NORTHEAST NUCLEAR ENERGY CO
U-13-60, 1996-04-26
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                               Form U -13 - 60
                   Mutual and Subsidiary Service Companies


                                 ANNUAL REPORT

                                FOR THE PERIOD


             Beginning January 1, 1995 and Ending December 31, 1995

                                    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 Sovereign 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 J. Roman, 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
(Section 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, (Section 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.

                                         




                      LISTING 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                 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 VIII         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 LIABILTIES                  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 NONASSOCIATE COMPANIES                     Schedule XVI          23

    SCHEDULE OF EXPENSE BY DEPARTMENT OR SERVICE
    FUNCTION                                       Schedule XVII        24-25

    DEPARTMENTAL ANALYSIS OF SALARIES                                    26

    OUTSIDE SERVICES EMPLOYED                                            27

    EMPLOYEE PENSIONS AND BENEFITS                 Account 926           28

    GENERAL ADVERTISING EXPENSES                   Account 930.1         29

    MISCELLANEOUS GENERAL EXPENSES                 Account 930.2         30

    RENTS                                                                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 XVIII        35


                      LISTING OF INSTRUCTIONAL FILING REQUIREMENTS
                      --------------------------------------------


                                                                        Page
Description of Reports or Statements                                     No.
- ------------------------------------                                    -----


   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
 -------  --------------------------------------------------------- ------------- -----------
                                                                       1995          1994
          SERVICE COMPANY PROPERTY                                    (Thousands of Dollars)
          ------------------------
 <S>                                                                   <C>           <C>
 101      Service company property (Schedule II)                   $    37,880   $    37,359
 107      Construction work in progress (Schedule II)                    1,623         1,553
                                                                    -----------   -----------
              Total Property                                            39,503        38,912
                                                                    -----------   -----------
 108      Less accumulated provision for depreciation and
          amortization of service company property (Schedule III)        9,541         7,848
                                                                    -----------   -----------
              Net Service Company Property                              29,962        31,064
                                                                    -----------   -----------
          INVESTMENTS
          -----------
 123      Investments in associate companies (Schedule IV)                -             -
 124      Other investments (Schedule IV)                                 -             -
                                                                    -----------   -----------
              Total Investments                                           -             -
                                                                    -----------   -----------
          CURRENT AND ACCRUED ASSETS
          --------------------------
 131      Cash                                                            -             -
 134      Special deposits                                                -             -
 135      Working funds                                                      5             5
 136      Temporary cash investments (Schedule IV)                        -             -
 141      Notes receivable                                                -             -
 143      Accounts receivable                                            6,910        16,391
 144      Accumulated provision of uncollectible accounts                 -             -
 146      Accounts receivable from associate companies (Schedule V)     70,795        74,628
 152      Fuel stock expenses undistributed (Schedule VI)                 -             -
 154      Materials and supplies                                        66,401        67,486
 163      Stores expense undistributed (Schedule VII)                       54             1
 165      Prepayments                                                    5,399         5,765
 174      Miscellaneous current and accrued assets (Schedule VIII)        -             -
                                                                    -----------   -----------
              Total Current and Accrued Assets                         149,564       164,276
                                                                    -----------   -----------
          DEFERRED DEBITS
          ---------------
 181      Unamortized debt expense                                         159           169
 184      Clearing accounts                                                  4             3
 186      Miscellaneous deferred debits (Schedule IX)                    2,286         2,718
 188      Research, development, or demonstration 
          expenditures (Schedule X)                                       -             -
 190      Accumulated deferred income taxes                             10,943         2,424
                                                                    -----------   -----------
              Total Deferred Debits                                     13,392         5,314
                                                                    -----------   -----------
              TOTAL ASSETS AND OTHER DEBITS                        $   192,918   $   200,654
                                                                    ===========   ===========
 </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
- -------  --------------------------------------------------------- ------------- -----------
                                                                      1995          1994
         PROPRIETARY CAPITAL                                         (Thousands of Dollars)
         -------------------
<S>                                                                   <C>           <C>
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)                   933           996
                                                                   -----------   -----------
             Total Proprietary Capital                                 16,298        16,361
                                                                   -----------   -----------
         LONG-TERM DEBT
         --------------
223      Advances from associate companies (Schedule XII)                -             -
224      Other long-term debt (Schedule XII)                           24,573        24,891
225      Unamortized premium on long-term debt                           -             -
226      Unamortized discount on long-term debt-debit                    -             -
                                                                   -----------   -----------
             Total Long-Term Debt                                      24,573        24,891
                                                                   -----------   -----------

         CURRENT AND ACCRUED LIABILITIES
         -------------------------------
231      Notes payable                                                   -             -
232      Accounts payable                                              48,105        49,246
233      Notes payable to associate companies (Schedule XIII)            -            6,000
234      Accounts payable to associate companies (Schedule XIII)        9,260         3,507
236      Taxes accrued                                                  4,546         2,957
237      Interest accrued                                                 152          -
238      Dividends declared                                              -             -
241      Tax collections payable                                          228           354
242      Miscellaneous current and accrued                               -             -
         liabilities (Schedule XIII)                                   68,624        81,901
                                                                   -----------   -----------
             Total Current and Accrued Liabilities                    130,915       143,965
                                                                   -----------   -----------
         DEFERRED CREDITS
         ----------------
253      Other deferred credits                                        19,825        14,065
255      Accumulated deferred investment tax credits                    1,307         1,372
                                                                   -----------   -----------
             Total Deferred Credits                                    21,132        15,437
                                                                   -----------   -----------
282      ACCUMULATED DEFERRED INCOME TAXES                               -             -    
         ---------------------------------                         -----------   -----------

         TOTAL LIABILITES AND PROPRIETARY CAPITAL                     192,918       200,654
                                                                   ===========   ===========

</TABLE>



<TABLE>
<CAPTION>
                    ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                            For the Year Ended December 31, 1995

                           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)
<S>                                     <C>          <C>           <C>        <C>   <C>
SERVICE COMPANY PROPERTY
- ------------------------
Account
- -------
  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     $32,686      $175                           $32,861
  322  REACTOR PLANT EQUIPMENT
  324  ACCESSORY ELECTRIC EQUIPMENT         27                                          27
  325  MISCELLANEOUS POWER PLANT
       EQUIPMENT                         3,472       346                             3,818
  391  OFFICE FURNITURE AND EQUIPMENT    1,174                                       1,174
                                     ---------- --------- ----------- ---------- ----------
            SUB-TOTAL                   37,359       521                            37,880
                                     ---------- --------- ----------- ---------- ----------

  107  CONSTRUCTION WORK IN
       PROGRESS (4)                      1,553        70                             1,623
                                     ---------- --------- ----------- ---------- ----------
            TOTAL                      $38,912      $591          $0         $0    $39,503
                                     ========== ========= =========== ========== ==========


- -------------------------------------------------------------------------------------------
   (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>
<TABLE>
<CAPTION>
                    ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                            For the Year Ended December 31, 1995


                                      SCHEDULE III

                        ACCUMULATED PROVISION FOR DEPRECIATION AND
                         AMORTIZATION OF SERVICE COMPANY PROPERTY
                        ------------------------------------------

- -------------------------------------------------------------------------------------------
                                                ADDITIONS               OTHER 
                                     BALANCE AT  CHARGED               CHANGES    BALANCE 
                                     BEGINNING     TO                    ADD      AT CLOSE
                DESCRIPTION           OF YEAR   ACCT 403  RETIREMENTS (DEDUCT)1/  OF YEAR
- -------------------------------------------------------------------------------------------
                                                      (Thousands of Dollars)
<S>                                      <C>       <C>             <C>     <C>       <C>
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 AND AIRPORT EQUIPMENT
  311  OTHER SERVICE COMPANY   
       PROPERTY 

  321  STRUCTURES AND IMPROVEMENTS       4,960     1,353                     56      6,369
  322  REACTOR PLANT EQUIPMENT
  324  ACCESSORY ELECTRIC EQUIPMENT         11         1                                12
  325  MISCELLANEOUS POWER PLANT
       EQUIPMENT                         2,226       194                     52      2,472
  391  OFFICE FURNITURE AND FIXTURES       651        28                      9        688



                                     ---------- --------- ----------- ---------- ----------
            TOTAL                       $7,848    $1,576          $0       $117     $9,541
                                     ========== ========= =========== ========== ==========

- -------------------------------------------------------------------------------------------
    1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

                       Depreciation charged to clearing account              65
                       Removal costs charged to reserve                      52
                                                                      ----------
</TABLE>                                                                   $117
                                                                      ==========




<TABLE>
<CAPTION>
                    ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                            For the Year Ended December 31, 1995


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

<S>                                                                  <C>           <C>

ACCOUNT 123 - INVESTMENT IN ASSOCIATE COMPANIES

                                               NONE



ACCOUNT 124 - OTHER INVESTMENTS

                                               NONE


ACCOUNT 136 - TEMPORARY CASH INVESTMENTS

                                               NONE




                                                               -----------   ----------
                                          TOTAL                     $-            $-
                                                               ===========   ==========





</TABLE>



<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995


               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)
<S>                                                                  <C>            <C>

ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES


Northeast Utilities System Money Pool                               $40,250        $27,000
The Connecticut Light and Power Company                              25,338         34,628
Western Massachusetts Electric Company                                5,944          8,106
Northeast Utilities Service Company                                   3,096            879
Northeast Atlantic Energy Corporation                                    -             174
Northeast Utilities                                                      -               2
Public Service Company of New Hampshire                                  -               6







                                                                  ----------   ------------
                                             TOTAL                  $74,628        $70,795
                                                                  ==========   ============



ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:



               See page 10A for details.

