EASTERN UTILITIES ASSOCIATES
35-CERT, 1994-05-18
ELECTRIC SERVICES
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               SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.

   In the matter of                           )
                                              )
EASTERN UTILITIES ASSOCIATES                  )
Boston, Massachusetts                         )
                                              )
EUA COGENEX CORPORATION                       ) Certificate of
Lowell, Massachusetts                         ) Notification
                                              ) Pursuant to
                                              ) Rule 24
   (70-8255)                                  )
                                              )
(Public Utility Holding Company Act of 1935)  )



   Eastern Utilities Associates and its wholly-owned subsidiary, EUA
Cogenex Corporation, in accordance with the Order of the Securities
and Exchange Commission entered in the above matter on December 8,
1993 (Release No. 35-25941), hereby certify pursuant to Rule 24 that:
(i) the initial closing of the acquisition of James L. Day Co., Inc.
by merger into EUA Cogenex Corporation, pursuant to which James L. Day
Co., Inc. became the EUA/Day division of EUA Cogenex Corporation, and
(ii) the post-closing purchase price adjustment for the above-
referenced acquisition, all as described in the Application-
Declaration, as amended, and filed in said matter were carried out on
December 20, 1993 and on April 29, 1994, respectively, in accordance
with the terms and conditions of and for the purposes represented by
said Application-Declaration, as amended, and said Order with respect
thereto; and enclosed herewith for filing pursuant to the above-
referenced Order are the statement of cash flows, the income statement
and the balance sheet of the EUA/Day division of EUA Cogenex
Corporation for the quarter ended March 31, 1994.

                                 EASTERN UTILITIES ASSOCIATES

                                 By: /s/ Clifford J. Hebert, Jr.
                                     Clifford J. Hebert, Jr.
                                     Treasurer


                                 EUA COGENEX CORPORATION

                                 By: /s/ Basil G. Pallone
                                     Basil G. Pallone
                                     Vice President


Dated:  May 17, 1994


                                    EUA DAY
                                 BALANCE SHEET
                                   MARCH 31, 1994
                               ($ IN THOUSANDS)

                    ASSETS

Current assets:
          Cash and cash equivalents                                  290
          Customer accounts receivable                             1,546
          Inventory                                                  329
          Prepayments and other current assets                        23
                    Total current assets                           2,188


Property and equipment                                             1,489
Less: accumulated amortization                                      (613)
                    Net property and equipment                       876


Other non current assets:

          Deferred debits                                            132
          Other                                                        0

                                                                     132


                              Total assets                         3,196


                    LIABILITIES


Current liabilities:
          Accounts payable - trade                                   585
                           - associated companies                     11
          Notes payable                                            1,067
          Accrued taxes                                                0
          Miscellaneous current liabilities                          294

                    Total current liabilities                      1,957


Other non current liabilities:

          Deferred credits                                             0
          Accumulated deferred income taxes                            0

                    Total other non current liabilities                0


Retained Earnings                                                  1,239

                    Total liabilities and equity                   3,196

                              EUA DAY
                              INCOME STATEMENT
                            THREE MONTHS ENDED
                                     MARCH 31, 1994
                                      (In thousands)





Operating Revenues                                  $1,559
Cost of Goods Sold                                     975

          Gross Profit                                 584

Operating Expenses                                     447

          Income from Operations                       137

Other Income                                             0

Interest Expense:
   Interest Debt                                        19
   Other Interest                                        0
      Total Interest Expense                            19

          Net Income                                  $118

                   EUA DAY
           STATEMENT OF CASH FLOWS
  FOR THE THREE MONTHS ENDED MARCH 31, 1994
                (IN THOUSANDS)



Cash flow from operating activities:

Net income                                                 $118
Adjustments to reconcile net income to net
    cash provided by operating activities:
        Depreciation and amortization                        17
        Other - net
        Changes in operating assets and liablilties         (95)

         Net cash provided from operating activities         40


Cash flow from investing activities:

        Construction expenditures                            (9)

         Net cash used in investing activities               (9)


Cash flow from financing activities:

        Net increase in short-term debt                     100

         Net cash provided from financing activities        100


Net increase in cash and cash equivalents                   131

Cash and cash equivalents at beginning of year              159

Cash and cash equivalents at end of year                   $290



Supplemental disclosures of cash flow information:
    Cash paid during the year for:
            Interest, net of amounts capitalized            $0



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