BOSTON EDISON CO
U-3A-2, 1994-02-28
ELECTRIC SERVICES
Previous: SIGNET BANKING CORP, SC 13G/A, 1994-02-28
Next: BRUNSWICK CORP, SC 13G, 1994-02-28



<PAGE>   1

                                                                 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,




<PAGE>   2

                                       2

         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.


<PAGE>   3

                                       3

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

<PAGE>   4
                                       4

                                   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
                                            -------------
                                                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



<PAGE>   5

<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>

<PAGE>   6

<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
                                                   ----------        -------            ------            ----------
   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
                                                   ----------        -------            ------            ----------
   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>




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission