NORTHEAST NUCLEAR ENERGY CO
U-13-60, 1994-04-28
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                                Form U -13 - 60
                   Mutual and Subsidiary Service Companies


                                ANNUAL REPORT

                               FOR THE PERIOD
           Beginning January 1, 1993 and Ending December 31, 1993

                                   TO THE

                     U. S. SECURITIES AND EXCHANGE COMMISSION

                                     OF

                         NORTHEAST NUCLEAR ENERGY COMPANY
 
                           A Subsidiary Service Company
 

                     Date of Incorporation  - November 14, 1950


                State of Soverign Power under which Incorporated 
                            or Organized - Connecticut

                  Location of Principal Executive Offices of 
              Reporting Company - Selden Street, Berlin, CT 06037

         Name, title, and address of officer to whom correspondence
                concerning this report should be addressed:

                John W. Noyes, Vice President and Controller,
                   P.O. Box 270, Hartford, CT , 06141-0270


            Name of Principal Holding Company Whose Subsidiaries 
                      are served by Reporting Company:

                              NORTHEAST UTILITIES
















                    INSTRUCTIONS FOR USE ON FORM U-13-60


1.   TIME OF FILING

Rule 94 provides that on or before the first day of May in each calendar
year, each mutual service company and each subsidiary service company as to
which the Commission shall have made a favorable finding pursuant to Rule 88,
and every service company whose application for approval or declaration
pursuant to Rule 88 is pending shall file with the Commission an annual
report on Form U-13-60 and in accordance with the instructions for that form.

2.   NUMBER OF COPIES

Each annual report shall be filed in duplicate.  The company should prepare
and retain at least one extra copy for itself in case correspondence with
reference to the report becomes necessary.

3.   PERIOD COVERED BY REPORT

The first report filed by any company shall cover the period from the date
the Uniform System of Accounts was required to be made effective as to that
company under Rules 82 and 93 to the end of that calendar year.  Subsequent
reports should cover a calendar year.  

4.   REPORT FORMAT

Reports shall be submitted on the forms prepared by the Commission.  If the
space provided on any sheet of such form is inadequate, additional sheets may
be inserted of the same size as a sheet of the form or folded to such size.

5.   MONEY AMOUNTS DISPLAYED

All money amounts required to be shown in financial statements may be
expressed in whole dollars, in thousands of dollars or in hundred thousands
of dollars, as appropriate, and subject to provisions of Regulation S-X
(Paragraph 210.3-0.1(b)).

6.   DEFICITS DISPLAYED

Deficits and other like entries shall be indicated by the use of either
brackets or a parenthesis with corresponding reference in footnotes. 
(Regulation S-X, (Paragraph 210.3-0.1(c)).

7.   MAJOR AMENDMENTS OR CORRECTIONS

Any company desiring to amend or correct a major omission or error in a
report after it has been filed with the Commission shall submit an amended
report including only those pages, schedules, and entries that are to be
amended or corrected.  A cover letter shall be submitted requesting the
Commission to incorporate the amended report changes and shall be signed by a
duly authorized officer of the company.


8.   DEFINITIONS

Definitions contained in Instruction 01-8 to the Uniform System of Accounts
for Mutual Service Companies and Subsidiary Service Companies, Public Utility
Holding Company Act of 1935, as amended February 2, 1979 shall be applicable
to words or terms used specifically within this Form U-13-60.

9.   ORGANIZATION CHART

The service company shall submit with each annual report a copy of its
current organization chart.

10.  METHODS OF ALLOCATION

The service company shall submit with each annual report a listing of the
currently effective methods of allocation being used by the service company
and on file with the Securities and Exchange Commission pursuant to the
Public Utility Holding Company Act of 1935.

11.  ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED

The service company shall submit with each annual report a copy of the annual
statement supplied to each associate company in support of the amount of
compensation for use in capital billed during the calendar year.












































               LISTINGS OF SCHEDULES AND ANALYSIS OF ACCOUNTS


                                                Schedule or        Page
Description of Schedules and Accounts            Acct. No.         No.
- - -------------------------------------           ------------       ----

Comparative Balance Sheet                       Schedule I         4-5

Service Company Property                        Schedule II        6-7

Accumulated Provision for Depreciation and
Amortization of Service Company Property        Schedule III        8

Investments                                     Schedule IV         9

Accounts Receivable from Associate Companies    Schedule V          10

Fuel Stock Expenses Undistributed               Schedule VI         11

Stores Expense Undistributed                    Schedule VII        12

Miscellaneous Current and Accrued Assets        Schedule VII        13

Miscellaneous Deferred Debits                   Schedule IX         14

Research, Development, or Demonstration
Expenditures                                    Schedule X          15

Proprietary Capital                             Schedule XI         16

Long Term Debt                                  Schedule XII        17

Current and Accrued Liabilities                 Schedule XIII       18

Notes to Financial Statements                   Schedule XIV        19

Comparative Income Statement                    Schedule XV         20

Analysis of Billing - Associate Companies       Account 457         21

Analysis of Billing - Nonassociate Companies    Account 458         22

Analysis of Charges for Service - Associate
and Nonassociated Companies                     Schedule XVI        23

Schedule of Expense by Department or Service
Function                                        Schedule XVII      24-25

Departmental Analysis of Salaries               Account 920         26

Outside Services Employed                       Account 923         27

Employee Pensions and Benefits                  Account 926         28

General Advertising Expenses                    Account 930.1       29

Miscellaneous General Expenses                  Account 930.2       30

Rents                                           Account 931         31

Taxes Other Than Income Taxes                   Account 408         32

Donations                                       Account 426.1       33

Other Deductions                                Account 426.5       34

Notes to Statement of Income                    Schedule XVII       35


Description of Reports or Statements
- - ------------------------------------

Organization Chart                                                  36

Methods of Allocation                                               37

Annual Statement of Compensation for 
Use of Capital Billed                                               38

Signature Page                                                      39










































 <TABLE>
 <CAPTION>
           ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                          SCHEDULE I - COMPARATIVE BALANCE SHEET
 Give balance sheet of the Company as of December 31 of the current and prior year.
 -------  --------------------------------------------------------- ------------- -----------
 ACCOUNT                   ASSETS AND OTHER DEBITS                        AS OF DECEMBER 31
 -------  --------------------------------------------------------- ------------- -----------         
                                                                         1993          1992
                                                                      (Thousands of Dollars)
 <S>                                                                   <C>           <C>       
          SERVICE COMPANY PROPERTY 
          ------------------------
 101      Service company property (Schedule II)                        15,596        15,430
 107      Construction work in progress (Schedule II)                   11,803           801
                                                                    -----------   -----------
              Total Property                                            27,399        16,231
                                                                    -----------   -----------
 108      Less accumulated provision for depreciation and
          amortization of service company property (Schedule III)        6,700         6,074
                                                                    -----------   -----------
              Net Service Company Property                              20,699        10,157
                                                                    -----------   -----------
          INVESTMENTS
          -----------
 123      Investments in associate companies (Schedule IV)                -             -
 124      Other investments (Schedule IV)                                 -             -
                                                                    -----------   -----------
              Total Investments                                           -             -
                                                                    -----------   -----------
          CURRENT AND ACCRUED ASSETS
          --------------------------
 131      Cash                                                               6            18
 134      Special deposits                                                -             -
 135      Working funds                                                      8             8
 136      Temporary cash investments (Schedule IV)                        -             -
 141      Notes receivable                                                -             -
 143      Accounts receivable                                            1,396         4,748
 144      Accumulated provision of uncollectible accounts                 -             -
 146      Accounts receivable from associate companies (Schedule V)     44,887        55,809
 152      Fuel stock expenses undistributed (Schedule VI)                 -             -
 154      Materials and supplies                                        72,439        65,384
 163      Stores expense undistributed (Schedule VII)                      136           365
 165      Prepayments                                                    4,326         4,485
 174      Miscellaneous current and accrued assets (Schedule VIII)        -             -


                                                                    -----------   -----------
              Total Current and Accrued Assets                         123,198       130,817
                                                                    -----------   -----------
          DEFERRED DEBITS
          ---------------
 181      Unamortized debt expense                                          88             8
 184      Clearing accounts                                                  4             9
 186      Miscellaneous deferred debits (Schedule IX)                    4,133         5,534
 188      Research, development, or demonstration 
          expenditures (Schedule X)                                       -             -
 190      Accumulated deferred income taxes                              2,827          -
                                                                    -----------   -----------
              Total Deferred Debits                                      7,052         5,551
                                                                    -----------   -----------
              TOTAL ASSETS AND OTHER DEBITS                            150,949       146,525
                                                                    ===========   ===========
 </TABLE>






























 <TABLE>                                           
 <CAPTION>
                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                          SCHEDULE I - COMPARATIVE BALANCE SHEET
 Give balance sheet of the Company as of December 31 of the current and prior year.
 -------  --------------------------------------------------------- ------------- -----------
 ACCOUNT             LIABILITIES AND PROPRIETARY CAPITAL                  AS OF DECEMBER 31
 -------  --------------------------------------------------------- ------------- -----------
                                                                       1993          1992
                                                                    (Thousands of Dollars)
 <S>                                                                   <C>           <C>              

                                            
          PROPRIETARY CAPITAL 
          -------------------
 201      Common stock issued  (Schedule XI)                                15            15
 211      Miscellaneous paid-in-capital (Schedule XI)                   15,350        15,350
 215      Appropriated retained earnings (Schedule XI)                    -             -
 216      Unappropriated retained earnings (Schedule XI)                 1,004         1,036
                                                                    -----------   -----------
              Total Proprietary Capital                                 16,369        16,401
                                                                    -----------   -----------
          LONG-TERM DEBT
          --------------
 223      Advances from associate companies (Schedule XII)                -             -
 224      Other long-term debt (Schedule XII)                           25,000          -
 225      Unamortized premium on long-term debt                           -             -
 226      Unamortized discount on long-term debt-debit                    -             -
                                                                    -----------   -----------
              Total Long-Term Debt                                      25,000          -
                                                                    -----------   -----------

