FILE NO. 70-8641
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 2
to
FORM U-1
APPLICATION/DECLARATION WITH RESPECT TO BROKERING
AND MARKETING ACTIVITIES
Under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
HOLYOKE WATER POWER COMPANY
WESTERN MASSACHUSETTS ELECTRIC PUBLIC SERVICE COMPANY OF
COMPANY NEW HAMPSHIRE
174 Brush Hill Avenue 1000 Elm Street
West Springfield, MA 01809 Manchester, NH 03015
THE CONNECTICUT LIGHT AND POWER
COMPANY
NORTHEAST UTILITIES SERVICE COMPANY
107 Selden Street
Berlin, CT 06037
(Names of companies filing this statement and
addresses of principal executive offices)
NORTHEAST UTILITIES
(Name of top registered holding company)
Robert P. Wax, Esq.
Vice President, Secretary and General Counsel
Northeast Utilities Service Company
107 Selden Street
Berlin, Connecticut 06037
(Name and address of agent for service)
The Commission is requested to mail signed copies of all orders, notices
and communication to:
Jeffrey C. Miller, Esq. John B. Keane
Assistant General Counsel Vice President and Treasurer
Northeast Utilities Northeast Utilities
Service Company Service Company
107 Selden Street 107 Selden Street
Berlin, Connecticut 06037 Berlin, Connecticut 06037
The Application/Declaration in this proceeding, as previously amended,
is hereby further amended as follows:
1. The following exhibits are filed herewith:
F.1 Opinion of Counsel
H.2 Estimated Fees and Expenses
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned has duly caused this amendment to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: July 13, 1995 THE CONNECTICUT LIGHT AND POWER COMPANY
NORTHEAST UTILITIES SERVICE COMPANY
WESTERN MASSACHUSETTS ELECTRIC COMPANY
HOLYOKE WATER POWER COMPANY
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE
By: /s/Jeffrey C. Miller
Their Attorney
Exhibit F.1
July 12, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
I am Assistant General Counsel of Northeast Utilities Service Company
("NUSCO"), the service company affiliate of Northeast Utilities. I am
furnishing this opinion as an exhibit to Amendment No. 2 to the
Application/Declaration on Form U-1 in File No. 70-8641, as amended (the
"Declaration"), filed by NUSCO, The Connecticut Light and Power Company,
Western Massachusetts Electric Company, Holyoke Water Power Company and
Public Service Company of New Hampshire (collectively, the "Companies") with
respect to brokering and marketing activities.
In connection with this opinion, I have reviewed or caused to be
reviewed the Declaration and the exhibits thereto, the Companies' charter
documents, as amended to the date of this opinion, the proceedings of their
shareholders and boards of directors to date and such other papers, documents
and records, and have made or caused to be made such examination of law, as I
deemed relevant and necessary in order to give this opinion. I have assumed
that in respect of the Declaration an appropriate order of the Securities and
Exchange Commission under the Public Utility Holding Company Act of 1935 will
be issued and all actions of the Companies will be in conformity therewith.
Based upon the foregoing, I am of the opinion that:
(a) All State laws applicable to the proposed transaction have been
complied with;
(b) The Companies are validly organized and duly existing in their
respective states of incorporation; and
(c) The consummation of the proposed transaction will not violate the
legal rights of the holders of any securities issued by any of the
Companies or any associate company thereof.
I hereby consent to the use of this opinion in connection with the
filing of the Declaration.
I am a member of the Bar of the State of New York. As to matters
involving the laws of other jurisdictions, I have made a study of such laws
and consulted with lawyers employed by NUSCO who are admitted to the Bars of
such other jurisdictions.
Very truly yours,
/s/Jeffrey C. Miller
Exhibit H.2
ESTIMATED FEES & EXPENSES
The estimated amount of fees, commissions and expenses paid or incurred,
or to be paid or incurred, directly or indirectly, by NU in connection with
the transactions described herein is $5,000, consisting of an SEC U-1 filing
fee of $2,000 and NUSCO fees for services rendered not exceeding $3,000.