</TABLE>



<TABLE>
<CAPTION>

                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995


               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.


- -------------------------------------------------------------------------------------------
                                                                                  TOTAL
                        DESCRIPTION                                              PAYMENTS
- -------------------------------------------------------------------------------------------
                                                                                (Thousands
                                                                               of Dollars)
<S>                                                                                  <C>

ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:

Northeast Utilities                                                                     22
The Connecticut Light and Power Company                                                $99
Western Massachusetts Electric Company                                                 (28)
Northeast Utilities Service Company                                                  2,749
                                                                               ------------
                                             TOTAL                                  $2,842
                                                                               ============


Convenience payments result primarily from the following items:

Computer Equipment & Supplies                                                         $682
Engineering Services                                                                   241
Temporary Personnel Services                                                           168
Fuel Inventory                                                                        (260)
Miscellaneous (180 items)                                                            2,011
                                                                               ------------
                                             TOTAL                                  $2,842
                                                                               ============

</TABLE>



<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995

                   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)
<S>                                               <C>            <C>            <C>

ACCOUNT 152 - FUEL STOCK EXPENSES
              UNDISTRIBUTED                   $   -          $   -          $   -
                                              ==========     ==========     ==========


</TABLE>


<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995

                     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)
<S>                                             <C>            <C>            <C>

ACCOUNT 163 - STORES EXPENSE
              UNDISTRIBUTED


Beginning Balance as of January 1, 1995                                           $1
                                                                           ----------

Activity for the year:

Stores expense undistributed                    $2,705         $5,067          7,772


The above stores expenses are billed back
to each of the companies listed below:

The Connecticut Light & Power Company           (1,924)        (3,605)        (5,529)
Western Massachusetts Electric Company            (450)          (843)        (1,293)
Public Service Company of New Hampshire            (26)           (48)           (74)
Nonassociate Companies (see page 22 
  for list of the companies)                      (287)          (536)          (823)
                                              ---------     ----------     ----------
Stores expense distributed                      (2,687)        (5,032)        (7,719)
                                              ---------     ----------     ----------

Net Activity for year                              $18            $35             53
                                              =========     ==========     ----------


Ending Balance as of December 31, 1995                                           $54
                                                                           ==========


</TABLE>

                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                           For the Year Ended December 31, 1995


                                      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















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



<TABLE>
<CAPTION>
                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                           For the Year Ended December 31, 1995


                                      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)

<S>                                                                  <C>           <C>
ACCOUNT 186 - MISCELLANEOUS DEFERRED DEBITS


Financial system development costs                                  $2,501        $1,983
Connecticut sales tax under protest                                     99            99
Services billed to Northeast Atlantic
  Energy Service Corporation                                         -                82
Employee performance payments                                           56            81
External Audit - Millstone Unit No. 3                                   62            58
Other deferred debits
  (4 items in 1995 and 1994)                                         -               (17)
                                                                -----------    ----------
                                           TOTAL                    $2,718        $2,286
                                                                ===========    ==========

</TABLE>



<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995


                                     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)

<S>                                                                        <C>
ACCOUNT 188 - RESEARCH, DEVELOPMENT OR
              DEMONSTRATION EXPENDITURES


Steam Generator Strategic Management Program                                $74
EPRI Assessment - Outside Owners                                             58
Millstone Mass Transport Data                                                30
Nuclear Core Shroud Cracking Inspection                                      29
Nuclear Data Retrieval                                                       20
Services billed from Northeast Utilities Service
  Company (an associate company)                                            216



The above expenses are billed back to each of the
associated companies listed below:

   The Connecticut Light and Power Company                                 (249)
   Western Massachusetts Electric Company                                   (58)
   Public Service Company of New Hampshire                                  (11)
   Nonassociate Companies (see page 22 for list 
     of the companies)                                                     (109)

                                                                   -------------
                                                 TOTAL                       $0
                                                                   =============

</TABLE>



<TABLE>
<CAPTION>
                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                          For the Year Ended December 31, 1995


                                      SCHEDULE XI

                                  PROPRIETARY CAPITAL 

- ------------------------------------------------------------------------------------------
                                     NUMBER OF   PAR OR STATED OUTSTANDING CLOSE OF PERIOD
ACCOUNT                               SHARES         VALUE     ---------------------------
NUMBER     CLASS OF STOCK           AUTHORIZED     PER SHARE   NO. OF SHARES TOTAL AMOUNT
- ------------------------------------------------------------------------------------------
                                                                              (Thousands
                                                                              of Dollars)
<S>                                      <C>             <C>          <C>             <C>
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 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                        $996        $1,911        $1,974         $933
                                        ---------     ---------    ---------     ---------
                             TOTAL          $996        $1,911        $1,974         $933
                                        =========     =========    =========     =========
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
       ----------------------       ------------ ------------- ---------
                     $329.00            $493,500    03/13/95   03/31/95
                     $329.00            $493,500    06/12/95   06/30/95
                     $329.00            $493,500    09/18/95   09/29/95
                     $329.00            $493,500    12/11/95   12/29/95

</TABLE>



<TABLE>
<CAPTION>
                            ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                                    For the Year Ended December 31, 1995


                                                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.
- ------------------------------------------------------------------------------------------------------
                                                                 BALANCE                      BALANCE 
                        TERMS OF OBLIG.  DATE                       AT                           AT
                        CLASS & SERIES   OF    INTEREST  AMOUNT  BEGINNING          DEDUCTIONS CLOSE
NAME OF CREDITOR         OF OBLIGATION MATURITY  RATE  AUTHORIZED OF YEAR ADDITIONS    (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 
 Company of America     Unsecured Note 8/2019     7.17%  $25,000  $24,891        $0      $318 $24,573



                                                       -----------------------------------------------
    TOTAL OTHER LONG-TERM DEBT                           $25,000  $24,891        $0      $318 $24,573
                                                       ===============================================
</TABLE>
(1) GIVE AN EXPLANATION OF DEDUCTIONS:

Principal payment



<TABLE>
<CAPTION>
                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                           For the Year Ended December 31, 1995

                     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)
<S>                                                                 <S>            <S>
ACCOUNT 233 - NOTES PAYABLE TO ASSOCIATE COMPANIES

Northeast Utilities System Money Pool                               $6,000         $ -





                                                                -----------     ----------
                                           TOTAL                    $6,000         $ -
                                                                ===========     ==========
- ------------------------------------------------------------------------------------------
ACCOUNT 234 - ACCOUNTS PAYABLE TO ASSOCIATE COMPANIES

The Connecticut Light and Power Company                             $2,314         $1,185
Western Massachusetts Electric Company                                  42             39
Northeast Utilities Service Company                                    848          7,724
Northeast Utilities                                                    100             93
Public Service Company of New Hampshire                                203            203
Northeast Atlantic Energy Service Corporation                         -                16


                                                                -----------     ----------
                                           TOTAL                    $3,507         $9,260
                                                                ===========     ==========
- ------------------------------------------------------------------------------------------
ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED LIABILITIES

Millstone 3 Funding Liability                                      $61,427        $38,271
Pension Cost                                                        15,063         23,209
Performance Reward Program                                           3,313          3,813
Payroll Accrual                                                      2,075          2,195
Payroll Deductions                                                      12             19
Audit Expense                                                           11             17
Severance Payment                                                    -              1,100
Other (no items in 1995 and 1994)                                    -               -
                                           TOTAL                -----------     ----------
                                                                   $81,901        $68,624
                                                                ===========     ==========
</TABLE>

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

                      For the Year Ended December 31, 1995
                                         -----------------

                                  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), Holyoke Water Power Company, and
     North Atlantic Energy Corporation are the operating subsidiaries 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.