          CURRENT AND ACCRUED LIABILITIES
          -------------------------------
 231      Notes payable                                                   -             -
 232      Accounts payable                                              25,333        28,476
 233      Notes payable to associate companies (Schedule XIII)           7,500        16,000
 234      Accounts payable to associate companies (Schedule XIII)        4,324        13,171
 236      Taxes accrued                                                  5,191         5,741
 237      Interest accrued                                                -              106
 238      Dividends declared                                              -             -
 241      Tax collections payable                                          392           505
 242      Miscellaneous current and accrued                               -             -
          liabilities (Schedule XIII)                                   52,678        50,657
                                                                    -----------   -----------
              Total Current and Accrued Liabilities                     95,418       114,656
                                                                    -----------   -----------
          DEFERRED CREDITS
          ----------------
 253      Other deferred credits                                         13,359        6,519
 255      Accumulated deferred investment tax credits                      803           870
                                                                    -----------   -----------
              Total Deferred Credits                                    14,162         7,389
                                                                    -----------   -----------
 282      ACCUMULATED DEFERRED INCOME TAXES                               -            8,079
          ---------------------------------                         -----------   -----------

          TOTAL LIABILITES AND PROPRIETARY CAPITOL                     150,949       146,525
                                                                    ===========   ===========
 </TABLE>

































    <TABLE>
    <CAPTION>
                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                                For the Year Ended December 31, 1993
                               SCHEDULE II - SERVICE COMPANY PROPERTY
- - ------------------------------------------------------------------------------------------------------
                                          BALANCE AT           RETIREMENTS              BALANCE 
                                          BEGINNING                OR        OTHER      AT CLOSE
                    DESCRIPTION           OF YEAR    ADDITIONS    SALES     CHANGES(1)  OF YEAR
    --------------------------------------------------------------------------------------------------
                                                          (Thousands of Dollars)
    SERVICE COMPANY PROPERTY
    ------------------------
    Account
    -------
      <S>                                   <C>       <C>              <C>        <C>   <C>
      301  ORGANIZATION
      303  MISCELLANEOUS INTANGIBLE PLANT
      304  LAND AND LAND RIGHTS
      305  STRUCTURES AND IMPROVEMENTS 
      306  LEASEHOLD IMPROVEMENTS
      307  EQUIPMENT (2)
      308  OFFICE FURNITURE AND EQUIPMENT
      309  AUTOMOBILES, OTHER VEHICLES
           AND RELATED GARAGE EQUIPMENT
      310  AIRCRAFT AND AIRPORT EQUIPMENT
      311  OTHER SERVICE COMPANY
           PROPERTY (3)
      321  STRUCTURES AND IMPROVEMENTS      11,099                                      11,099
      322  REACTOR PLANT EQUIPMENT
      324  ACCESSORY ELECTRIC EQUIPMENT         27                                          27
      325  MISCELLANEOUS POWER PLANT
           EQUIPMENT                         3,130       166                             3,296
      391  OFFICE FURNITURE AND EQUIPMENT    1,174                                       1,174
                                         ---------- --------- ----------- ---------- ----------
                SUB-TOTAL                   15,430       166                            15,596
                                         ---------- --------- ----------- ---------- ----------
      107  CONSTRUCTION WORK IN
           PROGRESS (4)                        801    11,002                            11,803
                                         ---------- --------- ----------- ---------- ----------
                TOTAL                       16,231    11,168           0          0     27,399
                                         ========== ========= =========== ========== ==========

  -------------------------------------------------------------------------------------------
       (1) PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:
                                         NONE

                                      SCHEDULE II - CONTINUED
                                      -----------------------

      (2)  SUBACCOUNTS ARE REQUIRED FOR EACH CLASS OF EQUIPMENT OWNED. THE  
               
          SERVICE COMPANY SHALL PROVIDE A LISTING BY SUBACCOUNT OF EQUIPMENT
          ADDITIONS DURING THE YEAR AND THE BALANCE AT THE CLOSE OF THE YEAR:
- - -----------------------------------------------------------------------------
                                                                 BALANCE
                                                                 AT CLOSE
    SUBACCOUNT DESCRIPTION                ADDITIONS              OF YEAR   
- - -----------------------------------------------------------------------------
                                                      (Thousands of Dollars)
                                         NONE

  
- - -----------------------------------------------------------------------------
       (3) DESCRIBE OTHER SERVICE COMPANY PROPERTY:
 
- - -----------------------------------------------------------------------------
       (4) DESCRIBE CONSTRUCTION WORK IN PROGRESS:

     This account includes simulator upgrade, tools and general plant items.

    </TABLE>






















                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                               For the Year Ended December 31, 1993


                                          SCHEDULE III
                            ACCUMULATED PROVISION FOR DEPRECIATION AND
                             AMORTIZATION OF SERVICE COMPANY PROPERTY
                            ------------------------------------------
- - -----------------------------------------------------------------------------
                                       ADDITIONS            OTHER 
                          BALANCE AT    CHARGED            CHANGES    BALANCE

                           BEGINNING      TO      RETIRE-    ADD     AT CLOSE
DESCRIPTION                 OF YEAR    ACCT 403   MENTS   (DEDUCT)1/  OF YEAR
- - -----------------------------------------------------------------------------
                                                     (Thousands of Dollars)
Account
- - -------
301 ORGANIZATION
303 MISCELLANEOUS
    INTANGIBLE PLANT
304 LAND AND LAND RIGHTS
305 STRUCTURES AND 
    IMPROVEMENTS
306 LEASEHOLD IMPROVEMENTS
307 EQUIPMENT
308 OFFICE FURNITURE AND
    FIXTURES
309 AUTOMOBILES, OTHER
    VEHICLES AND RELATED
    GARAGE EQUIPMENT
310 AIRCRAFT & AIRPORT
    EQUIPMENT

311 OTHER SERVICE COMPANY   
    PROPERTY 
321 STRUCTURES &
    IMPROVEMENTS            3,322       345             0       392     4,059
322 REACTOR PLANT 
    EQUIPMENT                                                           
324 ACCESSORY ELECTRIC
    EQUIPMENT                   8         1                       1        10
325 MISCELLANEOUS POWER
    PLANT EQUIPMENT         2,228       133                    (353)    2,008
391 OFFICE FURNITURE 
    & FIXTURES                516        28                      79       623
                          ---------- ---------    --------  --------- -------
         TOTAL              6,074       507             0       119     6,700
                          ========== ==========   ========  ========= =======
- - -----------------------------------------------------------------------------
       1/  PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:
           Depreciation charged to clearing account.  The transfers shown are
           to bring account level accumulated depreciation balances into line
           with the plant account balances.







                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                                For the Year Ended December 31, 1993

                                     SCHEDULE IV - INVESTMENTS

    INSTRUCTIONS:  Complete the following schedule concerning investments.
                   Under Account 124, "Other Investments," state each      
                   investment separately, with description, including the   
                   name of issuing company, number of shares or principal   
                   amount, etc.  Under Account 136, "Temporary Cash          

   
                   Investments," list each investment separately.
 ----------------------------------------------------------------------------
                                                  BALANCE AT    BALANCE AT
                                                   BEGINNING       CLOSE
  DESCRIPTION                                        OF YEAR      OF YEAR
- - -----------------------------------------------------------------------------
                                                  (Thousands of Dollars)   
ACCOUNT 123 - INVESTMENT IN ASSOCIATE COMPANIES
                                         NONE

ACCOUNT 124 - OTHER INVESTMENTS
                                         NONE

ACCOUNT 136 - TEMPORARY CASH INVESTMENTS
                                         NONE
                                                                 
                                                  -----------   ----------
                            TOTAL                      -             -       
                                                  ===========   ==========
































                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                            For the Year Ended December 31, 1993
                  SCHEDULE V - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES

    INSTRUCTIONS:  Complete the following schedule listing accounts 
                   receivable from each associate company. Where the service
                   company has provided accommodation or convenience payments
                   for associate companies, a separate listing of total
                   payments for each associate company by subaccount should 
                   be provided.
- - -----------------------------------------------------------------------------
                                                    BALANCE AT    BALANCE AT
                                                    BEGINNING        CLOSE
DESCRIPTION                                         OF YEAR         OF YEAR
- - -----------------------------------------------------------------------------
                                                    (Thousands of Dollars)
ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM 
              ASSOCIATE COMPANIES

    Northeast Utilities System Money Pool             5,500         13,500
    The Connecticut Light and Power Company          40,006         25,246
    Western Massachusetts Electric Company            9,381          5,921
    Northeast Utilities Service Company                 322              0
    Northeast Utilities                                 600            350
    Public Service Company of New Hampshire               0           (130)
                                                    ----------   -----------
               TOTAL                                 55,809         44,887
                                                    ==========   ===========

          ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:
                  See page 10A for details.
                                                






























             ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                For the Year Ended December 31, 1993
          SCHEDULE V - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES
  
 INSTRUCTIONS: Complete the following schedule listing accounts receivable
               from each associate company. Where the service company has
               provided accommodation or convenience payments for associate
               companies, a separate listing of total payments for each 
               associate company by subaccount should be provided.

- - -----------------------------------------------------------------------------
DESCRIPTION                                                   TOTAL PAYMENTS
- - -----------------------------------------------------------------------------
                                                       (Thousands of Dollars)

    ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:
    Northeast Utilities                                               1,650
    The Connecticut Light and Power Company                          16,767
    Western Massachusetts Electric Company                            3,894
    Northeast Utilities Service Company                               2,002
                                                                   ---------
                                                 TOTAL               24,313
                                                                   =========

    Convenience payments result primarily from the following items:
    Engineering Services                                                721
    Nuclear Fuel                                                     17,669
    Computer Equipment & Supplies                                       210
    Federal Income Taxes                                              1,650
    Assessment for Decontamination & Decommissioning Fund             3,345
    Miscellaneous (224 items)                                           718
                                                                  ---------
                                                 TOTAL               24,313
                                                                  =========




























                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                             For the Year Ended December 31, 1993
                       SCHEDULE VI - FUEL STOCK EXPENSES UNDISTRIBUTED

    INSTRUCTIONS:  Report the amount of labor and expenses incurred with
                   respect to fuel stock expenses during the year and
                   indicate amount attributable to each associate company.
                   Under the section headed "Summary" listed below, give an
                   overall report of the fuel functions performed by the
                   service company.

- - -----------------------------------------------------------------------------
DESCRIPTION                     LABOR         EXPENSES        TOTAL
- - -----------------------------------------------------------------------------
                                               (Thousands of Dollars)

    ACCOUNT 152 - FUEL STOCK EXPENSES
                  UNDISTRIBUTED
                                             NONE











































                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                             For the Year Ended December 31, 1993

                         SCHEDULE VII - STORES EXPENSE UNDISTRIBUTED

     INSTRUCTIONS:  Report the amount of labor and expenses incurred with
                    respect to stores expense during the year and indicate
                    amount attributable to each associate company.

