SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
Eastern Utilities Associates
(Name of Issuer)
Common Stock, Par Value $5.00 per share
(Title of Class of Securities)
277173100
(CUSIP Number)
Steven W. Ballentine
Ballentine Capital Management, Inc., 10 Avon Meadow Lane, Avon, CT 06001
(203) 676-1830
(Name, address and telephone number of person
authorized to receive notices and communications)
April 17, 1995
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule 13D, and
is filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the statement
[ ]. (A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
PAGE 1 OF 12 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Hedged Utility Fund, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
325,300
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
325,300
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
325,300
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
1.62%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF 12 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Market Neutral Fund, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
126,300
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
126,300
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
126,300
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
0.63%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 3 OF 12 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Capital Management, Inc.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
810,900
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
810,900
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
810,900
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
4.04%(inclusive of shares beneficially owned by Ballentine Hedged
Utility Fund, L.P., Ballentine Market Neutral Fund, L.P.,
and an affiliate of Ballentine Capital Management, Inc.)
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
CO
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 4 OF 12 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Steven W. Ballentine
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
USA
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
810,900
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
810,900
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
810,900
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
4.04% (inclusive of shares beneficially owned by Ballentine Hedged
Utility Fund, L.P., Ballentine Market Neutral Fund, L.P.,
Ballentine Capital Management, Inc. and an affiliate
thereof)
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 5 OF 12 PAGES
The Schedule 13D, initially filed September 26, 1994,
by (i) Ballentine Hedged Utility Fund, L.P., a Connecticut
limited partnership ("Hedged Utility"), with respect to shares of
Common Stock (as defined below) held by it; (ii) Ballentine
Market Neutral Fund, L.P., a Connecticut limited partnership
("Market Neutral"), with respect to shares of Common Stock held
by it; (iii) Ballentine Capital Management, Inc., a Connecticut
corporation ("Capital Management"), with respect to shares of
Common Stock held in discretionary accounts managed by it and
with respect to shares of Common Stock held by Hedged Utility;
and (iv) Steven W. Ballentine, a resident of the State of
Connecticut, with respect to shares of Common Stock held by each
of the entities named in (i) through (iii) above, relating to the
Common Stock, par value $5 per share (the "Common Stock"), issued
by Eastern Utilities Associates, a Massachusetts corporation (the
"Company"), whose principal executive offices are at One Liberty
Square, Boston, Massachusetts, 02109, is hereby amended by this
Amendment No. 1 to the Schedule 13D as follows.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby replaced in its entirety by the
following:
(a) As of the date hereof:
(i) Hedged Utility owns beneficially 325,300
shares of Common Stock, constituting approximately 1.62% of the
shares of Common Stock outstanding.
(ii) Market Neutral owns beneficially 126,300
shares of Common Stock, constituting approximately 0.63% of the
shares of Common Stock outstanding.
(iii) Capital Management owns directly no shares
of Common Stock. By reason of the provisions of Rule 13d-3 under
the 1934 Act ("Rule 13d-3"), Capital Management (and an affiliate
thereof) may be deemed to own beneficially 810,900 shares of
Common Stock consisting of the 325,300 shares beneficially owned
by Hedged Utility, the 126,300 shares beneficially owned by
Market Neutral, and 359,300 shares purchased by an affiliate and
for discretionary accounts managed by them. Such shares, in the
aggregate, constitute approximately 4.04% of the shares of Common
Stock outstanding.
(iv) Mr. Ballentine owns directly no shares of
Common Stock. By reason of the provisions of Rule 13d-3, Mr.
Ballentine may be deemed to own beneficially the 810,900 shares
owned by each of the entities named in paragraphs (i)-(iii),
which constitute approximately 4.04% of the shares of Common
Stock outstanding.
PAGE 6 OF 12 PAGES
(v) By reason of the provisions of Rule 13d-5
under the 1934 Act, the Group may be deemed to own beneficially
810,900 shares of the Common Stock in the aggregate, or
approximately 4.04% of the shares of Common Stock outstanding.
The percentages used herein are calculated based upon the
20,061,508 shares of Common Stock stated by the Company to be
issued and outstanding as of March 17, 1995, as reflected in the
Proxy Statement of the Company dated May 15, 1995.
(c) The trading dates, number of shares purchased or
sold and price per share for all transactions by each of Hedged
Utility, Market Neutral and Capital Management (and its
affiliate) with respect to certain managed accounts during the
past 60 days are set forth in Schedules A, B, and C respectively.