     PUBLIC UTILITY REGULATION
     NU is registered with the Securities and Exchange Commission (SEC) 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, as approved by the
     appropriate regulatory agency.  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 4.5 percent in 1995
     and 3.9 percent in 1994.

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, 1995, 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 $16.9 million, current
     liabilities would have increased by approximately $2.7 million, and long-
     term obligations would have increased by approximately $14.2 million.
     There is no effect on NNECO's results of operations.

     Rental payments charged to operating expenses for 1995 and 1994 amounted to
     approximately $4.8 million, respectively, in capital lease rental payments
     and $6.2 million and $5.7 million, respectively, in operating lease rental
     payments.

     Interest included in capital lease rental payments for 1995 and 1994 was
     approximately $2.0 million and $2.3 million, respectively.

     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, 1995, are approximately:

          Period                Capital Leases      Operating Leases
          ------               ---------------     ----------------

                                    (Thousands of Dollars)


          1996...................$  4,366             $326
          1997...................   4,195              263
          1998...................   4,137              176
          1999...................   4,137               97
          2000...................   3,828               53
          After 2000.............   1,693               84
                                  -------            -----


          Future minimum 
            lease payments         22,356             $999
                                                      ====

          Less amount 
          representing interest     5,417
                                  -------


          Present value of future
          minimum lease payments  $16,939
                                  =======

3.   SHORT-TERM DEBT

     The system companies have various credit lines totaling $468 million.  NU,
     CL&P, WMECO, HWP, NNECO, and The Rocky River Realty Company (RRR) have
     established a revolving credit facility with a group of 15 banks.  Under
     this facility, the participating companies may borrow up to an aggregate of
     $343 million.  Individual borrowing limits as of January 1, 1996 were $150
     million for  NU, $325 million for CL&P, $60 million for WMECO, $5 million
     for HWP, $50 million for NNECO, and $22 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 0.15
     percent per annum of each bank's total commitment under the three-year
     portion of the facility, representing 75 percent of the total facility,
     plus 0.10 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, 1995, there was $43.0 million of borrowings under the
     facility, of which NNECO had no outstanding borrowings.

     Certain subsidiaries of NU, including NNECO, are members of the Northeast
     Utilities System Money Pool (Pool).  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 borrowed by NU parent.  NU Parent may lend to the Pool but
     may not borrow.  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 borrowings.  Investing and borrowing
     subsidiaries receive or pay interest based on the average daily Federal
     Funds rate.  At December 31, 1995 and 1994, NNECO had $0.0 million and $6
     million, respectively, in borrowings from the Pool.  The interest rate on
     borrowings from the Pool at December 31, 1995 and 1994 was 4.9 percent.

     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, 1995, the company  was authorized to incur
     short-term borrowings up to a maximum of $50 million.

4.   LONG-TERM DEBT

     Detail of long-term debt outstanding is:

     December 31,                                1995       1994
     ---------------------------------------------------------------

                                             (Thousands of Dollars)

     7.17% Senior Notes, due 2019.......       $24,573    $24,891
     Less:  Amounts due within one year.           365        344
                                               -------    -------

     Long-term debt, net................       $24,208    $24,547
                                               =======    =======

     Cash sinking-fund requirements on debt outstanding at December 31, 1995 for
     the years 1996 through 2000 are approximately $365,000 for 1996, $398,000
     for 1997, $427,000 for 1998, $460,000 for 1999, and $489,000 for 2000.

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 portion of the
     system's pension cost, part of which was charged to plant, approximated
     $8.1 million in 1995 and $4.5 million in 1994.

     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 net pension cost for NNECO are:

     At December 31,                                 1995      1994
     ----------------------------------------------------------------------

                                                  (Thousands of Dollars)

     Service cost........................         $  8,558  $  4,843
     Interest cost.......................            5,711     4,990
     Return on plan assets...............          (15,790)      109
     Net amortization....................            9,668    (5,399)
                                                 ---------  ---------

     Net pension cost....................         $  8,147  $  4,543
                                                  ========  ========

     For calculating pension cost, the following assumptions were used:   

     For the Years Ended December 31,                 1995      1994
     -------------------------------------------------------------------


     Discount rate.......................             8.25%     7.75%
     Expected long-term rate of return...             8.50      8.50
     Compensation/progression rate.......             5.00      4.75

     The following table represents the plan's funded status reconciled to the
     Balance Sheets:

     At December 31,                                  1995       1994
     ----------------------------------------------------------------------

                                                (Thousands of Dollars)

     Accumulated benefit obligation at 
     December 31, 1995 and 1994, including
     vested benefits of $40,605,000 and
     $27,233,000, respectively.....                $ 52,721   $ 36,846
                                                   ========   ========

     Projected benefit obligation (PBO)..            93,968     69,192

        Market value of plan assets.........         77,731     62,207
                                                   --------   --------

     PBO in excess of market value of plan assets   (16,237)  (6,985)
     Unrecognized transition amount......            (1,874)  (2,020)
     Unrecognized prior service costs....               295      315
     Unrecognized net gain...............            (5,393)  (6,373)
                                                   --------  -------

     Accrued pension liability...........          $(23,209)$(15,063)
                                                   ======== ========

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

     At December 31,                                  1995      1994
     ----------------------------------------------------------------------


     Discount rate.......................             7.50%     8.25%
     Compensation/progression rate......              4.75      5.00


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 (referred to as Statement of Accounting Standards (SFAS 106)
     benefits).  These benefits are available for employees leaving the system
     who have met specified service requirements. Total health care and life
     insurance cost, part of which was deferred or charged to utility plant,
     approximated $2.0 million in 1995 and $2.1 million in 1994.

     On January 1, 1993, the accumulated postretirement benefit obligation
     (APBO) represented the system's transition obligation upon the adoption of
     SFAS 106.  As allowed by SFAS 106, the company is amortizing its transition
     obligation of approximately $52 million over a 20-year period.  For current
     employees and certain retirees, the total SFAS 106 benefit is limited to
     two times the 1993 per retiree health care costs.  The SFAS 106 obligation
     has been calculated based on this assumption.

     The company funds 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 components of SFAS 106 benefit costs are:

     At December 31,                                        1995      1994
     ----------------------------------------------------------------------

                                                  (Thousands of Dollars)

     Service cost............................         $936      $982
     Interest cost...........................          986       937
     Return on plan assets...................         (842)       38
     Amortization of unrecognized 
      transition obligation..................          277       277
     Other amortization, net.................          595      (135)
                                                    ------    ------

     Net health care and life insurance costs       $1,952    $2,099
                                                    ======    ======

     The following actuarial assumptions were used in calculating SFAS 106
     benefit costs:

     At December 31,                                   1995      1994
     -----------------------------------------------------------------


     Discount rate...........................         8.00%     7.75%
     Long-term rate of return - health assets,
           net of tax........................         5.00      5.00
     Long-term rate of return - life assets..         8.50      8.50

     The following table represents the plan's funded status reconciled to the
     Balance Sheets:

     At December 31,                                   1995      1994
     ----------------------------------------------------------------------

                                                  (Thousands of Dollars)

     APBO:
       Retirees..............................      $ 3,815   $ 3,068
       Fully eligible active employees.......           27        66
       Active employees not eligible to retire      10,246     8,592
                                                    ------   -------

     Total APBO..............................       14,088    11,726
     Market value of plan assets.............        5,530     3,052
                                                   -------   -------


     APBO in excess of plan assets...........       (8,558)   (8,674)
     Unrecognized transition amount..........        4,713     4,990
     Unrecognized net loss (gain)............        3,845     3,684
                                                   -------   -------
     Postretirement benefit obligation.......      $     0   $     0
                                                   =======   =======

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

     At December 31,                                  1995      1994
     ----------------------------------------------------------------------


     Discount rate...........................         7.50%     8.00%
     Health care cost trend rate (a).........         8.40     10.20

     (a)The annual growth in per capita cost of covered health care benefits
        was assumed to decrease to 5.4 percent by 2001.

     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, 1995 by $588,000 and the aggregate of
     the service and interest cost components of net periodic postretirement
     benefit cost for the year then ended by $88,000.  The trust holding the
     plan assets is subject to federal income taxes at a 35-percent tax rate.