- - -----------------------------------------------------------------------------
DESCRIPTION                       LABOR          EXPENSES          TOTAL
- - -----------------------------------------------------------------------------
                                                 (Thousands of Dollars)
ACCOUNT 163 - STORES EXPENSE
              UNDISTRIBUTED
Beginning Balance as of
  January 1, 1993                                                    365
                                                               -----------
Activity for the year:
Stores expense undistributed      2,069            3,135           5,204
  The above stores expenses
  are billed back to each of
  the companies listed below:

  The Connecticut Light & 
     Power Company               (1,559)          (2,339)         (3,898)
  Western Massachusetts 
     Electric Company              (372)            (558)           (930)
  Public Service Company of
     New Hampshire                  (20)             (31)            (51)
  Nonassociate Companies (see 
     page 22 for list of the 
     companies)                    (222)            (332)           (554)
                                ----------     ------------     -----------
Stores expense distributed       (2,173)          (3,260)         (5,433)
                                ----------     ------------     -----------
Net Activity for year              (104)            (125)           (229)
                                ==========     ============     ===========
Ending Balance as of
  December 31, 1993                                                  136
                                                                ===========





















                       ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                               For the Year Ended December 31, 1993

                                         SCHEDULE VIII
                             MISCELLANEOUS CURRENT AND ACCRUED ASSETS

INSTRUCTIONS:  Provide detail of items in this account. Items less than
               10,000 may be grouped, showing the number of items in each
               group.

- - -----------------------------------------------------------------------------
                                                  BALANCE AT     BALANCE AT
                                                   BEGINNING       CLOSE
    DESCRIPTION                                     OF YEAR       OF YEAR
- - -----------------------------------------------------------------------------
                                                   (Thousands of Dollars)

    ACCOUNT 174 - MISCELLANEOUS CURRENT AND ACCRUED ASSETS

                                                  NONE










































                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                             For the Year Ended December 31, 1993

                                        SCHEDULE IX
                                MISCELLANEOUS DEFERRED DEBITS

INSTRUCTIONS:  Provide detail of items in this account. Items less than
               10,000 may be grouped, showing the number of items in each
               group.

- - -----------------------------------------------------------------------------
                                                 BALANCE AT     BALANCE AT
                                                  BEGINNING        CLOSE
DESCRIPTION                                        OF YEAR        OF YEAR
- - -----------------------------------------------------------------------------
                                                    (Thousands of Dollars)

ACCOUNT 186 - MISCELLANEOUS DEFERRED DEBITS
 Financial system development costs                5,388          3,938
 Employee performance payments                        39             21
 Connecticut sales tax under protest                  93             99
 Connecticut diesel tax                               21             21
 External Audit - Millstone Unit No. 3                -              61
 Other deferred debits
   (3 items in 1993 and  4 items in 1992)             (7)            (7)
                                                  ---------     ---------
                         TOTAL                     5,534          4,133
                                                  =========     =========


                                       































                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                          For the Year Ended December 31, 1993

                                       SCHEDULE X
                 RESEARCH, DEVELOPMENT, OR DEMONSTRATION EXPENDITURES

     INSTRUCTIONS:  Provide a description of each material research,
                    development, or demonstration project which incurred
                    costs by the service corporation during the year. 

- - -----------------------------------------------------------------------------
DESCRIPTION                                                     AMOUNT
- - -----------------------------------------------------------------------------
                                                     (Thousands of Dollars)

ACCOUNT 188 - RESEARCH, DEVELOPMENT OR
              DEMONSTRATION EXPENDITURES

Services billed from Northeast Utilities Service
 Company (an associate company)                                        0
Miscellaneous (0 items)                                                0

The above expenses are billed back to each of the
associated companies listed below:
  The Connecticut Light and Power Company                              0
  Western Massachusetts Electric Company                               0
  Nonassociate Companies (see page 22 for list                         
    of the companies)                                                  0
                                                                 --------
                                          TOTAL                        0
                                                                 ========































                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                          For the Year Ended December 31, 1993

                                        SCHEDULE XI
                                    PROPRIETARY CAPITAL 

- - -----------------------------------------------------------------------------
                        NUMBER OF   PAR OR STATED OUTSTANDING CLOSE OF PERIOD
ACCOUNT    CLASS         SHARES         VALUE     ---------------------------
NUMBER   OF STOCK      AUTHORIZED     PER SHARE   NO. OF SHARES TOTAL AMOUNT
- - -----------------------------------------------------------------------------
                                                                (Thousands 
                                                                 of Dollars)

201   COMMON STOCK
        ISSUED            60,000         10.00        1,500           15
- - -----------------------------------------------------------------------------

INSTRUCTIONS:  Classify amounts in each account with brief explanation,
               disclosing the general nature of transactions which give rise
               to the reported amounts.

- - -----------------------------------------------------------------------------
DESCRIPTION                                                  AMOUNT
- - -----------------------------------------------------------------------------
                                                     (Thousands of Dollars)

ACCOUNT 211 - MISCELLANEOUS PAID-IN-CAPITAL                   15,350
ACCOUNT 215 - APPROPRIATED RETAINED EARNINGS                    -
                                                             ---------
                                             TOTAL            15,350
                                                             =========
- - -----------------------------------------------------------------------------


INSTRUCTIONS:  Give particulars concerning net income or (loss) during
               the year, distinguishing between compensation for the use of
               capital owed or net loss remaining from servicing
               nonassociated companies per the General Instructions of the
               Uniform Systems of Accounts. For dividends paid during the
               year in cash or otherwise, provide rate pecentage, amount of
               dividend, date declared and date paid.


- - -----------------------------------------------------------------------------
                            BALANCE AT   NET INCOME                BALANCE AT
                            BEGINNING       OR        DIVIDENDS       CLOSE
DESCRIPTION                  OF YEAR      (LOSS)        PAID         OF YEAR
- - -----------------------------------------------------------------------------
                                             (Thousands of Dollars)

ACCOUNT 216-UNAPPROPRIATED
 RETAINED EARNINGS            1,036         2,116        2,148        1,004
                            --------      --------     --------     --------
                TOTAL         1,036         2,116        2,148        1,004
                            ========      ========     ========     ========

The net income is all compensation for use of capital.

The dividends are paid as follows:

           Rate Percentage         Amount of
              Per Share            Dividend   Date Declared   Date Paid
       ----------------------    -----------  -------------   ---------
                 358.00             537,000      03/08/93      03/31/93
                 358.00             537,000      06/14/93      06/01/93
                 358.00             537,000      09/20/93      09/30/93
                 358.00             537,000      12/13/93      12/31/93























































<TABLE>
<CAPTION> 
                         ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                                For the Year Ended December 31, 1993

                                             SCHEDULE XII
                                            LONG-TERM DEBT

INSTRUCTIONS:  Advances from associate companies should be reported separately for advances on notes,
               and advances on open account. Names of associate companies from which advances were
               received shall be shown under the class and series of obligation column. For Account
               224 -- Other long-term debt provide the name of creditor company or organization, terms
               of obligation, date of maturity, interest rate, and the amount authorized and
               outstanding.

- - ------------------------------------------------------------------------------------------------------
                         TERMS OF OBLIG.  DATE                    BALANCE AT            BALANCE AT
                         CLASS & SERIES    OF   INTEREST  AMOUNT  BEGINNING  ADD-         CLOSE
NAME OF CREDITOR         OF OBLIGATION  MATURITY  RATE AUTHORIZED  OF YEAR ITIONS DEDUCTIONS(1)OF YEAR
- - ------------------------------------------------------------------------------------------------------
                                                             (Thousands of Dollars)
<S>                                                         <C>       <C>   <C>          <C>   <C>
ACCOUNT 223-ADVANCES
 FROM ASSOCIATE COMPANIES:                                  NONE
                                      ================================================================

ACCOUNT 224-OTHER
 LONG-TERM DEBT:
 Prudential Insurance    Senior Unsecured  8/2019  7.17%    25,000    0     25,000       0     25,000
   Company of America    Note
                                       ---------------------------------------------------------------
TOTAL OTHER LONG-TERM DEBT                                  25,000    0     25,000       0     25,000
                                       ===============================================================

          (1) GIVE AN EXPLANATION OF DEDUCTIONS:
</TABLE>











                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                            For the Year Ended December 31, 1993

                      SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES

INSTRUCTIONS:  Provide balance of notes and accounts payable to each
               associate company. Give description and amount of
               miscellaneous current and accrued liabilities. Items less than
               10,000 may be grouped, showing the number of items in each 
               group.

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

                                            BALANCE AT      BALANCE AT
                                             BEGINNING        CLOSE
DESCRIPTION                                  OF YEAR         OF YEAR
- - -----------------------------------------------------------------------------

                                              (Thousands of Dollars)

ACCOUNT 233 - NOTES PAYABLE TO ASSOCIATE COMPANIES

Northeast Utilities System Money Pool            16,000          7,500
                                             -----------     ----------
                       TOTAL                     16,000          7,500
                                             ===========     ==========
- - -----------------------------------------------------------------------------
ACCOUNT 234 - ACCOUNTS PAYABLE TO ASSOCIATE COMPANIES

The Connecticut Light and Power Company             953            777
Western Massachusetts Electric Company               25             11
Northeast Utilities Service Company              11,532          3,121
Northeast Utilities                                 661            415
                                             -----------     ----------
                        TOTAL                    13,171          4,324
                                             ===========     ==========
- - -----------------------------------------------------------------------------
ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED LIABILITIES

Millstone 3 Funding Liability                    39,833         38,343
Pension Cost                                      9,420         10,520
Performance Reward Program                          490          1,362
Payroll Accrual                                     883          2,175
Payroll Deductions                                   17             (2)
Audit Expense                                        13             12
Severance Payment                                     0            243
Executive Incentive Compensation                      0             26
Other (1 item in 1993 and 3 items in 1992)            1             (1)
                                            -----------     ----------
                        TOTAL                    50,657         52,678
                                            ===========     ==========











              ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
              -------------------------------------------------

                    For the Year Ended December 31, 1993
                                 -----------------------

                                SCHEDULE XIV
                                ------------

                        NOTES TO FINANCIAL STATEMENTS
                        -----------------------------


INSTRUCTIONS:  The space below is provided for important notes regarding the
               financial statements or any account thereof.  Furnish
               particulars as to any significant contingent assets or
               liabilities existing at the end of the year.  Notes relating
               to financial statements shown elsewhere in this report may be
               indicated here by reference.

