE-INTEREST-EXPEN> (702,240)
<TOTAL-INTEREST-EXPENSE> 100,086
<NET-INCOME> (602,154)
0
<EARNINGS-AVAILABLE-FOR-COMM> (602,154)
<COMMON-STOCK-DIVIDENDS> 1,994,200
<TOTAL-INTEREST-ON-BONDS> 100,086
