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File No. 70-9135
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, DC 20549
AMENDMENT NO. 1
TO
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)
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ITEM 1 - DESCRIPTION OF PROPOSED TRANSACTION is amended by
deleting the first paragraph thereof and replacing it with
the following:
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, by Commission Order
dated December 28, 1995, in File No. 70-8743 (HCAR 35-26441).
The proceeds of the proposed borrowings will be used to finance
the company's working capital needs.
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SIGNATURE
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Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly caused this
Amendment No. 1 to Form U-1 (File No. 70-9135) 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: November 18, 1997