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

GENERAL
Northeast Nuclear Energy Company (NNECO or the company) is a wholly owned
subsidiary of Northeast Utilities (NU).  The Connecticut Light and Power
Company (CL&P), Public Service Company of New Hampshire (PSNH), Western
Massachusetts Electric Company (WMECO), and North Atlantic Energy Corporation
(NAEC) are four of the operating subsidiaries of the Northeast Utilities
system (the system) and are wholly owned by NU.  NNECO acts as agent in
operating the two nuclear generating facilities (Millstone 1 and 2) that are
wholly owned by CL&P and WMECO.  The cost of the two nuclear units is
recorded on the books of the affiliated utility companies in their
proportionate ownership shares.  In addition, the company acts as agent in
operating a third nuclear generating unit, Millstone 3, for CL&P, PSNH,
WMECO, and other nonaffiliated utilities.  The cost of Millstone 3 is
recorded on the books of CL&P, PSNH, WMECO, and the nonaffiliated utilities
based upon their proportionate ownership shares.  

Other wholly owned subsidiaries of NU provide substantial support services to
the system.  Northeast Utilities Service Company (NUSCO) supplies centralized
accounting, administrative, data processing, engineering, financial, legal,
operational, planning, purchasing, and other services to the system
companies. 

All transactions among affiliated companies are on a recovery of cost basis
which may include amounts representing a return on equity, and are subject to
approval of various federal and state regulatory agencies.  

ACCOUNTING CHANGES
Postretirement Benefits Other Than Pensions:  The company has adopted the
provisions of Statement of Financial Accounting Standards No. 106,
"Employer's Accounting for Postretirement Benefits Other Than Pensions (SFAS
106), effective January 1, 1993.  For information on this change, see Note 6,
"Postretirement Benefits Other Than Pensions."

PUBLIC UTILITY REGULATION
NU is registered with the Securities and Exchange Commission as a holding
company under the Public Utility Holding Company Act of 1935 (the 1935 Act),
and it and its subsidiaries, including the company, are subject to the
provisions of the 1935 Act.  

REVENUES
The company provides services to the affiliated utility companies on the
basis of recovery of cost plus return on capital, as defined under the terms
of agreements, which have been approved by various federal and state
regulatory commissions having jurisdiction over operations of the company and
the affiliated utility companies.  

DEPRECIATION
The provision for depreciation is calculated using the straight-line method
based on estimated remaining lives of depreciable utility plant-in-service,
adjusted for salvage value and removal costs.  Except for major facilities,
depreciation factors are applied to the average plant-in-service during the
period.  Major facilities are depreciated from the time they are placed in
service.  When plant is retired from service, the original cost of plant,
including costs of removal, less salvage, is charged to the accumulated
provision for depreciation.  The depreciation rates for the several classes
of utility plant-in-service are equivalent to a composite rate of 4.3 percent
in 1993 and 5.3 percent in 1992.

2.   LEASES

The company has entered into lease agreements with two unaffiliated third
parties for the use of nuclear control room simulators (simulators) for
Millstone 1 and 2, and CL&P's and WMECO's share of the Millstone 3 simulator. 
In addition, the company's affiliates have entered into lease agreements for
the use of data processing equipment, office equipment, vehicles and office
space.  NNECO is billed for its proportionate share of these leases through
the intercompany billing system.  The provisions of these lease agreements
generally provide for renewal options.  For the purposes of this report, all
leases are accounted for as operating leases.  At December 31, 1993, assuming
those leases which would have been classified as capital leases were
capitalized at the beginning of the lease terms, assets would have increased
by approximately $23.6 million, current liabilities would have increased by
approximately $2.0 million, and long-term obligations would have increased by
approximately $21.6 million.  There is no effect on NNECO's results of
operations.  

During 1993 NNECO charged approximately $4,819,000 in capital lease rental
payments and $6,960,000 in operating lease rental payments to operating
expense.  Interest included in capital lease rental payments was
approximately $2,510,000.

Future minimum rental payments, excluding executory costs such as property
taxes, state use taxes, insurance and maintenance, under long-term
noncancelable leases as of December 31, 1993, are approximately:  

                                                     Capital     Operating
     Year                                            Leases      Leases
     ----                                            -------     --------- 
                                                (Thousands of Dollars)

     1994. . . . . . . . . . . . . . . . . . .      $ 4,366      $  600
     1995. . . . . . . . . . . . . . . . . . .        4,366         600
     1996. . . . . . . . . . . . . . . . . . .        4,366         227
     1997. . . . . . . . . . . . . . . . . . .        4,195         178
     1998. . . . . . . . . . . . . . . . . . .        4,137         106
     After 1998. . . . . . . . . . . . . . . .        9,657         142
                                                    -------      ------
     Future minimum lease payments . . . . . .       31,087      $1,853
     Less amount representing interest . . . .        9,485      ======
     Present value of future minimum                -------
       lease payments. . . . . . . . . . . . .      $21,602
                                                    =======

3.   SHORT-TERM DEBT

The system companies have various credit lines totaling $485 million.  NU,
CL&P, WMECO, Holyoke Water Power Company (HWP), NNECO, and The Rocky River
Realty Company (RRR) have established a revolving credit facility with a
group of 17 banks.  Under this facility, the participating companies may
borrow up to an aggregate of $360 million.  Individual borrowing limits are
$175 million for NU, $360 million for CL&P, $75 million for WMECO, $8 million
for HWP, $60 million for NNECO, and $15 million for RRR.  The system
companies may borrow funds on a short-term revolving basis using either
fixed-rate loans or standby loans.  Fixed rates are set using competitive
bidding.  Standby-loan rates are based upon several alternative variable
rates.  The system companies are obligated to pay a facility fee of
.20 percent of each bank's total commitment under the three-year portion of
the facility, representing 75 percent of the total facility, plus
.135 percent of each bank's total commitment under the 364-day portion of the
facility, representing 25 percent of the total facility.  At December 31,
1993, there were $22.5 million of borrowings under the facility, of which
NNECO had no outstanding borrowings.  

The Pool provides a more efficient use of the cash resources of the system,
and reduces outside short-term borrowings.  NUSCO administers the Pool as
agent for the member companies.  Short-term borrowing needs of the member
companies are first met with available funds of other member companies,
including funds borrowed by NU parent.  NU parent may lend to the Pool but
may not borrow.  Investing and borrowing subsidiaries receive or pay interest
based on the average daily Federal Funds rate.  Funds may be withdrawn from
or repaid to the Pool at any time without prior notice.  However, borrowings
based on loans from NU parent bear interest at NU parent's cost and must be
repaid based upon the terms of NU parent's original borrowing.  

Maturities of NNECO's short-term debt borrowings are for periods of three
months or less.

The amount of short-term borrowings that may be incurred by the company is
subject to periodic approval by the SEC under the 1935 Act.  Under this
restriction, as of January 1, 1993, the company was authorized to incur
short-term borrowings up to a maximum of $65 million.

4.   LONG-TERM DEBT

     Detail of long-term debt outstanding is:
                                                        December 31, 
                                                      ----------------
                                                      1993        1992
    ----------------------------------------------------------------------
                                                    (Thousands of Dollars)

    7.17% Senior Notes, due 2019                    $25,000     $   -

    Less:  Amounts due within one year                 -            -
                                                    -------     --------

    Long-Term Debt, net                             $25,000         -
                                                    =======     ========
5.   PENSION BENEFITS

The company participates in a uniform noncontributory-defined benefit
retirement plan covering all regular system employees (the Plan).  Benefits
are based on years of service and employees' highest eligible compensation
during five consecutive years of employment.  NNECO's direct-allocated
portion of the system's pension cost, part of which was charged to plant,
approximated $1.1 million in 1993 and $1.8 million in 1992.  

Currently, the company funds annually an amount at least equal to that which
will satisfy the requirements of the Employee Retirement Income Security Act
and the Internal Revenue Code.  Pension costs are determined using
market-related values of pension assets.  Pension assets are invested
primarily in domestic and international equity securities and bonds.  

The components of the Plan's net pension cost for the system (excluding PSNH
and North Atlantic Energy Service Corporation in 1992) are:

- - --------------------------------------------------------------------------- 
For the Years Ended December 31,                      1993       1992
- - ---------------------------------------------------------------------------
                                                  (Thousands of Dollars)

Service cost. . . . . . . . . . . . . . . . .      $ 59,068    $27,480
Interest cost . . . . . . . . . . . . . . . .        81,456     69,746
Return on plan assets . . . . . . . . . . . .      (176,798)   (77,232)
Net amortization. . . . . . . . . . . . . . .        65,447    (16,266)
                                                   --------    -------
     Net pension cost. . . . . . . . . . . . .     $ 29,173    $ 3,728
                                                   ========    =======

For calculating pension cost, the following assumptions were used:

- - ---------------------------------------------------------------------------
For the Years Ended December 31,                      1993       1992
- - ---------------------------------------------------------------------------

Discount rate . . . . . . . . . . . . . . . .         8.00%      8.50%
Expected long-term rate of return . . . . . .         8.50       9.00
Compensation/progression rate . . . . . . . .         5.00       6.75

The following table represents the Plan's funded status reconciled to the NU
Consolidated Balance Sheets:  

- - ---------------------------------------------------------------------------
At December 31,                                        1993       1992
- - ---------------------------------------------------------------------------
                                                   (Thousands of Dollars)
Accumulated benefit obligation, including 
  $817,421,000 of vested benefits at 
  December 31, 1993 and $719,608,000 at 
  December 31, 1992 . . . . . . . . . . . . .       $ 898,788   $ 764,432
                                                    =========   =========

Projected benefit obligation. . . . . . . . .       1,141,271   1,055,295
Less:  Market value of plan assets. . . . . .       1,340,249   1,226,468
                                                    ---------   ---------
Market value in excess of projected 
benefit obligation. . . . . . . . . . . . . .         198,978     171,173
Unrecognized transition amount. . . . . . . .         (16,735)    (18,277)
Unrecognized prior service costs. . . . . . .          10,287       8,658
Unrecognized net gain . . . . . . . . . . . .        (275,043)   (214,894)
                                                    ---------   ---------
Accrued pension liability . . . . . . . . . .       $ (82,513)  $ (53,340)
                                                    =========   =========

The following actuarial assumptions were used in calculating the Plan's
year-end funded status:

- - ---------------------------------------------------------------------------
At December 31,                                        1993       1992
- - ---------------------------------------------------------------------------

Discount rate . . . . . . . . . . . . . . . .          7.75%      8.00
Compensation/progression rate . . . . . . . .          4.75       5.00

The discount rate for 1993 was determined by analyzing the interest rates, as
of December 31, 1993 of long-term, high-quality corporate debt securities
having a duration comparable to the 13.8-year duration of the plan.

