CONNECTICUT LIGHT & POWER CO
U-1/A, 1995-05-26
ELECTRIC SERVICES
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                                                            FILE NO. 70-8641 



                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                              AMENDMENT NO. 1 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 is hereby amended as
follows:

1.   The following exhibit is filed herewith:

     H.1 Proposed Form of Notice




                                   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: May 26, 1995            THE CONNECTICUT LIGHT AND POWER COMPANY
                              WESTERN MASSACHUSETTS ELECTRIC COMPANY
                              HOLYOKE WATER POWER COMPANY
                              PUBLIC SERVICE OF NEW HAMPSHIRE
                              NORTHEAST UTILITIES SERVICE COMPANY

                              By   /s/Jeffrey C. Miller
                                   Their Attorney






















                                                 Exhibit H.1
                              PROPOSED FORM OF NOTICE

SECURITIES AND EXCHANGE COMMISSION

(Release No. 35 -                )
May    , 1995

NORTHEAST UTILITIES, et al. (70-8641)

Northeast Utilities ("NU"), a public utility holding company registered under
the Public Utility Holding Company Act of 1935, as amended (the "Act"), and
its subsidiary companies, Western Massachusetts Electric Company ("WMECO")
and Holyoke Water Power Company ("HWP"), both located in West Springfield,
Massachusetts; The Connecticut Light and Power Company ("CL&P") and Northeast
Utilities Service Company ("NUSCO") both located in Berlin, Connecticut; and
Public Service Company of New Hampshire ("PSNH") located in Manchester, New
Hampshire (WMECO, HWP, CL&P and PSNH are referred to herein as the "Operating
Companies"), Manchester, New Hampshire have filed an application-declaration
under Sections 9(a) and 10 of the Act.  The purpose of the application is to
request authority to the extent required under the Act to engage in a variety
of brokering and marketing transactions (the "Proposed Activities") in the
Northeastern region of the United States (the "Sales Region"), including the
New England Power Pool ("NEPOOL").  The Proposed Activities will enable the
NU system to compete more effectively in the rapidly evolving electric
utility business.

     The Proposed Activities consist of using the NU system's knowledge of
the marketplace developed in connection with seeking customers for its power
supply and power sources for its own needs (i) to match services with and
customers the NU system cannot supply and receive a brokerage fee for
bringing the two parties together ("Brokering") and (ii) to act as a
principal in power sale transactions between buyers and sellers
("Marketing").  Marketing transactions would also include fuel-for-energy
transactions whereby NUSCO, on behalf of one of the Operating Companies,
would substitute other sources of energy for electricity generated by the
Operating Company.  A portion of the Proposed Activities may be conducted
wholly outside of NEPOOL.

     The Proposed Activities will generally be carried on by personnel
employed by NUSCO, a service company subsidiary of NU , who engage in the
day-to-day power marketing activities of the NU system on behalf of the
Operating Companies.  Revenues from the Proposed Activities will be credited
to reduce the affected Operating Companies' costs of operation.  Revenues
from Brokering activities are not expected to exceed approximately $1 million
in each of 1995 and 1996 and revenues from Marketing activities are not
expected to exceed $110 million in each of 1995 and 1996.  The projected Non-
NEPOOL Marketing revenues for each of the years 1995-1996 are not expected to
exceed NEPOOL Marketing revenues for those years. 

     For the Commission, by the Division of Investment Management, pursuant
to delegated authority.

Jonathan G. Katz
Secretary


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