7.   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, 1995 and 1994, the fair value of NNECO's fixed-rate security was $24.9
     million.

8.   NUCLEAR PERFORMANCE

     On January 31, 1996, the NRC announced that the three Millstone nuclear
     power plants, operated by NNECO, had been placed on its "watch list"
     because of long-standing performance concerns.  The NRC cited a number of
     operational problems that have arisen since 1990 at the Millstone plants.
     The NRC recognized that there are significant current variations in the
     performance of the three Millstone units. The performance concerns cited by
     the NRC, combined with NU's failure to maintain previous performance
     improvements, have resulted in the NRC requiring close monitoring of units
     operated by NU and the implementation of a corrective action program.

      On March 7, 1996 NUSCO received a letter from the NRC concerning the
      Connecticut Yankee Atomic Power Company (CY, a nuclear power plant 
      managed by NU) and the Millstone Point 2 and 3 units.  The NRC is 
      requesting reports by April 6, 1996, on actions taken to date and NU's
      plans and schedule to ensure that future operation of CY and the 
      Millstone Point 3 unit will conform to NRC regulations, the units' 
      respective operating licenses, and the Updated Final Safety Analysis
      Reports (collectively, the "Applicable Requirements").

     The Millstone 1 unit's outage has been extended to the second quarter of
     1996 to complete repairs and to respond to the NRC's request for
     information.  On February 21, 1996, the Millstone 2 unit was shut down as a
     result of an engineering evaluation.  It is anticipated that the necessary
     work to respond to the NRC's letter for both Millstone 1 and 2 will not be
     completed until August of 1996.  Management cannot predict at this time how
     long the NRC's review will take or what additional actions, if any, the NRC
     will take with respect to the restart of Millstone 1 and 2, following the
     company's response.

     On March 30, 1996,  the Millstone 3 unit was shut down by the company
     following an engineering evaluation.  On April 4, 1996, the NRC issued a
     letter indicating that it had identified programmatic issues and design
     deficiencies at Millstone 3 unit that were similar in nature to those
     previously identified at the Millstone 1 and 2 units, and, was seeking
     information regarding the plans and schedule for ensuring that the future
     operation of the unit would be conducted in accordance with the Applicable
     Requirements.  As the Millstone 3 unit was constructed under more stringent
     licensing requirements, it is anticipated that the preparation of the
     response to the NRC's request for information for Millstone 3 should not be
     as difficult or time consuming as that for the earlier vintage Millstone 1
     and 2 units.  Management cannot, at this time, predict the duration of the
     process for preparing the necessary response, the NRC's reaction to the
     response or the expected date that Millstone 3 will return to service.

     Any costs associated with the NRC's actions will be borne by the plant's
     owners.  These costs cannot accurately be estimated at this time.







<TABLE>
<CAPTION>

                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         FOR THE YEAR ENDED DECEMBER 31, 1995

                                     SCHEDULE XV

                            COMPARATIVE INCOME STATEMENT

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

  ACCOUNT         DESCRIPTION                                 1995             1994
- ---------------------------------------------------------------------------------------
                                                               (Thousands of Dollars)
<S>                                                           <C>              <C>

           INCOME
           ------
    457    Services rendered to associate companies          $368,726         $343,945
    458    Services rendered to nonassociate companies         48,890           40,075
    421    Miscellaneous income or loss                         1,394              419
                                                          ------------      -----------
                                     Total Income             419,010          384,439
                                                          ------------      -----------

           EXPENSE
           -------
  Nuclear Power Expenses
    517    Operation Supervision and Engineering               50,492           52,343
    519    Coolants and Water                                   5,697            5,126
    520    Steam Expenses                                      32,450           27,991
    523    Electric Expenses                                   17,191           14,047
    524    Miscellaneous Nuclear Power Expenses                67,566           68,166
    525    Rents                                                5,633            5,040
    528    Maintenance Supervision and Engineering             20,443           20,013
    529    Maintenance of Structures                           21,131           16,604
    530    Maintenance of Reactor Plant Equipment              88,434           67,885
    531    Maintenance of Electric Plant                       29,663           30,250
    532    Maintenance of Miscellaneous Nuclear Plant             790              785
  Transmission Expenses
    560    Operation Supervision and Engineering                    0                0
    562    Station Expenses                                     1,926            1,957
    566    Miscellaneous Transmission Expenses                      0                0
    568    Maintenance Supervision and Engineering                  0                0
    569    Maintenance of Structures                                0                0
    570    Maintenance of Station Equipment                       567              636
  Administrative and General Expenses
    920    Salaries and wages                                  11,094            9,450
    921    Office supplies and expenses                         4,966            4,723
    922    Administrative expense transferred-credit                0                0
    923    Outside services employed                            3,894            2,720
    924    Property insurance                                   5,280           10,011
    925    Injuries and damages                                 3,335            2,170
    926    Employee pensions and benefits                      25,142           21,392
    928    Regulatory commission expense                           23                0
    930.1  General advertising expenses                             0                0
    930.2  Miscellaneous general expenses                         672              440
    931    Rents                                                3,648            3,743
    932    Maintenance of structures and equipment                418              501
  All other expenses
    403    Depreciation and amortization expense                1,580            1,087
    408    Taxes other than income taxes                       10,144            9,273
    409    Income taxes                                         7,768            3,708
    410    Provision for deferred income taxes                    718            1,960
    411    Provision for deferred income taxes-credit          (7,040)          (3,592)
    411.5  Investment tax credit                                  (66)             (66)
    426.1  Donations                                               53               54
    426.5  Other deductions                                       936            2,128
    427    Interest on long-term debt                           1,808            1,326
    430    Interest on debt to associate companies                  2              380
    431    Other interest expense                                 741              270
                                                          ------------      -----------
                                     Total Expense            417,099          382,521
                                                          ------------      -----------
                               Net Income                      $1,911           $1,918
                                                          ============      ===========
</TABLE>
                                         



<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                         For the Year Ended December 31, 1995

                                ANALYSIS OF BILLING

                                ASSOCIATE COMPANIES
                                   ACCOUNT 457


- --------------------------------------------------------------------------------
                                   DIRECT     INDIRECT  COMPENSATION    TOTAL
                                    COSTS      COSTS       FOR USE     AMOUNT
NAME OF ASSOCIATE COMPANY          CHARGED    CHARGED    OF CAPITAL    BILLED
- --------------------------------------------------------------------------------
                                             (Thousands of Dollars)

                                    457-1      457-2        457-3
                                 -----------------------------------------------
<S>                                 <C>              <C>      <C>      <C>

The Connecticut Light and
  Power Company                    $291,746                   $3,655   $295,401
Western Massachusetts
  Electric Company                   68,174                      855     69,029
Public Service Company
  of New Hampshire                    4,263                       33      4,296



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

                           TOTAL   $364,183          $0       $4,543   $368,726
                                 ========== ==========  ===========- ===========


</TABLE>


<TABLE>
<CAPTION>
                  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                          For the Year Ended December 31, 1995

                                   ANALYSIS OF BILLING

                                 NONASSOCIATE COMPANIES
                                      ACCOUNT 458

- -------------------------------------------------------------------------------------------
                                 DIRECT  INDIRECT  COMPENSATION            EXCESS   TOTAL 
                                  COSTS    COSTS    FOR USE     TOTAL        OR     AMOUNT
NAME OF NONASSOCIATE COMPANY     CHARGED  CHARGED  OF CAPITAL   COSTS    DEFICIENCY BILLED
- -------------------------------------------------------------------------------------------
                                                    (Thousands of Dollars)

                                  458-1    458-2     458-3                 458-4
                                -----------------------------------------------------------
<S>                              <C>            <C>     <C>      <C>             <C>
Connecticut Yankee Atomic
  Power Company                 $   456 $         $        0 $      456  $         $   456
Central Maine Power Company       3,742                   28      3,770              3,770
Central Vermont Public Service    2,595                   20      2,615              2,615
Montaup Electric Co.              5,989                   46      6,035              6,035
New England Power Co.            18,362                  139     18,501             18,501
United Illuminating Company       5,512                   42      5,554              5,554
Fitchburg Gas & Electric Co.        326                    3        329                329
Chicopee Municipal Electric       2,030                   15      2,045              2,045
Massachusetts Municipal
  Wholesale                       7,273                   55      7,328              7,328
Lyndonville Electric Department      73                    1         74                 74
Connecticut Municipal Electric
  Coop                            1,638                   12      1,650              1,650
Vermont Electric Gen & Trans.       529                    4        533                533
                                -----------------------------------------------------------
                                $48,525 $       0 $      365 $   48,890 $        0 $48,890
                                ===========================================================