During 1993, NU's work force was reduced by approximately 7 percent through a
work force reduction program that involved an early retirement program 
and involuntary terminations.  NNECO's direct cost of the program, which
approximated $243,000, included severance and other benefits.

6.   POSTRETIREMENT BENEFITS OTHER THAN PENSIONS

The company provides certain health care benefits, primarily medical and
dental, and life insurance benefits through a benefit plan to retired
employees.  These benefits are available for employees leaving the company
who are otherwise eligible to retire and have met specified service
requirements.  Through December 31, 1992, the company recognized the cost of
these benefits as they were paid.  In December 1990, the FASB issued SFAS
106.  This new standard requires that the expected cost of postretirement
benefits, primarily health and life insurance benefits, must be charged to
expense during the years that eligible employees render service.  Effective
January 1, 1993, the company adopted SFAS 106 on a prospective basis.  Total
health care and life insurance cost, part of which were deferred or charged
to plant, approximated $1.5 million in 1993 and $87,000 in 1992.

On January 1, 1993, the accumulated postretirement benefit obligation (APBO)
represented the company's prior-service obligation upon the adoption of SFAS
106.  As allowed by SFAS 106, the company is amortizing its APBO of
approximately $6.9 million over a 20-year period.  For current employees and
certain retirees, the total SFAS 106 benefit is limited to two times the 1993
health care costs.  The SFAS 106 obligation has been calculated based on this
assumption.

During 1993, the company began funding SFAS 106 postretirement costs through
external trusts.  The company is funding annually amounts equal to the SFAS
106 costs for the year which also are tax-deductible under the Internal
Revenue Code.  The trust assets are invested primarily in equity securities
and bonds.

The following table represents the plan's funded status reconciled to the
Balance Sheet at December 31, 1993:

                                                    (Thousands of Dollars)
Accumulated postretirement
 benefit obligation of:
Retirees. . . . . . . . . . . . . . . .                    $(2,712)
Fully eligible active employees . . . .                        (31)
Active employees not eligible 
to retire . . . . . . . . . . . . . . .                     (3,698)
                                                           -------

Total accumulated postretirement 
 benefit obligation . . . . . . . . . .                     (6,441)
Less:  Market value of plan assets. . .                      1,433
                                                           -------
Accumulated postretirement benefit 
  obligation in excess of plan assets .                     (5,008)
Unrecognized transition amount. . . . .                      5,268
Unrecognized net gain . . . . . . . . .                        (64)
                                                           -------
Prepaid postretirement benefit 
 cost . . . . . . . . . . . . . . . . .                    $   196
                                                           =======

The components of health care and life insurance costs for the year ended
December 31, 1993 are:

                                                     (Thousands of Dollars)

Service cost. . . . . . . . . . . . . .                    $   611
Interest cost . . . . . . . . . . . . .                        555
Return on plan assets . . . . . . . . .                        (34)
Net amortization. . . . . . . . . . . .                        323
                                                           -------
Net health care and life insurance 
 costs. . . . . . . . . . . . . . . . .                    $ 1,455
                                                           =======

For measurement purposes, an 11.1-percent annual rate of increase in the per
capita cost of covered health care benefits was assumed for 1993; the rate
was assumed to decrease to 5.4 percent for 2002.  The effect of increasing
the assumed health care cost trend rates by one percentage point in each year
would increase the accumulated postretirement benefit obligation as of
December 31, 1993 by $418,000 and the aggregate of the service and interest
cost components of net periodic postretirement benefit cost for the year then
ended by $65,000.

The weighted-average discount rate used in determining the accumulated
postretirement benefit obligation was 7.75 percent.  The discount rate for
1993 was determined by analyzing the interest rates, as of December 31, 1993,
of the long-term, high-quality corporate debt securities having a duration
comparable to that of the plan.  The trust holding the plan assets is subject
to federal income taxes at a 35-percent tax rate.  The expected long-term
rate of return on plan assets after estimated taxes was 5.00 percent for
health assets and 8.50 percent for life assets.

7.   COMMITMENTS AND CONTINGENCIES

CONSTRUCTION PROGRAM
The construction program is subject to periodic review and revision.  Actual
construction expenditures may vary from such estimates due to factors such as
revised estimates, inflation, revised regulations, delays, the availability
and cost of capital, and actions by regulatory bodies.  The company currently
forecasts construction program expenditures of $13.6 million for the years
1994-1998, including $12.5 million for 1994.


8.   FAIR VALUE OF FINANCIAL INSTRUMENTS

The following methods and assumptions were used to estimate the fair value of
each of the following financial instruments:

Cash and special deposits:  The carrying amount approximates fair value.

Long-term debt:  The fair value of NNECO's fixed-rate security is based upon
the quoted market price for the issue or similar issues.  At December 31,
1993, the fair value of NNECO's fixed-rate security was $25 million.
























































                    ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                              FOR THE YEAR ENDED DECEMBER 31, 1993

                                       SCHEDULE XV
                              COMPARATIVE INCOME STATEMENT
- - -----------------------------------------------------------------------------
ACCOUNT         DESCRIPTION                              1993           1992
- - -----------------------------------------------------------------------------

                                                     (Thousands of Dollars)
    INCOME
    ------
457  Services rendered to associate companies           317,417      329,068
458  Services rendered to nonassociate companies         54,433       38,357
421  Miscellaneous income or loss                           275          535
                                                      ---------    ---------
                             Total Income               372,125      367,960
                                                      ---------    ---------
     EXPENSE
     -------
    Nuclear Power Expenses
517  Operation Supervision and Engineering               61,586       55,804
519  Coolants and Water                                   7,771        6,328
520  Steam Expenses                                      24,838       25,992
523  Electric Expenses                                    5,862        5,226
524  Miscellaneous Nuclear Power Expenses                76,466       87,088
525  Rents                                                6,060        5,992
528  Maintenance Supervision and Engineering             19,317       17,121
529  Maintenance of Structures                           13,055       11,678
530  Maintenance of Reactor Plant Equipment              46,396       46,785
531  Maintenance of Electric Plant                       30,451       38,018
532  Maintenance of Miscellaneous Nuclear Plant           1,813        1,305
    Transmission Expenses
560  Operation Supervision and Engineering                    0           17
562  Station Expenses                                     1,927        2,175
566  Miscellaneous Transmission Expenses                      0          329
568  Maintenance Supervision and Engineering                  0            0
569  Maintenance of Structures                                0            0
570  Maintenance of Station Equipment                       515          464
    Administrative and General Expenses
920  Salaries and wages                                  10,189       10,717
921  Office supplies and expenses                         4,741        4,846
922  Administrative expense transferred-credit                0            0
923  Outside services employed                            3,880        3,556
924  Property insurance                                   9,681        9,279
925  Injuries and damages                                 1,868        1,686
926  Employee pensions and benefits                      19,935       12,972
928  Regulatory commission expense                           35           45
930.1General advertising expenses                             0            0
930.2Miscellaneous general expenses                         616          641
931  Rents                                                4,284        4,224
932  Maintenance of structures and equipment              1,284          986
    All other expenses
403  Depreciation and amortization expense                  507          544
408  Taxes other than income taxes                       13,758        7,830
409  Income taxes                                         2,881        2,955
410  Provision for deferred income taxes                  1,338           12
411  Provision for deferred income taxes-credit          (3,011)      (1,663)
411.5 Investment tax credit                                 (68)         (59)
426.1 Donations                                              42          112
426.5 Other deductions                                    1,375        1,048
427  Interest on long-term debt                            (100)       1,252
430  Interest on debt to associate companies                322          160
431  Other interest expense                                 395          371
                                                      ---------     --------
                               Total Expense            370,009      365,836
                                                      ---------     --------
                         Net Income                       2,116        2,124
                                                      =========     ========























                                                
    





























              ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                           For the Year Ended December 31, 1993

                                   ANALYSIS OF BILLING
                                   ASSOCIATE COMPANIES
                                      ACCOUNT 457
- - ----------------------------------------------------------------------------
                                 DIRECT    INDIRECT  COMPENSATION    TOTAL
                                 COSTS      COSTS      FOR USE      AMOUNT
NAME OF NONASSOCIATE COMPANY     CHARGED   CHARGED    OF CAPITAL    BILLED
- - -----------------------------------------------------------------------------
                                                (Thousands of Dollars)

                                   457-1      457-2       457-3  
                               --------------------------------------------
The Connecticut Light and
  Power Company                   251,359                 2,106     253,465
Western Massachusetts
  Electric Company                 58,663                   494      59,157
Public Service Company
  of New Hampshire                  4,785                    10       4,795

                                ---------- ---------- -----------  ----------
         TOTAL                    314,807         0       2,610     317,417
                                ========== ========== ===========  ==========





































                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                          For the Year Ended December 31, 1993

                                   ANALYSIS OF BILLING
                                  NONASSOCIATE COMPANIES
                                       ACCOUNT 458
- - -----------------------------------------------------------------------------
                    DIRECT INDIRECT  COMPENSATION       EXCESS     TOTAL 
NAME OF NON-        COSTS   COSTS     FOR USE   TOTAL      OR      AMOUNT
ASSOCIATE COMPANY   CHARGED CHARGED  OF CAPITAL COSTS  DEFICIENCY  BILLED
- - ----------------------------------------------------------------------------- 
                                       (Thousands of Dollars)
                       458-1  458-2    458-3              458-4
                   -------------------------------------------------------
Connecticut Yankee
Atomic Power
Company                  322                         322                322
Central Maine Power
Company                4,203                 8     4,211              4,211
Central Vermont 
Public Service         2,921                 6     2,927              2,927
Montaup Electric
Company                6,736                13     6,749              6,749
New England Power Co. 20,590                41    20,631             20,631
United Illuminating
Company                6,188                12     6,200              6,200
Fitchburg Gas & 
Electric Co.             367                 1       368                368
Chicopee Municipal
Electric               2,304                 5     2,309              2,309
Massachusetts
Municipal
Wholesale              8,174                16     8,190              8,190
Lyndonville Electric 
Department                83                 0        83                 83
Connecticut Municipal
Electric Coop          1,841                 4     1,845              1,845
Vermont Electric Gen
& Trans.                 597                 1       598                598
                      ------- -------- --------- -------- --------- --------
      TOTAL           54,326        0      107    54,433        0    54,433
                      ======= ======== ========= ======== ========= ========

INSTRUCTIONS:  Provide a brief description of the services rendered to each 
               nonassociate company:

The Company acts as agent in operating Millstone Unit 3 for the nonassociate
companies.













