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FILE NO. 1-2301
CIK: 0000013372
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM U-3A-2
Statement by Holding Company Claiming Exemption Under
Rule 2 from the Provisions of the Public Utility
Holding Company Act of 1935
BOSTON EDISON COMPANY
hereby files with the Securities and Exchange
Commission, pursuant to Rule 2, its statement claiming
exemption as a holding company from the provisions of
the Public Utility Holding Company Act of 1935. In
support of such claim for exemption the following
information is submitted:
1. Boston Edison Company (the Company) is a
Massachusetts electric utility company and a holding
company organized in Massachusetts with its principal
office at 800 Boylston Street, Boston, Massachusetts.
One of its wholly-owned subsidiaries is Harbor Electric
Energy Company (HEEC), a Massachusetts electric utility
company which also has its principal office at 800
Boylston Street, Boston, Massachusetts. Boston Energy
Technology Group, Inc., is also a wholly-owned
subsidiary of Boston Edison Company, but does not
engage in regulated utility activities.
2. The Company engages principally in the generation,
purchase, transmission, distribution and sale of
electric energy. HEEC has been formed to engage
principally in the distribution of electric energy from
the Company to a large retail electric customer of the
Company, the Massachusetts Water Resources Authority
(the MWRA), for use in the construction and operation
of its wastewater treatment facilities located on Deer
Island in the City of Boston, Massachusetts. HEEC may
in the future engage in the generation, transmission,
distribution or sale of electric energy and steam.
PROPERTIES USED FOR GENERATION
Within Massachusetts, the properties of the Company
used for the generation of electric energy as of
December 31, 1993, which are 100% owned include three
steam-electric generating stations, one of which is
nuclear (678,000 kW) and two of which are fueled by oil
and natural gas (total 1,803,530 kW), and ten
combustion turbine generators (total 238,944 kW). The
Company also owns 9.5% of the common stock of Yankee
Atomic Electric Company. On February 26,
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1992, Yankee Atomic Electric Company voted to permanently
shutdown its nuclear generating unit. The Company's total
generating capability within Massachusetts is about
2,720,474 kW.
The Company has a 5.8881% joint ownership interest
(approximately 37,300 kW), in Wyman Unit #4 operated by
Central Maine Power Company and located in Yarmouth,
Maine. It also owns 9.5% of the common stock of
Connecticut Yankee Atomic Power Company which operates
a nuclear generating unit with a net capability of
587,000 kW located in Haddam, Connecticut. Until the
expiration of the power contract relating to this unit
in June, 2007, the Company is entitled to receive 9.5%
of its output, which is about 55,765 kW. The Company's
generating capability outside Massachusetts totals
93,065 kW.
Taking into account the Company's power contracts
with Connecticut Yankee Atomic Power Company and Wyman
Unit #4, the Company's total generating capability
comes to 2,813,539 kW, of which 96.7% is intrastate
and 3.3% is located outside Massachusetts.
PROPERTIES USED FOR TRANSMISSION
The Company's transmission system as of December 31,
1993, consists of approximately 362 miles of overhead
circuits operating at 115,000 volts, 230,000 volts and
345,000 volts and approximately 155 miles of underground
circuits operating at 115,000 volts and 345,000 volts.
All 517 miles of circuits and their substations are
located within Massachusetts. The Company has an 80%
joint ownership interest with Eastern Utilities Associates
in the Medway-Card Street line which is approximately 16
miles of circuits extending from West Medway, Massachusetts
to the Massachusetts-Rhode Island border, at which point the
Company's ownership terminates. This 16-mile circuit
is included in the total amount of overhead circuits
described above and constitutes only 3.1% of the
Company's entire transmission system as measured in
miles of circuit. The Company also has a 5.8881%
interest in a transmission substation located in
Yarmouth, Maine as part of its ownership interest in
the Wyman Unit #4 generating station discussed above.
The Company owns 4.5% of the voting shares and
approximately 6.55% non-voting interest in the New
England Hydro-Transmission Electric Company, Inc., a
Massachusetts corporation which owns the Massachusetts
portions of the high voltage direct current (HVDC)
Interconnection which extends to the Canadian border.