</TABLE>


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, 1995     
                                                 
                    SCHEDULE XVI                 
         ANALYSIS OF CHARGES FOR SERVICE         
      ASSOCIATE AND NONASSOCIATE COMPANIES       
- ---------------------------------------------------------------------------
                                                 ASSOCIATE COMPANY CHARGES
                                                 -------------------------
ACCOUNT                                           DIRECT INDIRECT
NUMBER      DESCRIPTION OF ITEMS                   COST    COST     TOTAL
- --------------------------------------------------------------------------
                                                 
<S>                                              <C>           <C><C>
Nuclear Power Expenses                           
517   OPERATION SUPERVISION AND ENGINEERING       44,058       0    44,058
519   COOLANTS AND WATER                           5,019       0     5,019
520   STEAM EXPENSES                              29,519       0    29,519
523   ELECTRIC EXPENSES                           15,843       0    15,843
524   MISCELLANEOUS NUCLEAR POWER EXPENSES        59,763       0    59,763
525   RENTS                                        4,488       0     4,488
528   MAINTENANCE SUPERVISION AND ENGINEERING     17,996       0    17,996
529   MAINTENANCE OF STRUCTURES                   18,554       0    18,554
530   MAINTENANCE OF REACTOR PLANT EQUIPMENT      78,926       0    78,926
531   MAINTENANCE OF ELECTRIC PLANT               25,637       0    25,637
532   MAINTENANCE OF MISCELLANEOUS NUCLEAR PLANT     702       0       702
Transmission Expenses                            
560   OPERATION SUPERVISION AND ENGINEERING            0       0         0
562   STATION EXPENSES                               157       0       157
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               496       0       496
Administrative and General Expenses              
920   SALARIES AND WAGES                           9,762       0     9,762
921   OFFICE SUPPLIES AND EXPENSES                 4,390       0     4,390
922   ADMINISTRATIVE EXPENSE TRANSFERRED-CREDIT        0       0         0
923   OUTSIDE SERVICES EMPLOYED                    3,451       0     3,451
924   PROPERTY INSURANCE                           4,204       0     4,204
925   INJURIES AND DAMAGES                         2,891       0     2,891
926   EMPLOYEE PENSIONS AND BENEFITS              22,257       0    22,257
928   REGULATORY COMMISSION EXPENSE                   21       0        21
930.1 GENERAL ADVERTISING EXPENSES                     0       0         0
930.2 MISCELLANEOUS GENERAL EXPENSES                 591       0       591
931   RENTS                                        3,221       0     3,221
932   MAINTENANCE OF STRUCTURES AND EQUIPMENT        370       0       370
All other expenses                                             0
403   DEPRECIATION AND AMORTIZATION EXPENSES       1,368       0     1,368
408   TAXES OTHER THAN INCOME TAXES                8,915       0     8,915
409   INCOME TAXES                                 7,768       0     7,768
410   PROVISION FOR DEFERRED INCOME TAXES            718       0       718
411   PROVISION FOR DEFERRED INCOME TAXES-CREDIT  (7,040)      0    (7,040)
411.5 INVESTMENT TAX CREDIT                          (66)      0       (66)
426.1 DONATIONS                                       47       0        47
426.5 OTHER DEDUCTIONS                               838       0       838
427   INTEREST ON LONG-TERM DEBTS                      0       0         0
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES          0       0         0
431   OTHER INTEREST EXPENSE                         702       0       702
                                                 -------------------------
                          SUBTOTAL EXPENSES =    365,566       0   365,566
                                                 
      COMPENSATION FOR USE OF CAPITAL=           
427   INTEREST ON LONG-TERM DEBTS                                    1,808
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES                            2
431   OTHER INTEREST EXPENSE                                            43
525   RENTS                                                            778
                                                                  ---------
                             TOTAL EXPENSES =                      368,197
421   MISCELLANEOUS INCOME - CREDIT               (1,382)      0    (1,382)
      NET INCOME                                                     1,911
                                                 -------------------------
           TOTAL COST OF SERVICE =               364,184       0   368,726
                                                 ==========================
</TABLE>                                         
      INSTRUCTION: Total cost of service will    
      equal for associate and nonassociate       
      companies the total amount billed under    
      their separate analysis of billing         
      schedules.                                 
                                                 
                                                 


<TABLE>                                          
<CAPTION>                                        
ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
        For the Year Ended December 31, 1995     
                                                 
                    SCHEDULE XVI                 
         ANALYSIS OF CHARGES FOR SERVICE         
      ASSOCIATE AND NONASSOCIATE COMPANIES       
- -------------------------------------------------------------------------------
                                                  NONASSOCIATE COMPANY CHARGES
                                                 -----------------------------
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        6,434       0         6,434
519   COOLANTS AND WATER                             678       0           678
520   STEAM EXPENSES                               2,931       0         2,931
523   ELECTRIC EXPENSES                            1,348       0         1,348
524   MISCELLANEOUS NUCLEAR POWER EXPENSES         7,803       0         7,803
525   RENTS                                            1       0             1
528   MAINTENANCE SUPERVISION AND ENGINEERING      2,447       0         2,447
529   MAINTENANCE OF STRUCTURES                    2,577       0         2,577
530   MAINTENANCE OF REACTOR PLANT EQUIPMENT       9,508       0         9,508
531   MAINTENANCE OF ELECTRIC PLANT                4,026       0         4,026
532   MAINTENANCE OF MISCELLANEOUS NUCLEAR PLANT      88       0            88
Transmission Expenses                            
560   OPERATION SUPERVISION AND ENGINEERING            0       0             0
562   STATION EXPENSES                             1,769       0         1,769
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                71       0            71
Administrative and General Expenses              
920   SALARIES AND WAGES                           1,332       0         1,332
921   OFFICE SUPPLIES AND EXPENSES                   576       0           576
922   ADMINISTRATIVE EXPENSE TRANSFERRED-CREDIT        0       0             0
923   OUTSIDE SERVICES EMPLOYED                      443       0           443
924   PROPERTY INSURANCE                           1,076       0         1,076
925   INJURIES AND DAMAGES                           444       0           444
926   EMPLOYEE PENSIONS AND BENEFITS               2,885       0         2,885
928   REGULATORY COMMISSION EXPENSE                    2       0             2
930.1 GENERAL ADVERTISING EXPENSES                     0       0             0
930.2 MISCELLANEOUS GENERAL EXPENSES                  81       0            81
931   RENTS                                          427       0           427
932   MAINTENANCE OF STRUCTURES AND EQUIPMENT         48       0            48
All other expenses                                             0
403   DEPRECIATION AND AMORTIZATION EXPENSES         212       0           212
408   TAXES OTHER THAN INCOME TAXES                1,229       0         1,229
409   INCOME TAXES                                     0       0             0
410   PROVISION FOR DEFERRED INCOME TAXES              0       0             0
411   PROVISION FOR DEFERRED INCOME TAXES-CREDIT       0       0             0
411.5 INVESTMENT TAX CREDIT                            0       0             0
426.1 DONATIONS                                        6       0             6
426.5 OTHER DEDUCTIONS                                98       0            98
427   INTEREST ON LONG-TERM DEBTS                      0       0             0
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES          0       0             0
431   OTHER INTEREST EXPENSE                          (4)      0            (4)
                                                 ----------------------------
                          SUBTOTAL EXPENSES =     48,536       0        48,536
                                                 
      COMPENSATION FOR USE OF CAPITAL=           
427   INTEREST ON LONG-TERM DEBTS                                            0
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES                                0
431   OTHER INTEREST EXPENSE                                                 0
525   RENTS                                                                366
                                                                  -------------
                             TOTAL EXPENSES =                           48,902
421   MISCELLANEOUS INCOME - CREDIT                  (12)      0           (12)
      NET INCOME                                                             0
                                                 ----------------------------
           TOTAL COST OF SERVICE =                48,524       0        48,890
                                                 ==============================
</TABLE>                                         
      INSTRUCTION: Total cost of service will    
      equal for associate and nonassociate       
      companies the total amount billed under    
      their separate analysis of billing         



<TABLE>                                          
<CAPTION>                                        
ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
        For the Year Ended December 31, 1995     
                                                 