<TABLE>
<CAPTION>
             ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                       For the Year Ended December 31, 1993
                                   SCHEDULE XVI
                          ANALYSIS OF CHARGES FOR SERVICE
                        ASSOCIATE AND NONASSOCIATE COMPANIES
- - ------------------------------------------------------------------------------------------------------
                                        ASSOCIATE COMPANY CHARGES         NONASSOCIATE COMPANY CHARGES
- - ------------------------------------------------------------------------------------------------------
ACCOUNT                                 DIRECT    INDIRECT                DIRECT   INDIRECT    
NUMBER   DESCRIPTION OF ITEMS           COST       COST       TOTAL       COST     COST      TOTAL
- - ------------------------------------------------------------------------------------------------------
                                                           (Thousands of Dollars)
<S>                                     <C>            <C>  <C>          <C>          <C>   <C>
   Nuclear Power Expenses
517   OPERATION SUPERVISION
      AND ENGINEERING                    53,957        0     53,957       7,629       0      7,629    

519   COOLANTS AND WATER                  6,842        0      6,842         929       0        929    

520   STEAM EXPENSES                     21,562        0     21,562       3,276       0      3,276    
523   ELECTRIC EXPENSES                   5,086        0      5,086         776       0        776    

524   MISCELLANEOUS NUCLEAR 
      POWER EXPENSES                     68,255        0     68,255       8,211       0      8,211    
525   RENTS                               5,925        0      5,925        (200)      0       (200)  
528   MAINTENANCE SUPERVISION 
      AND ENGINEERING                    16,864        0     16,864       2,453       0      2,453    
529   MAINTENANCE OF STRUCTURES          10,969        0     10,969       2,086       0      2,086    
530   MAINTENANCE OF REACTOR
      PLANT EQUIPMENT                    35,054        0     35,054      11,342       0     11,342    
531   MAINTENANCE OF ELECTRIC PLANT      23,902        0     23,902       6,549       0      6,549    

532   MAINTENANCE OF MISCELLANEOUS
      NUCLEAR PLANT                       1,613        0      1,613         200       0        200    

    Transmission Expenses
560   OPERATION SUPERVISION
      AND ENGINEERING                         0        0          0           0       0          0   
562   STATION EXPENSES                      157        0        157       1,770       0      1,770    

566   MISCELLANEOUS TRANSMISSION
      EXPENSES                                0        0          0           0       0          0   
568   MAINTENANCE SUPERVISION AND
      ENGINEERING                             0        0          0           0       0          0   
569   MAINTENANCE OF STRUCTURES               0        0          0           0       0          0    

570   MAINTENANCE OF STATION
      EQUIPMENT                             409        0        409         106       0        106    

    Administrative and General 
      Expenses
920   SALARIES AND WAGES                  8,734        0      8,734       1,455       0      1,455    
921   OFFICE SUPPLIES AND EXPENSES        4,075        0      4,075         666       0        666    

922   ADMINISTRATIVE EXPENSE
      TRANSFERRED-CREDIT                      0        0          0           0       0          0    

923   OUTSIDE SERVICES EMPLOYED           3,445        0      3,445         435       0        435    

924   PROPERTY INSURANCE                  8,551        0      8,551       1,130       0      1,130    

925   INJURIES AND DAMAGES                1,601        0      1,601         267       0        267    

926   EMPLOYEE PENSIONS AND BENEFITS     17,447        0     17,447       2,488       0      2,488    
928   REGULATORY COMMISSION EXPENSE          31        0         31           4       0          4    

930.1 GENERAL ADVERTISING EXPENSES            0        0          0           0       0          0    

930.2 MISCELLANEOUS GENERAL EXPENSES        537        0        537          79       0         79    

931   RENTS                               3,622        0      3,622         662       0        662    

932   MAINTENANCE OF STRUCTURES 
      AND EQUIPMENT                       1,130        0      1,130         154       0        154    

    All other expenses                                                                               
403   DEPRECIATION AND AMORTIZATION
      EXPENSES                              373        0        373         134       0        134    

408   TAXES OTHER THAN INCOME TAXES      12,124        0     12,124       1,634       0      1,634  
409   INCOME TAXES                        2,881        0      2,881           0       0          0   
410   PROVISION FOR DEFERRED INCOME
      TAXES                               1,338        0      1,338           0       0          0   
411   PROVISION FOR DEFERRED INCOME
      TAXES-CREDIT                       (3,011)       0     (3,011)          0       0          0   
411.5 INVESTMENT TAX CREDIT                 (68)       0        (68)          0       0          0   
426.1 DONATIONS                              37        0         37           5       0          5   
426.5 OTHER DEDUCTIONS                    1,289        0      1,289          86       0         86   
427   INTEREST ON LONG-TERM DEBTS             0        0          0           0       0          0   
430   INTEREST ON DEBT TO ASSOCIATE 
      COMPANIES                               0        0          0           0       0          0   
431   OTHER INTEREST EXPENSE                353        0        353          (1)      0         (1)   

                               
- - ---------------------------------------------------------------------------------------------------
            SUBTOTAL EXPENSES =         315,084        0    315,084      54,325       0     54,325    
      COMPENSATION FOR USE OF CAPITAL =
427   INTEREST ON LONG-TERM DEBTS                              (100)                             0    

430   INTEREST ON DEBT TO ASSOCIATE COMPANIES                   322                              0    

431   OTHER INTEREST EXPENSE                                     43                              0    

525   RENTS                                                     228                            107    
                                                           -----------                    ---------   

              TOTAL EXPENSES =                              315,577                         54,432    
421   MISCELLANEOUS INCOME - CREDIT        (276)        0      (276)          1       0          1     
      NET INCOME                                              2,116                                
- - ---------------------------------------------------------------------------------------------------
              TOTAL COST OF SERVICE =   314,808         0   317,417      54,326       0     54,433    
===================================================================================================
INSTRUCTION:  Total cost of service will equal for associate and nonassociate companies the total
              amount billed under their separate analysis of billing schedules.

</TABLE>




















<TABLE>
<CAPTION>
- - ----------------------------------------------------------------------------- 
                                       TOTAL CHARGES FOR SERVICE 
- - -----------------------------------------------------------------------------
ACCOUNT                                 DIRECT    INDIRECT                  
NUMBER   DESCRIPTION OF ITEMS           COST       COST       TOTAL         
- - -----------------------------------------------------------------------------
                                          (Thousands of Dollars)
<S>                                     <C>             <C>  <C>
       Nuclear Power Expenses     
517   OPERATION SUPERVISION
      AND ENGINEERING                    61,586         0     61,586          
            
519   COOLANTS AND WATER                  7,771         0      7,771
520   STEAM EXPENSES                     24,838         0     24,838
523   ELECTRIC EXPENSES                   5,862         0      5,862
524   MISCELLANEOUS NUCLEAR POWER
      EXPENSES                           76,466         0     76,466     
525   RENTS                               5,725         0      5,725
528   MAINTENANCE SUPERVISION AND 
      ENGINEERING                        19,317         0     19,317
529   MAINTENANCE OF STRUCTURES          13,055         0     13,055
530   MAINTENANCE OF REACTOR PLANT 
      EQUIPMENT                          46,396         0     46,396
531   MAINTENANCE OF ELECTRIC PLANT      30,451         0     30,451
532   MAINTENANCE OF MISCELLANEOUS
      NUCLEAR PLANT                       1,813         0      1,813
    Transmission Expenses
560   OPERATION SUPERVISION AND
      ENGINEERING                             0         0          0
562   STATION EXPENSES                    1,927         0      1,927
566   MISCELLANEOUS TRANSMISSION 
      EXPENSES                                0         0          0
568   MAINTENANCE SUPERVISION AND 
      ENGINEERING                             0         0          0
569   MAINTENANCE OF STRUCTURES               0         0          0
570   MAINTENANCE OF STATION EQUIPMENT      515         0        515
    Administrative and General Expenses
920   SALARIES AND WAGES                 10,189         0     10,189
921   OFFICE SUPPLIES AND EXPENSES        4,741         0      4,741
922   ADMINISTRATIVE EXPENSE 
      TRANSFERRED-CREDIT                      0         0          0
923   OUTSIDE SERVICES EMPLOYED           3,880         0      3,880
924   PROPERTY INSURANCE                  9,681         0      9,681
925   INJURIES AND DAMAGES                1,868         0      1,868
926   EMPLOYEE PENSIONS AND BENEFITS     19,935         0     19,935
928   REGULATORY COMMISSION EXPENSE          35         0         35
930.1 GENERAL ADVERTISING EXPENSES            0         0          0
930.2 MISCELLANEOUS GENERAL EXPENSES        616         0        616
931   RENTS                               4,284         0      4,284
932   MAINTENANCE OF STRUCTURES AND
      EQUIPMENT                           1,284         0      1,284
   All other expenses                                                       
                      

403   DEPRECIATION AND AMORTIZATION 
      EXPENSES                              507         0        507
408   TAXES OTHER THAN INCOME TAXES      13,758         0     13,758
409   INCOME TAXES                        2,881         0      2,881
410   PROVISION FOR DEFERRED
      INCOME TAXES                        1,338         0      1,338
411   PROVISION FOR DEFERRED
      INCOME TAXES-CREDIT                (3,011)        0     (3,011)
411.5 INVESTMENT TAX CREDIT                 (68)        0        (68)
426.1 DONATIONS                              42         0         42
426.5 OTHER DEDUCTIONS                    1,375         0      1,375
427   INTEREST ON LONG-TERM DEBTS             0         0          0        
430   INTEREST ON DEBT TO ASSOCIATE 
      COMPANIES                               0         0          0
431   OTHER INTEREST EXPENSE                352         0        352
- - ------------------------------------------------------------------------
          SUBTOTAL EXPENSES =           369,409         0    369,409

      COMPENSATION FOR USE OF CAPITAL=
427   INTEREST ON LONG-TERM DEBTS                               (100)
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES                    322
431   OTHER INTEREST EXPENSE                                      43
525   RENTS                                                      335
                                                           -----------
            TOTAL EXPENSES =                                 370,009
421   MISCELLANEOUS INCOME - CREDIT        (275)        0       (275)
      NET INCOME                                               2,116          
                       

- - ---------------------------------------------------------------------------   
     TOTAL COST OF SERVICE =            369,134         0    371,850
===========================================================================
INSTRUCTION:  Total cost of service will equal for associate and 
              nonassociate companies the total amount billed under their
              separate analysis of billing schedules.
</TABLE>