The Company also owns 4.5% of the voting shares and
approximately 6.55% non-voting interest in the New
England Hydro-Transmission Corporation, a New Hampshire
corporation which owns the New Hampshire portion of the
HVDC Interconnection.
PROPERTIES USED FOR DISTRIBUTION
All properties of the Company used for the
distribution of electric energy, including circuits,
substations, and stations, are located within
Massachusetts.
HEEC's distribution system at December 31, 1993
consists principally of a 4.09 mile 115Kv (submarine
cable) distribution line, a temporary substation which
is located on Deer Island in the City of Boston,
Massachusetts and related facilities. HEEC's
distribution system is located entirely in
Massachusetts. HEEC is building a permanent substation
on Deer Island planned to replace the temporary
substation during 1994.
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3. BOSTON EDISON COMPANY. In the year ended December 31, 1993, the Company:
(a) - (c) Sold at retail 12,514,000,000 kWh of electric energy
only within the Commonwealth of Massachusetts
as the Company is permitted to make retail
sales only in its franchise area which is the
City of Boston and thirty-nine other cities and
towns in eastern Massachusetts. Sold wholesale
3,153,000,000 kWh of electric energy to the
following customers, most of whom were located
inside Massachusetts: approximately 28% was
sold to the New England Power Exchange (NEPEX)
headquartered in Massachusetts; approximately
29% was sold to municipal electric systems and
public authorities located within
Massachusetts; approximately 31% was sold to
public utility companies headquartered in
Massachusetts; and a total of approximately 12%
was sold to Northeast Utilities, United
Illuminating and Connecticut Municipal Electric
Energy Cooperative (all headquartered in
Connecticut) and Central Vermont Power Company
(headquartered in Vermont). Electric energy
sold to utility companies outside of
Massachusetts was delivered at tie points
between the Company and other utilities located
within Massachusetts and represented
approximately 2% of the Company's total sales
(both wholesale and retail) of approximately
15,667,000,000 kWh.
(d) Purchased 6,902,000,000 kWh of electric energy.
Approximately 37% was purchased from outside
Massachusetts and includes approximately
356,000,000 kWh of electric energy pursuant to
the Company's stock ownership interest in and
associated power purchase agreement with
Connecticut Yankee. Approximately 30% was
purchased from public authorities and
non-utility generators located in
Massachusetts. Of the remaining purchases,
approximately 23% was purchased from NEPEX
located in Massachusetts. The other 10% was
purchased from Canal Electric Company,
Commonwealth Electric Company and New England
Power Company, all located in Massachusetts.
HARBOR ELECTRIC ENERGY COMPANY. In the year ended December 31, 1993, HEEC:
(a) - (d) did not sell electric energy at wholesale or retail
either within Massachusetts or outside of the state
and did not purchase any electric energy from outside
of Massachusetts.
4. Not Applicable
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EXHIBIT A
Consolidating statement of income and retained
earnings of Boston Edison Company and its subsidiaries
for the years ended December 31, 1993 and consolidating
balance sheet as of December 31, 1993 are also filed
herewith.
Boston Edison Company has caused this statement to be
duly executed on its behalf by an authorized officer on
this day.
Boston Edison Company
---------------------
Claimant
/s/ ROBERT J. WEAFER, JR.
-------------------------
Robert J. Weafer, Jr.