                    SCHEDULE XVI                 
         ANALYSIS OF CHARGES FOR SERVICE         
      ASSOCIATE AND NONASSOCIATE COMPANIES       
- -------------------------------------------------------------------------------
                                                    TOTAL CHARGES FOR SERVICE
                                                 ------------------------------
ACCOUNT                                            DIRECT  INDIRECT
NUMBER      DESCRIPTION OF ITEMS                    COST     COST      TOTAL
- -------------------------------------------------------------------------------
                                                 
<S>                                                <C>            <C>  <C>
Nuclear Power Expenses                           
517   OPERATION SUPERVISION AND ENGINEERING         50,492        0     50,492
519   COOLANTS AND WATER                             5,697        0      5,697
520   STEAM EXPENSES                                32,450        0     32,450
523   ELECTRIC EXPENSES                             17,191        0     17,191
524   MISCELLANEOUS NUCLEAR POWER EXPENSES          67,566        0     67,566
525   RENTS                                          4,489        0      4,489
528   MAINTENANCE SUPERVISION AND ENGINEERING       20,443        0     20,443
529   MAINTENANCE OF STRUCTURES                     21,131        0     21,131
530   MAINTENANCE OF REACTOR PLANT EQUIPMENT        88,434        0     88,434
531   MAINTENANCE OF ELECTRIC PLANT                 29,663        0     29,663
532   MAINTENANCE OF MISCELLANEOUS NUCLEAR PLANT       790        0        790
Transmission Expenses                            
560   OPERATION SUPERVISION AND ENGINEERING              0        0          0
562   STATION EXPENSES                               1,926        0      1,926
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                 567        0        567
Administrative and General Expenses              
920   SALARIES AND WAGES                            11,094        0     11,094
921   OFFICE SUPPLIES AND EXPENSES                   4,966        0      4,966
922   ADMINISTRATIVE EXPENSE TRANSFERRED-CREDIT          0        0          0
923   OUTSIDE SERVICES EMPLOYED                      3,894        0      3,894
924   PROPERTY INSURANCE                             5,280        0      5,280
925   INJURIES AND DAMAGES                           3,335        0      3,335
926   EMPLOYEE PENSIONS AND BENEFITS                25,142        0     25,142
928   REGULATORY COMMISSION EXPENSE                     23        0         23
930.1 GENERAL ADVERTISING EXPENSES                       0        0          0
930.2 MISCELLANEOUS GENERAL EXPENSES                   672        0        672
931   RENTS                                          3,648        0      3,648
932   MAINTENANCE OF STRUCTURES AND EQUIPMENT          418        0        418
All other expenses                               
403   DEPRECIATION AND AMORTIZATION EXPENSES         1,580        0      1,580
408   TAXES OTHER THAN INCOME TAXES                 10,144        0     10,144
409   INCOME TAXES                                   7,768        0      7,768
410   PROVISION FOR DEFERRED INCOME TAXES              718        0        718
411   PROVISION FOR DEFERRED INCOME TAXES-CREDIT    (7,040)       0     (7,040)
411.5 INVESTMENT TAX CREDIT                            (66)       0        (66)
426.1 DONATIONS                                         53        0         53
426.5 OTHER DEDUCTIONS                                 936        0        936
427   INTEREST ON LONG-TERM DEBTS                        0        0          0
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES            0        0          0
431   OTHER INTEREST EXPENSE                           698        0        698
                                                 ------------------------------
                          SUBTOTAL EXPENSES =      414,102        0    414,102
                                                 
      COMPENSATION FOR USE OF CAPITAL=           
427   INTEREST ON LONG-TERM DEBTS                                        1,808
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES                                2
431   OTHER INTEREST EXPENSE                                                43
525   RENTS                                                              1,144
                                                                     ----------
                             TOTAL EXPENSES =                          417,099
421   MISCELLANEOUS INCOME - CREDIT                 (1,394)       0     (1,394)
      NET INCOME                                                         1,911
                                                 ------------------------------
           TOTAL COST OF SERVICE =                 412,708        0    417,616
                                                 ==============================
</TABLE>                                         
      INSTRUCTION: Total cost of service will    
      equal for associate and nonassociate       
      companies the total amount billed under    
      their separate analysis of billing         
      schedules.                                 


<TABLE>
<CAPTION>
ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
       For the Year Ended December 31, 1995

                  SCHEDULE XVII
       SCHEDULE OF EXPENSE DISTRIBUTION BY
         DEPARTMENT OR SERVICE FUNCTION
- -------------------------------------------------------------------------


ACCOUNT                                             TOTAL
NUMBER       DESCRIPTION OF ITEMS                   AMOUNT     OVERHEAD
- -------------------------------------------------------------------------
                                                   (Thousands of Dollars)
<S>                                                  <C>           <C>
Nuclear Power Expenses
517    OPERATION SUPERVISION AND ENGINEERING         $50,492          $0
519    COOLANTS AND WATER                              5,697           0
520    STEAM EXPENSES                                 32,450           0
523    ELECTRIC EXPENSES                              17,191           0
524    MISCELLANEOUS NUCLEAR POWER EXPENSES           67,566           0
525    RENTS                                           5,633       1,144
528    MAINTENANCE SUPERVISION AND ENGINEERING        20,443           0
529    MAINTENANCE OF STRUCTURES                      21,131           0
530    MAINTENANCE OF REACTOR PLANT EQUIPMENT         88,434           0
531    MAINTENANCE OF ELECTRIC PLANT                  29,663           0
532    MAINTENANCE OF MISCELLANEOUS NUCLEAR PLANT        790           0
Transmission Expenses
560    OPERATION SUPERVISION AND ENGINEERING               0           0
562    STATION EXPENSES                                1,926           0
566    MISCELLANEOUS TRANSMISSION EXPENSES                 0           0
568    MAINTENANCE SUPERVISION AND ENGINEERING             0           0
569    MAINTENANCE OF STRUCTURES                           0           0
570    MAINTENANCE OF STATION EQUIPMENT                  567           0
Administrative and General Expenses
920    SALARIES AND WAGES                             11,094           0
921    OFFICE SUPPLIES AND EXPENSES                    4,966           0
922    ADMINISTRATIVE EXPENSE TRANSFERRED-CREDIT           0           0
923    OUTSIDE SERVICES EMPLOYED                       3,894           0
924    PROPERTY INSURANCE                              5,280           0
925    INJURIES AND DAMAGES                            3,335           0
926    EMPLOYEE PENSIONS AND BENEFITS                 25,142           0
928    REGULATORY COMMISSION EXPENSE                      23           0
930.1  GENERAL ADVERTISING EXPENSES                        0           0
930.2  MISCELLANEOUS GENERAL EXPENSES                    672           0
931    RENTS                                           3,648           0
932    MAINTENANCE OF STRUCTURES AND EQUIPMENT           418           0
All other expenses
403    DEPRECIATION AND AMORTIZATION EXPENSES          1,580           0
408    TAXES OTHER THAN INCOME TAXES                  10,144           0
409    INCOME TAXES                                    7,768           0
410    PROVISION FOR DEFERRED INCOME TAXES               718           0
411    PROVISION FOR DEFERRED INCOME TAXES-CREDIT     (7,040)          0
411.5  INVESTMENT TAX CREDIT                             (66)          0
426.1  DONATIONS                                          53           0
426.5  OTHER DEDUCTIONS                                  936           0
427    INTEREST ON LONG-TERM DEBTS                     1,808       1,808
430    INTEREST ON DEBT TO ASSOCIATE COMPANIES             2           2
431    OTHER INTEREST EXPENSE                            741          43
                                                 ------------------------
                              TOTAL EXPENSES =      $417,099    $  2,997
                                                 ========================
</TABLE>
       INSTRUCTIONS: Indicate each department or
       service function. (See Instruction 01-3
       General Structure of Accounting System:
       Uniform System of Accounts)



<TABLE>                                          
<CAPTION>                                        
ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
       For the Year Ended December 31, 1995      
                                                 