<TABLE>
<CAPTION>
                              ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                                      For the Year Ended December 31, 1993
                                                   SCHEDULE XVII
                                      SCHEDULE OF EXPENSE DISTRIBUTION BY
                                         DEPARTMENT OR SERVICE FUNCTION
- - ------------------------------------------------------------------------------------------------------
                                                         DEPARTMENT OR SERVICE FUNCTION
                                                     ---------------------------------------
ACCOUNT                           TOTAL               MILLSTONE   MILLSTONE    MILLSTONE
NUMBER   DESCRIPTION OF ITEMS    AMOUNT    OVERHEAD    UNIT #1     UNIT #2      UNIT #3
- - ------------------------------------------------------------------------------------------------------ 
                                                                     (Thousands of Dollars)
<S>                             <C>           <C>       <C>          <C>          <C> 
      Nuclear Power Expenses
517    OPERATION SUPERVISION 
       AND ENGINEERING           61,586          0       18,750       19,048       23,788
519    COOLANTS AND WATER         7,771          0        2,109        2,756        2,906
520    STEAM EXPENSES            24,838          0        7,840        6,755       10,243
523    ELECTRIC EXPENSES          5,862          0        1,787        1,651        2,424
524    MISCELLANEOUS NUCLEAR 
       POWER EXPENSES            76,466          0       27,086       23,282       26,098
525    RENTS                      6,060        335        2,379        2,651          695
528    MAINTENANCE SUPERVISION
       AND ENGINEERING           19,317          0        5,827        5,830        7,660
529    MAINTENANCE OF
       STRUCTURES                13,055          0        3,321        3,418        6,316
530    MAINTENANCE OF REACTOR
       PLANT EQUIPMENT           46,396          0        4,315        6,617       35,464
531    MAINTENANCE OF ELECTRIC
       PLANT                     30,451          0        4,844        5,129       20,478
532    MAINTENANCE OF
       MISCELLANEOUS NUCLEAR 
       PLANT                      1,813          0          612          575          626
   Transmission Expenses
560    OPERATION SUPERVISION
       AND ENGINEERING                0          0            0            0            0
562    STATION EXPENSES           1,927          0            0            0        1,927
566    MISCELLANEOUS 
       TRANSMISSION EXPENSES          0          0            0            0            0
568    MAINTENANCE SUPERVISION 
       AND ENGINEERING                0          0            0            0            0
569    MAINTENANCE OF  
       STRUCTURES                     0          0            0            0            0
570    MAINTENANCE OF STATION
       EQUIPMENT                    515          0           98           87          330
   Administrative and General
     Expenses
920    SALARIES AND WAGES        10,189          0        2,754        2,908        4,527
921    OFFICE SUPPLIES AND
       EXPENSES                   4,741          0        1,328        1,338        2,075
922    ADMINISTRATIVE EXPENSE 
       TRANSFERRED-CREDIT             0          0            0            0            0
923    OUTSIDE SERVICES 
       EMPLOYED                   3,880          0        1,240        1,280        1,360
924    PROPERTY INSURANCE         9,681          0        2,703        3,040        3,938
925    INJURIES AND DAMAGES       1,868          0          487          545          836
926    EMPLOYEE PENSIONS AND 
       BENEFITS                  19,935          0        5,872        6,282        7,781
928    REGULATORY COMMISSION  
       EXPENSE                       35          0           12           12           11
930.1  GENERAL ADVERTISING
       EXPENSES                       0          0            0            0            0
930.2  MISCELLANEOUS GENERAL
       EXPENSES                     616          0          182          187          247
931    RENTS                      4,284          0        1,079        1,134        2,071
932    MAINTENANCE OF 
       STRUCTURES & EQUIPMENT     1,284          0          399          402          483
  All other expenses
403    DEPRECIATION AND 
       AMORTIZATION EXPENSES        507          0          186          108          213
408    TAXES OTHER THAN 
       INCOME TAXES              13,758          0        4,320        4,376        5,062
409    INCOME TAXES               2,881          0        1,441        1,440            0
410    PROVISION FOR DEFERRED
       INCOME TAXES               1,338          0          669          669            0
411    PROVISION FOR DEFERRED
       INCOME TAXES-CREDIT       (3,011)         0       (1,505)      (1,506)           0
411.5  INVESTMENT TAX CREDIT        (68)         0          (34)         (34)           0
426.1  DONATIONS                     42          0           13           14           15
426.5  OTHER DEDUCTIONS           1,375          0          553          553          269
427    INTEREST ON LONG-TERM
       DEBTS                       (100)      (100)           0            0            0
430    INTEREST ON DEBT TO
       ASSOCIATE COMPANIES          322        322            0            0            0
431    OTHER INTEREST EXPENSE       395         43          178          177           (3)
                               -------------------------------------------------------------
        TOTAL EXPENSES =        370,009        600      100,845      100,724      167,840
                               =============================================================


      INSTRUCTIONS:  Indicate each department or service function. (See Instruction 01-3
                     General Structure of Accounting System: Uniform System of Accounts)
</TABLE>












































                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                            For the Year Ended December 31, 1993

                                       SCHEDULE XVII
                                       -------------
                                 KEYS FOR SERVICE FUNCTIONS
                                 --------------------------
        KEYS                          SERVICE FUNCTION
        ----                          ----------------

               The individual generating units for which NNECO provides
               service are listed separately on Page 24.




                ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                        For the Year Ended December 31, 1993
                         DEPARTMENTAL ANALYSIS OF SALARIES
                         ---------------------------------

                              DEPARTMENTAL SALARY EXPENSE
NAME OF DEPARTMENT           INCLUDED IN AMOUNTS BILLED TO       NUMBER OF
- - -------------------     --------------------------------------  PERSONNEL
Indicate each dept.       TOTAL   PARENT    OTHER       NON         END
or service function.     AMOUNT  COMPANY ASSOCIATES ASSOCIATES    OF YEAR
- - -------------------     --------------------------------------   ---------
                                           (Thousands of Dollars)
MILLSTONE UNIT #1        16,927     0      16,927          0        310
MILLSTONE UNIT #2        17,220     0      17,220          0        259
MILLSTONE UNIT #3        25,838     0      17,575      8,263        379
                         --------------------------------------- ---------
                         59,985     0      51,722      8,263        948
                         ======================================= =========



























                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                       For the Year Ended December 31, 1993
              
                                OUTSIDE SERVICES EMPLOYED
              
INSTRUCTIONS: Provide a breakdown by subaccount of outside services employed.
If the aggregate amounts paid to any one payee and included within one
subaccount is less than  25,000, only the aggregate number and amount of all
such payments included within the subaccount need be shown. Provide a
subtotal for each type of service.
- - -----------------------------------------------------------------------------
                                                    RELATIONSHIP
                                                    "A"-ASSOCIATE
                                                      "NA"-NON
FROM WHOM PURCHASED                                   ASSOCIATE    AMOUNT
- - -----------------------------------------------------------------------------

                                                                (Thousands 
                                                                of Dollars)
 LEGAL SERVICES
 --------------
    DAY BERRY & HOWARD                                  NA              50
    JOSEPH GALLO                                        NA              59
    NEWMAN & HOLTZINGER PC                              NA             302
    DAVIS WRIGHT TREMAINE                               NA              56
    WINSTON & STRAWN                                    NA           1,053
                                                                -----------
           TOTAL LEGAL SERVICES                                      1,520
                                                                ===========
 SECURITY SERVICES
 -----------------
    BURNS INTERNATIONAL SECURITY SERVICES               NA           9,717    
                                                               -----------
           TOTAL SECURITY SERVICES                                   9,717    
                                                               ===========
 ENGINEERING SERVICES
 --------------------
    ABB POWER SYSTEMS ENERGY SERVICES INC               NA           1,047
    A R JOSEPH ASSOCIATES                               NA              31
    BARTLETT NUCLEAR INCORPORATED                       NA           1,652
    CATARACT INCORPORATED                               NA           1,355
    CDI CORPORATION NORTHEAST                           NA              61
    COMBUSTION ENGINEERING                              NA             404
    HMM ASSOCIATES INCORPORATED                         NA             165
    INSTITUTE OF NUCLEAR POWER OPERATIONS               NA             102
    LIBERTY TECHNICAL SERVICES, INC                     NA           1,206
    LIBERTY TECHNOLOGY CENTER                           NA              79
    MARINER ENGINEERING INCORPORATED                    NA             389
    NES INC                                             NA             236
    NEW ENGLAND MECHANICAL SERVICES INC                 NA              84
    NUCLEAR SUPPORT SERVICES INC                        NA             151
    NUCON ENGINEERING ASSOCIATES                        NA             245
    NPS ENERGY SERVICES INCORPORATED                    NA             253
    NRT TECHNICAL INCORPORATED                          NA              59
    NUKAMM ENGINEERING                                  NA              47
    PERFORMANCE CONTRACTING INCORPORATED                NA              36
    PERFORMANCE ASSOCIATES INCORPORATED                 NA             330
    QUADREX ENVIRONMENTAL COMPANY                       NA             224
    SCIENTIFIC ECOLOGY GROUP INCORPORATED               NA             192
    SOFTAIDE SERVICES                                   NA              46
    SONALYSTS INCORPORATED                              NA             494
    STONE & WEBSTER ENGINEERING CORPORATION             NA           1,370
    TELEDYNE BROWN ENGINEERING                          NA              31
    TMA NORCAL                                          NA             102
    VECTRA TECHNOLOGIES INC                             NA             110
    WESTINGHOUSE ELECTRIC CORPORATION                   NA             549
    WESTINGHOUSE RADOLOGICAL SERVICES                   NA             118
                                                                 -----------
          TOTAL ENGINEERING SERVICES                                11,168
                                                                 ===========

OTHER SERVICES
- - --------------
    AT&T                                                NA             118
    BLC CORPORATION                                     NA              44
    BLACKBURN JANITORIAL                                NA              60
    CANBERRA INDUSTRIES INC                             NA              94
    CHEM NUCLEAR SYSTEMS INCORPORATED                   NA           3,568
    DIVING SERVICES INCORPORATED                        NA              91
    EASTERN DESIGN COMPANY INCORPORATED                 NA              50
    DIGITAL EQUIPMENT CORPORTION                        NA             793
    GENERAL ELECTRIC COMPANY                            NA              42
    HAY MANAGEMENT CONSULTANTS                          NA             394
    HEALTH RESOURCES                                    NA             701
    C N FLAGG POWER INCORPORATED                        NA              27
    INTERLEAF INCORPORATED                              NA             130
    KELLY SERVICES INC                                  NA             109
    MANPOWER INCORPORATED                               NA           1,064
    MICHAEL TOOMEY                                      NA             159
    SHORELINE EYE GROUP PC                              NA              27
    H KREVIT & COMPANY INCORPORATED                     NA              35
    JAY A GRAVES MD                                     NA              54
    OLSTEN                                              NA             209
    NATIONAL FIRE AND MEDICAL SERVICES INC              NA           3,574
    RLE SOFTWARE ENGINEERING INCORPORATED               NA              54
    PERFECTION FENCE COMPANY INC                        NA              30
    P & I CONSULTING CO OP LTD                          NA             156
    PROTO POWER CORPORATION                             NA             211
    SMITHKLINE BEECHAM LABORATORIES                     NA              90
    SOFTWARE SENSE INC                                  NA              40
    SOUTHEASTERN PULMONARY ASSOCIATES                   NA              40
    TOWERS PERRIN                                       NA              35
    SOUTHERN NEW ENGLAND TELEPHONE COMPANY              NA             582
    COMPUTER HORIZONS CORPORATION                       NA              40
    VOLIAN ENTERPRISES INC                              NA              65
    YANKEE ATOMIC ELECTRIC COMPANY                      NA              34
    MISCELLANEOUS (305 PAYEES)                          NA             795
                                                                -----------
      TOTAL OTHER SERVICES                                          13,515
                                                                ===========
    NORTHEAST UTILIITES SERVICE COMPANY                  A           8,590
      (Supplies centralized accounting,                         ===========   
       administrative, data processing,
       engineering, financial, legal,
       operational, planning, purchasing
       and other services.)

