File No. 70-8515
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 1 to
FORM U-1
APPLICATION/DECLARATION
under the
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Connecticut Yankee Atomic Power Company
Northeast Nuclear Energy Company
North Atlantic Energy Service Corporation
Northeast Utilities Service Company
107 Selden Street
Berlin, Connecticut 06037
(Names of companies filing this statement
and address of principal executive offices)
Northeast Utilities
New England Electric System
(Name of top registered holding company parent
of each applicant or declarant except that
New England Electric System is the parent
of only Connecticut Yankee Atomic Power Company)
Robert P. Wax, Esq.
Vice President, Secretary and General Counsel
Northeast Utilities
P.O. Box 270
Hartford, CT 06141-0270
(Names and address of agent for service)
The Commission is requested to mail signed copies of all orders, notices and
communications to:
Cheryl W. Grise Jeffrey C. Miller, Esq.
Senior Vice President - Human Assistant General Counsel
Resources and Administrative Northeast Utilities
Services Service Company
Northeast Utilities Service Company P.O. Box 270
P.O. Box 270 Hartford, CT 06141-0270
Hartford, CT 06141-0270
Northeast Utilities Service Company, Connecticut Yankee Atomic Power
Company, Northeast Nuclear Energy Company and North Atlantic Energy Service
Corporation hereby amend their application/declaration on Form U-1 (File No. 70-
8515) as follows:
Item 6. Exhibits and Financial Statements
The following Exhibit is filed herewith:
Exhibit C - Opinion of Counsel for the Company.
SIGNATURES
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned companies have duly caused this statement to be signed on
their behalf by the undersigned thereunto duly authorized.
NORTHEAST UTILITIES SERVICE COMPANY
NORTHEAST NUCLEAR ENERGY COMPANY
NORTH ATLANTIC ENERGY SERVICE CORPORATION
CONNECTICUT YANKEE ATOMIC POWER COMPANY
By /s/ Richard M. Early
Their Attorney
Dated: December 14, 1994
Exhibit C
December 14, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Northeast Utilities Service Company
Northeast Nuclear Energy Company
North Atlantic Energy Service Corporation
Connecticut Yankee Atomic Power Company
File No. 70-8515
Gentlemen:
I am Senior Counsel of Northeast Utilities Service Company (NUSCO), a
service company subsidiary of Northeast Utilities (NU), a registered holding
company, and in that capacity I have acted as counsel to NUSCO and Northeast
Nuclear Energy Company (NNECO), North Atlantic Energy Service Corporation (North
Atlantic) and Connecticut Yankee Atomic Power Company (CYAPCO) (collectively,
the Applicants) in connection with their application/declaration, as amended
(the Application) in File No. 70-8515 for authority for NUSCO, acting on behalf
of NNECO, North Atlantic and CYAPCO, to acquire up to 40,000 Common Shares,
$5.00 par value, of Northeast Utilities ("NU common shares") on the open market
from time to time to be used as part of special compensation packages to be
offered to various employees of NNECO, North Atlantic and CYAPCO from time to
time.
I have examined, or caused to be examined by counsel associated with me,
the Application, NU's Declaration of Trust, as amended and the respective
charters of the Applicants, the minutes of meetings of the shareholders and
Board of Trustees of NU and the respective Boards of Directors of the
Applicants, and such other records and documents, and have examined such other
issues of fact and law, as I have deemed necessary in order to enable me to
render this opinion.
I am a member of the bars of the Commonwealth of Massachusetts and the
State of Connecticut. I am not a member of the bar of the State of New
Hampshire, the jurisdiction under whose laws North Atlantic has been organized,
although I am associated with, and have consulted with, other counsel who are
expert in the laws of New Hampshire. This opinion is limited to matters of
Massachusetts, Connecticut, New Hampshire and federal law.
This opinion is subject to the consummation of the proposed transactions
in accordance with the Application.
Based on the foregoing, and assuming that the Commission issues an order
approving the transactions contemplated in the Application, I am of the
following opinion:
1. All state laws applicable to the proposed transactions will have been
complied with;
2. NU is validly organized and duly existing as a voluntary association
organized under the laws of the Commonwealth of Massachusetts pursuant to a
Declaration of Trust dated as of January 15, 1927, as amended, and the NU common
shares to be used as compensation for the employees of NNECO, North Atlantic and
CYAPCO in accordance with the terms of the Application will at the time of such
use have been validly issued, fully paid and non-assessable, and the holders
thereof will be entitled to the rights and privileges appertaining thereto set
forth in the Declaration of Trust;
3. NUSCO, acting on behalf of NNECO, North Atlantic and CYAPCO, will
legally acquire the NU Common Shares in the open market as described in the
Application; and
4. The consummation of the proposed transactions will not violate the
legal rights of the holders of any securities issued by NU, the Applicants, or
any associate company thereof.
I hereby consent to the use of this opinion in connection with the
Application.
Very truly yours,
/s/Richard M. Early