                  SCHEDULE XVII                  
       SCHEDULE OF EXPENSE DISTRIBUTION BY       
         DEPARTMENT OR SERVICE FUNCTION          
- -------------------------------------------------------------------------------------
                                                    DEPARTMENT OR SERVICE FUNCTION
                                                 ------------------------------------
ACCOUNT                                           MILLSTONE   MILLSTONE   MILLSTONE
NUMBER       DESCRIPTION OF ITEMS                  UNIT #1     UNIT #2     UNIT #3
- -------------------------------------------------------------------------------------
                                                           (Thousands of Dollars)
<S>                                                  <C>         <C>         <C>
Nuclear Power Expenses                           
517    OPERATION SUPERVISION AND ENGINEERING         $14,943     $15,441     $20,108
519    COOLANTS AND WATER                              1,563       2,014       2,120
520    STEAM EXPENSES                                 12,949      10,338       9,163
523    ELECTRIC EXPENSES                               7,597       5,380       4,214
524    MISCELLANEOUS NUCLEAR POWER EXPENSES           20,435      23,790      23,341
525    RENTS                                           1,505       1,648       1,336
528    MAINTENANCE SUPERVISION AND ENGINEERING         5,459       7,333       7,651
529    MAINTENANCE OF STRUCTURES                       6,699       6,375       8,057
530    MAINTENANCE OF REACTOR PLANT EQUIPMENT         28,565      30,140      29,729
531    MAINTENANCE OF ELECTRIC PLANT                   7,637       9,438      12,588
532    MAINTENANCE OF MISCELLANEOUS NUCLEAR PLANT        262         252         276
Transmission Expenses                            
560    OPERATION SUPERVISION AND ENGINEERING               0           0           0
562    STATION EXPENSES                                    0           0       1,926
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                  217         129         221
Administrative and General Expenses              
920    SALARIES AND WAGES                              3,591       3,395       4,108
921    OFFICE SUPPLIES AND EXPENSES                    1,587       1,583       1,796
922    ADMINISTRATIVE EXPENSE TRANSFERRED-CREDIT           0           0           0
923    OUTSIDE SERVICES EMPLOYED                       1,354       1,155       1,385
924    PROPERTY INSURANCE                                653       1,251       3,376
925    INJURIES AND DAMAGES                              904       1,043       1,388
926    EMPLOYEE PENSIONS AND BENEFITS                  7,889       8,242       9,011
928    REGULATORY COMMISSION EXPENSE                       9           7           7
930.1  GENERAL ADVERTISING EXPENSES                        0           0           0
930.2  MISCELLANEOUS GENERAL EXPENSES                    208         211         253
931    RENTS                                           1,158       1,153       1,337
932    MAINTENANCE OF STRUCTURES AND EQUIPMENT           133         134         151
All other expenses                               
403    DEPRECIATION AND AMORTIZATION EXPENSES            627         490         463
408    TAXES OTHER THAN INCOME TAXES                   3,078       3,162       3,904
409    INCOME TAXES                                    3,884       3,884           0
410    PROVISION FOR DEFERRED INCOME TAXES               359         359           0
411    PROVISION FOR DEFERRED INCOME TAXES-CREDIT     (3,520)     (3,520)          0
411.5  INVESTMENT TAX CREDIT                             (33)        (33)          0
426.1  DONATIONS                                          17          17          19
426.5  OTHER DEDUCTIONS                                  289         340         307
427    INTEREST ON LONG-TERM DEBTS                         0           0           0
430    INTEREST ON DEBT TO ASSOCIATE COMPANIES             0           0           0
431    OTHER INTEREST EXPENSE                            354         355         (11)
                                                 ------------------------------------
                              TOTAL EXPENSES =      $130,372    $135,506    $148,224
                                                 ====================================
</TABLE>    
                                     
       INSTRUCTIONS: Indicate each department or 
       service function. (See Instruction 01-3   
       General Structure of Accounting System:   
       Uniform System of Accounts)               
                                                 





               ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                      For the Year Ended December 31, 1995

                                 SCHEDULE XVII
                                 -------------

                           KEYS FOR SERVICE FUNCTIONS
                           --------------------------

  KEYS                          SERVICE FUNCTION
  ----                          ----------------




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





<TABLE>
<CAPTION>
                 ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
                        For the Year Ended December 31, 1995
                         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)
<S>                             <C>           <C>    <C>        <C>        <C>
MILLSTONE UNIT #1              $26,772        $0    $26,772         $0       400

MILLSTONE UNIT #2               27,879         0     27,879          0       406

MILLSTONE UNIT #3               33,386         0     22,709     10,677       510
                              ----------------------------------------- ---------

                               $88,037        $0    $77,360    $10,677     1,316
                              ========================================= =========


</TABLE>


<TABLE>
<CAPTION>
                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                             For the Year Ended December 31, 1995

                                  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                  ADDRESS            ASSOCIATE    AMOUNT
- ----------------------------------------------------------------------------------------
                                                                             (Thousands 
                                                                             of Dollars)
<S>                                                                              <C>
LEGAL SERVICES
- --------------
CARMODY & TORRANCE DR                                                NA              34
DAY BERRY & HOWARD                                                   NA              43
FINK AND HIGHMARK                                                    NA              28
WINSTON & STRAWN                                                     NA             352
                                                                             -----------
     TOTAL LEGAL SERVICES                                                           457
                                                                             ===========
SECURITY SERVICES
- -----------------
BURNS INTERNATIONAL SECURITY SERVICES                                NA           8,483
                                                                             -----------
     TOTAL SECURITY SERVICES                                                      8,483
                                                                             ===========
ENGINEERING SERVICES
- --------------------
A R JOSEPH ASSOCIATES                                                NA             257
ABB POWER SYSTEMS ENERGY SERVICES INC                                NA           1,822
B & W NUCLEAR SERVICE COMPANY                                        NA              46
BARTLETT NUCLEAR INCORPORATED                                        NA             256
C & G ELECTRIC                                                       NA              46
CATARACT INCORPORATED                                                NA           1,574
COMBUSTION ENGINEERING                                               NA              35
EBASCO SERVICES INCORPORATED                                         NA              38
EUCON                                                                NA             107
GENERAL ELECTRIC COMPANY                                             NA           3,717
GENERAL PHYSICS CORPORATION                                          NA              37
HURST CONSULTING INCORPORATED                                        NA             116
INTERSTATE NUCLEAR SERVICES CORP                                     NA              90
KALSI ENGINEERING INCORPORATED                                       NA              62
MARINER ENGINEERING INCORPORATED                                     NA           1,100
NE TECHNOLOGY INCORPORATED                                           NA              35
NES INC                                                              NA             371
NUCLEAR CONTAINMENT SYSTEMS INC                                      NA              61
NUCLEAR ENERGY SERVICES                                              NA              25
NUCLEAR SUPPORT SERVICES INCORPORATED                                NA              76
NUCLEAR UTILITIES SERVICES COMPANY                                   NA              36
NUCON ENGINEERING ASSOC                                              NA             437
QES INCORPORATED                                                     NA             175
RAYTHEON ENGINEERS & CONSTRUCTORS INC                                NA             310
RLE SOFTWARE ENGINEERING INCORPORATED                                NA              50
SONALYSTS INCORPORATED                                               NA             117

STONE & WEBSTER ENGINEERING CORPORATION                              NA           2,752
TELEDYNE BROWN ENGINEERING SERVICES                                  NA              65
WESTINGHOUSE ELECTRIC CORPORATION                                    NA             654
                                                                             -----------
     TOTAL ENGINEERING SERVICES                                                  14,467
                                                                             ===========
OTHER SERVICES
- --------------
A COPY INCORPORATED                                                  NA              35
AED INC                                                              NA             154
ARTHUR BUILDING SYSTEMS INC                                          NA              69
AT&T                                                                 NA             235
BLACKBURN JANITORIAL LLC                                             NA              93
BLOOMS INCORPORATED                                                  NA             156
C & G VIDEO SYSTEMS INCORPORATED                                     NA              29
CANBERRA INDUSTRIES INCORPORATED                                     NA              67
CANTEEN INTERSTATE UNITED CORPORATION                                NA              78
CENTER FOR PROFESSIONAL COMPUTER                                     NA              40
CHEM NUCLEAR SYSTEMS INCORPORATED                                    NA             933
COLT INDUSTRIES                                                      NA              26
CORE CORPORATION                                                     NA             377
DIGITAL EQUIPMENT CORPORATION                                        NA             152
EASTMAN KODAK COMPANY                                                NA             142
ECOLOCHEM                                                            NA             893
ETP INCORPORATED                                                     NA              30
FRANK A SCALIA PHD                                                   NA             252
HALLIBURTON NUS CORPORATION                                          NA              52
HARTFORD STEAM BOILER INSPECTION AND                                 NA             129
HEALTH RESOURCES                                                     NA             152
INGERSOLL RAND COMPANY                                               NA              26
INSTITUTE OF NUCLEAR POWER OPERATIONS                                NA              58
INTERLEAF INC                                                        NA              58
JAY A GRAVES MD                                                      NA              70
K RAN DESIGN INC                                                     NA              51
KELLY SERVICES INCORPORATED                                          NA             136
MANAGEMENT SOLUTIONS & RESOURCES                                     NA             208
MANPOWER INCORPORATED                                                NA           1,051
MICHAEL TOOMEY                                                       NA              41
MORGAN LEWIS & BROCKIUS LLP                                          NA             147
NEW ENGLAND MECHANICAL SERVICES INC                                  NA             164