           GRAND TOTAL                                              44,510
                                                                ===========




                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                        For the Year Ended December 31, 1993

                             EMPLOYEE PENSIONS AND BENEFITS
                                       ACCOUNT 926

INSTRUCTIONS:  Provide a listing of each pension plan and benefit program
               provided by the service company. Such listing should be
               limited to 25,000.

- - -------------------------------------------------------------------------
DESCRIPTION                                                  AMOUNT
- - -------------------------------------------------------------------------
                                               (Thousands of Dollars)
Pension Plan                                                  1,604
Supplemental Retirement and Savings Plan                      2,913
Post Retirement Medical Benefit - FAS 106                     3,125
Early Retirement Program                                      1,234
Group Life, Long-term Disability, Hospital
  and Medical Insurance Expenses                             10,272
Educational Activities                                          116
Consulting Expenses                                             123
Employee Relocation Expenses                                     29
Cafeteria Expenses                                               42
System Newspaper                                                 19
Other Employee Benefits Expenses                                458
                                                           ---------
                                           TOTAL             19,935
                                                           =========
































               ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                      For the Year Ended December 31, 1993

                             GENERAL ADVERTISING EXPENSES
                                    ACCOUNT 930.1

    INSTRUCTIONS:  Provide a listing of the amount included in Account 930.1,
                   "General Advertising Expenses," classifying the items     
                   according to the nature of the advertising and as
                   defined in the account definition. If a particular class
                   includes an amount in excess of  3,000 applicable to a
                   single payee, show separately the name of the payee and
                   the aggregate amount applicable thereto.

- - -----------------------------------------------------------------------------
DESCRIPTION                  NAME OF PAYEE                      AMOUNT
- - -----------------------------------------------------------------------------

                                                       (Thousands of Dollars)



                                                                   ---------
                                                  TOTAL                -
                                                                   =========





































                       ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                              For the Year Ended December 31, 1993

                                 MISCELLANEOUS GENERAL EXPENSES
                                         ACCOUNT 930.2


INSTRUCTIONS:  Provide a listing of the amount included in Account 930.2,
               "Miscellaneous General Expenses," classifying such expense
               according to their nature. Payments and expenses permitted by
               Sections 321(b)(2) of the Federal Election Campaign Act as
               amended by Public Law 94-283 in 1976 (2 U.S.C. Section 441(b)(2)
               shall be separately classified.

- - -------------------------------------------------------------------------
                 DESCRIPTION                               AMOUNT
 -------------------------------------------------------------------------
                                                   (Thousands of Dollars)

Industry association dues                                     -
Recruitment expenses                                           21
Services billed from Northeast Utilities Service
Company (an associate company)                                597
Other miscellaneous expenses (6 items)                         (2)
                                                         ---------
                                        TOTAL                 616
                                                         =========



































                     ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                             For the Year Ended December 31, 1993

                                 MISCELLANEOUS GENERAL EXPENSES
                                           RENTS


INSTRUCTIONS:  Provide a listing of the amount included in Account 931,
               "Rents", classifying such expense by major groupings of
               property, as defined in the account definition of the Uniform
               System of Accounts.

- - -------------------------------------------------------------------------
             TYPE OF PROPERTY                                AMOUNT
 -------------------------------------------------------------------------
                                                   (Thousands of Dollars)

Buildings/office space                                      1,311
Computer/office equipment                                     528
Vehicles                                                      259
Simulator                                                   4,467
Services billed from Northeast Utilities Service
 Company (an associate company)                             5,432
                                                         ---------
                                        TOTAL              11,997            
                                                         =========



































                      ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                              For the Year Ended December 31, 1993

                                 TAXES OTHER THAN INCOME TAXES
                                         ACCOUNT 408

     INSTRUCTIONS:  Provide an analysis of Account 408, "Taxes Other Than
                    Income Taxes." Separate the analysis into two groups:
                    (1)Other than U.S. Government taxes, and (2) U.S. 
                    Government taxes. Specify each of the various kinds of
                    taxes and show the amounts thereof. Provide a subtotal
                    for each class of tax.

- - -------------------------------------------------------------------------
                    KIND OF TAX                               AMOUNT
- - -------------------------------------------------------------------------
                                                  (Thousands of Dollars)

   (1) Other Than U.S. Government Taxes:
       Connecticut Unemployment                                    267
       Massachusetts Unemployment                                  110
       Massachusetts Universal Health Tax                            1
       Local property                                              909
       Connecticut Sales Tax                                     4,568
                                                               ---------
                  Sub-Total                                      5,855
                                                               ---------
   (2) U.S. Government Taxes:
       Federal Insurance Contribution Act                        5,951
       Medicare Tax                                              1,634
       Federal Unemployment                                        108
       Federal Excise                                              210
                                                                ---------
                  Sub-Total                                      7,903
                                                                ---------
                                              TOTAL             13,758
                                                                =========

























             ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                      For the Year Ended December 31, 1993

                                    DONATIONS
                                  ACCOUNT 426.1

     INSTRUCTIONS:  Provide a listing of the amount included in Account
                    426.1, "Donations," classifying such expenses by its
                    purpose.  The aggregate number and amount of all items of
                    less than 3,000 may be shown in lieu of details.         

   
- - -----------------------------------------------------------------------------
NAME OF RECIPIENT                PURPOSE OF DONATION                 AMOUNT
- - -----------------------------------------------------------------------------

                                                                 (Thousands 
                                                                  of Dollars)

Salvation Army                  Charitable contribution                  5
United Way of Southeastern 
  Connecticut                                                            4
Services billed from
  Northeast Utilities                                                
  Service Company 
 (an associate company)                                                 23 
Miscellaneous (50 payees)                                               10
                                                                 ----------
                                     TOTAL                              42
                                                                 ==========

































                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                              For the Year Ended December 31, 1993

                                       OTHER DEDUCTIONS
                                        ACCOUNT 426.5

     INSTRUCTIONS:  Provide a listing of the amount included in Account
                    426.5, "Other Deductions," classifying such expenses
                    according to their nature.

- - ----------------------------------------------------------------------------
    DESCRIPTION                    NAME OF PAYEE                 AMOUNT
- - ---------------------------------------------------------------------------- 

                                                     (Thousands of Dollars)

Executive incentive
  compensation plan                Various Officers                   22

Services billed from Northeast
  Utilities Service Company 
  (an associate company)                                           1,191

Civil Penalties                    Treasurer of the
                                   United States                     100

                                   United States Nuclear
                                   Regulatory Commission              62
                                                                 --------
                                               TOTAL               1,375
                                                                 ========
































                       ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                               For the Year Ended December 31, 1993

                                         SCHEDULE XVIII
                                  NOTES TO STATEMENTS OF INCOME

     INSTRUCTIONS:  The space below is provided for important notes regarding
                    the statement of income or any account thereof. Furnish
                    particulars as to any significant increases in services
                    rendered or expenses incurred during the year. Notes
                    relating to financial statements shown elsewhere 
                    in this report may be indicated here by reference.

    See Notes to Financial Statements on pages 19 through 19H.
















































                       ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                         ORGANIZATION CHART (AS OF DECEMBER 31, 1993)

Executive Vice-President - Nuclear

     -    Vice President - Millstone Station

          -    Nuclear Director  (Unit #1)

          -    Nuclear Director  (Unit #2)

          -    Nuclear Director  (Unit #3)  

















































                                NORTHEAST NUCLEAR ENERGY COMPANY
                                --------------------------------
                                     METHODS OF ALLOCATION
                                     ---------------------
                              For the year ended December 31, 1993
                              ------------------------------------

The costs associated with the three Millstone units are billed either
directly or are allocated on the basis of one third to each unit. If
Millstone Unit 3 is not part of the allocation, then the allocated costs to
Millstone 1 and 2 are on the basis of one-half to each of the two units.



















































                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
               ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED

The following annual statement was supplied to each associate company in
support of the amount of compensation for use of capital billed during 1993:

In accordance with Instruction 01-12 of the Securities and Exchange
Commission's Uniform System of Accounts for Mutual Service Companies and
Subsidiary Service Companies, Northeast Nuclear Energy Company submits the
following information on the billing of interest on borrowed funds and a
return on equity capital to associated companies for the year 1993:


(A)  Amount of compensation for use of capital billed to (See Note)

(B)  The basis for billing of interest and return on equity capital to the  
     associated companies is based on the percentage ownership of the
     individual units.     



     NOTE:  For the associate companies and amounts, see "Analysis of
            Billing - Associate Companies" on page 21.







































                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                                     SIGNATURE CLAUSE


Pursuant to the requirements of the Public Utility Holding Company Act of
1935 and the rules and regulations of the Securities and Exchange Commission
issued thereunder, the undersigned company has duly caused this report to be
signed on its behalf by the undersigned officer thereunto duly authorized.


                                   NORTHEAST NUCLEAR ENERGY COMPANY
                                       (Name of Reporting Company)



                                By:   /s/ John W. Noyes
                                      -----------------------------
                                      (Signature of Signing Officer)




Date:   April 27, 1994       John W. Noyes - Vice President and Controller
                             ---------------------------------------------
                             (Printed Name and Title of Signing Officer)





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