Vice President and Controller
Boston Edison Company
Feb. 28, 1994
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Date
<TABLE>
EXHIBIT B. FINANCIAL DATA SCHEDULE
<CAPTION>
ITEM NO. CAPTION HEADING AMOUNT
<S> <C> <C>
1. Total Assets $3,477,299,000
2. Total Operating Revenues $1,482,253,000
3. Net Income $ 118,218,000
</TABLE>
EXHIBIT C
Not Applicable
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<TABLE>
Boston Edison Company
Consolidating Statements of Income and Retained Earnings
For the year ended December 31, 1993
(in thousands, except earnings per share)
<CAPTION> HARBOR BOSTON ENERGY
BOSTON ELECTRIC TECHNOLOGY ELIMINATING ENTRIES
EDISON COMPANY ENERGY COMPANY GROUP TOTAL DR CR CONSOLIDATED
<S> <C> <C> <C> <C> <C> <C> <C>
Operating revenues $1,477,117 $5,042 $ 94 $1,482,253 $1,482,253
Operating expenses:
Operations and maintenance expense 411,995 159 663 412,817 $349 $349 412,817
Fuel & purchased power 540,848 0 540,848 540,848
Taxes:
Municipal property 76,327 827 77,154 77,154
Payroll and other 15,948 0 15,948 15,948
Income taxes 34,411 732 (202) 34,941 34,941
Depreciation & amortization 136,786 925 11 137,722 137,722
Demand side management programs 37,504 0 37,504 37,504
---------- ------ ----- ---------- ----- ----- ----------
Total operating expenses 1,253,819 2,643 472 1,256,934 349 349 1,256,934
---------- ------ ----- ---------- ----- ----- ----------
Operating income (loss) 223,298 2,399 (378) 225,319 (349) (349) 225,319
Other income, net 527 62 0 589 0 0 589
---------- ------ ----- ---------- ----- ----- ----------
Operating and other income 223,825 2,461 (378) 225,908 (349) (349) 225,908
Interest charges:
Long-term debt 101,609 2,766 104,375
Short-term debt 9,778 0 9,778 104,375
Allowance for borrowed funds used during 9,778
construction (5,024) (1,439) (6,463) (6,463)
---------- ------ ----- ---------- ----- ----- ----------
Total interest charges 106,363 1,327 0 107,690 0 0 107,690
---------- ------ ----- ---------- ----- ----- ----------
Net income (loss) 117,462 1,134 (378) 118,218 (349) (349) 118,218
Preferred dividends 15,705 0 15,705 15,705
---------- ------ ----- ---------- ----- ----- ----------
Balance available for common stock $ 101,757 $1,134 $(378) $ 102,513 $(349) $(349) $ 102,513
========== ====== ===== ========== ===== ===== ==========
Common shares outstanding (weighted average) 449,959
Earnings per share of common stock $2.28
==========
RETAINED EARNINGS:
Balance at beginning of year $190,454 $2,494 $0 $192,948 $192,948
Net income (loss) 117,462 1,134 (378) 118,218 118,218
-------- ------ ----- -------- --------
Subtotal 307,916 3,628 (378) 311,166 311,166
Cash dividends declared:
Preferred stock 15,705 0 0 15,705 15,705
Common stock 77,169 0 0 77,169 77,169
-------- ------ ----- -------- --------
Subtotal 92,874 0 0 92,874 92,874
-------- ------ ----- -------- --------
Balance at end of year $215,042 $3,628 $(378) $218,292 $218,292
======== ====== ===== ======== ========
</TABLE>
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<TABLE>
Boston Edison Company
Consolidating Balance Sheet
For the year ended December 31, 1993
(in thousands)
<CAPTION>
BOSTON HARBOR ELECTRIC BOSTON ENERGY
EDISON CO. ENERGY CO. TECHNOLOGY GROUP TOTAL
<S> <C> <C> <C> <C>
ASSETS
Plant investment $3,881,656 $23,120 $ 0 $3,904,776
Construction work in progress 131,038 13,797 0 144,835
Accumulated depreciation (1,255,124) (3,235) 0 (1,258,359)
---------- ------- ------ ----------
Net plant 2,757,570 33,682 0 2,791,252
Nuclear fuel, net 53,390 0 0 53,390
Investment in HEEC 2,101 0 0 2,101
Investment in BETG 602 0 0 602