NORTH ATLANTIC ENERGY SERVICE CORP AGENT                              A             192
OLSTEN STAFFING SERVICES INC                                         NA              44
OTIS ELEVATOR COMPANY                                                NA              88
P & I CONSULTING LTD                                                 NA              53
PART TIME RESOURCES INCORPORATED                                     NA              25
PERFORMANCE ASSOCIATES INCORPORATED                                  NA              41
PERFORMANCE CONTRACTING INCORPORATED                                 NA             161
PM REFUSE REMOVAL SERVICE INCORPORATED                               NA             110
PROTO POWER CORPORATION                                              NA             644
PROUDFOOT REPORTS INCORPORATED                                       NA              52
ROBERT H SCHAFFER & ASSOCIATES                                       NA              29
RUST UTILITY SERVICES INC                                            NA             516
SCIENTIFIC ECOLOGY GROUP INCORPORATED                                NA             295
SMITHKLINE BEECHAM LABORATORIES                                      NA              98
SNET                                                                 NA             298
SOUTHEASTERN PULMONARY ASSOCIATES                                    NA              44
TECHNICAL AID CORPORATION                                            NA              43
TECHNOLOGY RESEARCH CORPORATION                                      NA              50
THOMAS YOUNG ASSOCIATES INCORPORATED                                 NA              50
TJE INCORPORATED                                                     NA             157
TMA NORCAL                                                           NA              46
VECTRA TECHNOLOGIES INCORPORATED                                     NA             194
WILLIAM C HUNTER ENT INCORPORATED                                    NA             154
XEROX CORPORATION                                                    NA             158
YANKEE ATOMIC ELECTRIC COMPANY                                       NA             487
MISCELLANEOUS (365 PAYEES)                                                        3,213
                                                                             -----------
     TOTAL OTHER SERVICES                                                        13,346
                                                                             ===========


NORTHEAST UTILIITES SERVICE COMPANY                                   A           4,999
(Supplies centralized accounting,                                            ===========
administrative, data processing,
engineering, financial, legal,
operational, planning, purchasing
and other services.)

     GRAND TOTAL                                                                 41,752
                                                                             ===========
</TABLE>



         ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANUY

                 For the Year Ended December 31, 1995


                    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                                                 $4,429
Supplemental Retirement and Savings Plan                      3,205
Post Retirement Medical Benefit - FAS 106                     3,809
Early Retirement Program                                      5,158
Group Life, Long-term Disability, Hospital
  and Medical Insurance Expenses                              8,698
Educational Activities                                          147
System Newspaper                                                 38
Other Employee Benefits Expenses                               (342)
                                                          ---------
                                           TOTAL            $25,142
                                                          =========






              ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                     For the Year Ended December 31, 1995


                         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, 1995


                      MISCELLANEOUS GENERAL EXPENSES
                              ACCOUNT 930.2


INSTRUCTIONS:  Provide a listing of the amount included in Account 930.2,
               "Miscellaneous General Expenses," classifying such expenses
               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)


Services billed from Northeast Utilities Service               $654
  Company (an associate company)


Recruitment expenses                                             16


Industry association dues                                         2


                                                           ---------
                                           TOTAL               $672
                                                           =========




              ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                    For the Year Ended December 31, 1995


                                    RENTS 



INSTRUCTIONS:  Provide a listing of the amount included in Account 931,
               "Rents," classifying such expenses 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                                       $1,147

Computer/office equipment                                       219

Vehicles                                                        503

Simulator                                                     4,386

Services billed from Northeast Utilities Service
  Company (an associate company)                              5,109

                                                           ---------
                                           TOTAL            $11,364
                                                           =========




          ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                  For the Year Ended December 31, 1995


                     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                                   $434
    Massachusetts Unemployment                                   14
    Massachusetts Universal Health Tax                            1
    Local property                                            1,026
    Connecticut Sales Tax                                         4
                                                           ---------
               Sub-Total                                      1,479
                                                           ---------


(2) U.S. Government Taxes:

    Federal Insurance Contribution Act                        6,260
    Medicare Tax                                              1,821
    Federal Unemployment                                        115
    Federal Excise                                              469
                                                           ---------
               Sub-Total                                      8,665
                                                           ---------
                                           TOTAL             10,144
                                                           =========




<TABLE>
<CAPTION>
                        ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                               For the Year Ended December 31, 1995


                                                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)
<S>                                                                                   <C>
Salvation Army                          Charitable contribution                        5

Lawrence and Memorial Hospital          Charitable contribution                        3

Services billed from Northeast Utilities                                              28
  Service Company (an associate company)

Miscellaneous (53 payees)                                                             17

                                                                              ----------
                                                        TOTAL                         53
                                                                              ==========
</TABLE>



                ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                      For the Year Ended December 31, 1995


                               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                        $101


Services billed from Northeast Utilities Service
  Company (an associate company)                                       779


Civil Penalties               Treasurer of the United States            50


Miscellaneous (4 items)                                                  6
                               
                                                                   --------
                                                          TOTAL       $936
                                                                   ========




                   ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY

                           For the Year Ended December 31, 1995

                                     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 19F.





  ANNUAL REPORT OF NORTHEAST NUCLEAR ENERGY COMPANY
    ORGANIZATION CHART (AS OF DECEMBER 31, 1995)




Executive Vice President - Nuclear

 - Senior 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, 1995
                  ------------------------------------





The costs associated with the three Millstone units are billed
directly or allocated using one of three methods.  The allocation
methods are as follows:



1.  One-third to each unit;

2.  Number of employees;

3.  Net capacity of 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 1995:

       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 1995:


       (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 J. Roman
                                   -----------------------------------
                                      (Signature of Signing Officer)




                                   John J. Roman - Vice President and Controller
                                   ---------------------------------------------
                                    (Printed Name and Title of Signing Officer)



                                   Date: April 26, 1996
                                   --------------------





<TABLE> <S> <C>



<ARTICLE>OPUR2
<CIK>0000310418
<NAME>NORTHEAST NUCLEAR ENERGY COMPANY
<MULTIPLIER>1,000
       
<S>                            <C>               <C>
<PERIOD-TYPE>                  YEAR              YEAR
<FISCAL-YEAR-END>                    DEC-31-1995      DEC-31-1994
<PERIOD-END>                         DEC-31-1995      DEC-31-1994
<BOOK-VALUE>                            PER-BOOK         PER-BOOK
<NET-SERVICE-COMPANY-PROPERTY>            29,962           31,064
<TOTAL-INVESTMENTS>                            0                0
<TOTAL-CURRENT-ASSETS>                   149,564          164,276
<TOTAL-DEFERRED-DEBITS>                   13,392            5,314
<OTHER-ASSETS-AND-DEBITS>                      0                0
<TOTAL-ASSETS-AND-DEBITS>                192,918          200,654
<TOTAL-PROPRIETARY-CAPITAL>               16,298           16,361
<TOTAL-LONG-TERM-DEBT>                    24,573           24,891
<NOTES-PAYABLE>                                0                0
<NOTES-PAYABLE-ASSOCIATE-COMP>                 0            6,000
<OTHER-CURR-AND-ACCRUED-LIAB>            130,915          137,965
<TOTAL-DEFERRED-CREDITS>                  21,132           15,437
<DEFERRED-INCOME-TAX>                          0                0
<TOT-LIABIL-AND-PROPRIET-CAP>            192,918          200,654
<SERVICES-ASSOCIATE-COMPANIES>           368,726          343,945
<SERVICES-NON-ASSOCIATE-COMP>             48,890           40,075
<MISC-INCOME-OR-LOSS>                      1,394              419
<TOTAL-INCOME>                           419,010          384,439
<SALARIES-AND-WAGES>                      88,037           83,354
<EMPLOYEE-PENSION-AND-BENEFIT>            25,142           21,392
<OTHER-EXPENSES>                         303,920          277,775
<TOTAL-EXPENSES>                         417,099          382,521
<NET-INCOME>                               1,911            1,918
<TOTAL-EXPENSES-DIRECT-COST>             414,102          380,212
<TOTAL-EXPENSES-INDIRECT-COST>                 0                0
<TOT-EXP-DIRECT-AND-INDIRECT>            414,102          380,212
<PERSONNEL-END-OF-YEAR>                    1,316            1,299

        





</TABLE>


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