Investments in electric companies 24,292 0 0 24,292
Due from subsidiaries 2,539 0 0 2,539
Nuclear decommissioning fund 66,060 0 0 66,060
Current assets:
Cash 2,948 3,681 2,139 8,768
Accounts receivable 170,227 846 25 171,098
Accrued unbilled revenue 29,823 0 0 29,823
Fuel, materials and supplies 79,381 0 0 79,381
Prepaid expenses & other 9,588 23 127 9,738
---------- ------- ------ ----------
Total current assets 291,967 4,550 2,291 298,808
Deferred debits:
Cancelled nuclear unit 19,067 0 0 19,067
Nuclear outage costs 25,524 0 0 25,524
Redemption premiums 59,116 0 0 59,116
Power contracts 36,275 0 0 36,275
Pension and postretirement costs 24,416 0 0 24,416
Regulatory asset - income taxes, net 26,916 0 0 26,916
Other 51,905 2 276 52,183
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Total assets $3,441,740 $38,234 $2,567 $3,482,541
========== ======= ====== ==========
CAPITALIZATION AND LIABILITIES
Common stock equity $873,229 $5,729 $224 $879,182
Cumulative preferred stock 219,000 0 0 219,000
First mortgage bonds 40,000 0 0 40,000
Debentures 1,200,000 0 0 1,200,000
Sewage facility revenue bonds 0 32,497 0 32,497
---------- ------- ------ ----------
Total capitalization 2,332,229 38,226 224 2,370,679
Current liabilities:
Due to Boston Edison Co. 0 399 2,140 2,539
Notes payable 204,151 0 0 204,151
Accounts payable & other 218,941 1,115 203 220,259
Long-term debt/
preferred stock due in one year 2,000 0 0 2,000
---------- ------- ------ ----------
Total current liabilities 425,092 1,514 2,343 428,949
Deferred credits:
Accumulated deferred income taxes 484,854 (58) 0 484,796
Accumulated deferred ITC 71,140 0 0 71,140
Power contracts 36,275 0 0 36,275
Reserve for nuclear decommissioning 73,744 0 0 73,744
Other 18,406 (1,448) 0 16,958
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Total capitalization and liabilities $3,441,740 $38,234 $2,567 $3,482,541
========== ======= ====== ==========
</TABLE>
<TABLE>
<CAPTION>
ELIMINATING ENTRIES
DR CR CONSOLIDATED
<S> <C> <C>
ASSETS
Plant investment $3,904,776
Construction work in progress $502 $502 144,835
Accumulated depreciation (1,258,359)
------ ------ ----------
Net plant 502 502 2,791,252
Nuclear fuel, net 53,390
Investment in HEEC 2,101 0
Investment in BETG 602 0
Investments in electric companies 24,292
Due from subsidiaries 2,539 0
Nuclear decommissioning fund 66,060
Current assets:
Cash 8,768
Accounts receivable 171,098
Accrued unbilled revenue 29,823
Fuel, materials and supplies 79,381
Prepaid expenses & other 9,738
----------
Total current assets 298,808
Deferred debits:
Cancelled nuclear unit 19,067
Nuclear outage costs 25,524
Redemption premiums 59,116
Power contracts 36,275
Pension and postretirement costs 24,416
Regulatory asset - income taxes, net 26,916
Other 52,183
------ ------ ----------
Total assets $502 $5,744 $3,477,299
====== ====== ==========
CAPITALIZATION AND LIABILITIES
Common stock equity $2,703 $876,479
Cumulative preferred stock 219,000
First mortgage bonds 40,000
Debentures 1,200,000
Sewage facility revenue bonds 32,497
------ ----------
Total capitalization 2,703 2,367,976
Current liabilities:
Due to Boston Edison Co. 2,539 0
Notes payable 204,151
Accounts payable & other 220,259
Long-term debt/
preferred stock due in one year 2,000
------ ----------
Total current liabilities 2,539 426,410
Deferred credits:
Accumulated deferred income taxes 484,796
Accumulated deferred ITC 71,140
Power contracts 36,275
Reserve for nuclear decommissioning 73,744
Other 16,958
------ ------ ----------
Total capitalization and liabilities $5,242 $0 $3,477,299
====== ====== ==========
</TABLE>