All such transactions were effected on the New York Stock
Exchange, the Pacific Stock Exchange or the Chicago Stock Exchange.
No other transactions were effected by any member of the Group during
such period.
(e) The Group ceased to be the beneficial owner of
more than 5% of the shares of Common Stock on April 17, 1995.
PAGE 7 OF 12 PAGES
SIGNATURES
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned certify that
the information set forth in this statement is true, complete and
correct.
Dated: April 19, 1995
BALLENTINE CAPITAL MANAGEMENT, INC.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
BALLENTINE HEDGED UTILITY FUND, L.P.
By: MEADOW CAPITAL CORP.
General Partner
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
BALLENTINE MARKET NEUTRAL FUND, L.P.
By: MEADOW CAPITAL CORP.
General Partner
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
PAGE 8 OF 12 PAGES
MEADOW CAPITAL CORP.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
STEVEN W. BALLENTINE
/s/Steven W. Ballentine
PAGE 9 OF 12 PAGES
SCHEDULE A
BALLENTINE HEDGED UTILITY FUND, L.P.
Price Per Share
Trade Date No. of Shares Sold (including Commissions)
04-10-95 41,800 $24.816
04-17-95 39,600 $24.440
04-18-95 79,300 $24.313
PAGE 10 OF 12 PAGES
SCHEDULE B
BALLENTINE MARKET NEUTRAL FUND, L.P.
Price Per Share
Trade Date No. of Shares Sold (including Commissions)
03-02-95 10,000 $23.324
04-10-95 61,600 $24.816
04-17-95 13,300 $24.407
04-18-95 8,300 $24.313
PAGE 11 OF 12 PAGES
SCHEDULE C
BALLENTINE CAPITAL MANAGEMENT, INC. AND ITS AFFILIATE
ON BEHALF OF CERTAIN MANAGED ACCOUNTS
(NOT INCLUDING HEDGED UTILITY AND MARKET NEUTRAL)
Trade Date No. of Shares Sold (including Commissions)
03-01-95 9,000 $23.564
04-10-95 36,600 $24.764
04-17-95 47,600 $24.500
04-18-95 8,600 $24.310
PAGE 12 OF 12 PAGES
_________________________________________________________________
FOLLOWING IS THE ORIGINAL SCHEDULE 13D AS PREVIOUSLY FILED WITH
THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 26, 1994.
_________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
Eastern Utilities Associates
(Name of Issuer)
Common Stock, Par Value $5.00 per share
(Title of Class of Securities)
277173100
(CUSIP Number)
Steven W. Ballentine
Ballentine Capital Management, Inc., 10 Avon Meadow Lane, Avon, CT 06001
(203) 676-1830
(Name, address and telephone number of person
authorized to receive notices and communications)
September 15, 1994
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule 13D, and
is filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the statement
[x]. (A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
PAGE 1 OF 17 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Hedged Utility Fund, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
486,000
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
486,000
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
486,000
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
2.5%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 2 OF 17 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Market Neutral Fund, L.P.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
WC
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
209,000
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
209,000
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
209,000
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
1.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
PN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 3 OF 17 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Ballentine Capital Management, Inc.
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
CT
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
1,134,600
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
1,134,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
1,134,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
5.8% (inclusive of shares beneficially owned by Ballentine Hedged
Utility Fund, L.P. and Ballentine Market Neutral Fund, L.P.)
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
CO
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 4 OF 17 PAGES
13D
CUSIP No. 277173100
_____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
Steven W. Ballentine
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP **
(a) [x]
(b) [ ]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS **
00
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
USA
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
-0-
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
1,134,600
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
-0-
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
1,134,600
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
1,134,600
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
5.8% (inclusive of shares beneficially owned by Ballentine Hedged
Utility Fund, L.P.; Ballentine Market Neutral Fund, L.P.;
and Ballentine Capital Management, Inc.
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON **
IN
_____________________________________________________________________________
** SEE INSTRUCTIONS BEFORE FILLING OUT!
PAGE 5 OF 17 PAGES
ITEM 1. SECURITY AND ISSUER.
This statement relates to the Common Stock, par value
$5 per share (the "Common Stock"), issued by Eastern Utilities
Associates, a Massachusetts corporation (the "Company"), whose
principal executive offices are at One Liberty Square, Boston,
Massachusetts, 02109.
ITEM 2. IDENTITY AND BACKGROUND.
(a) This statement is filed by (i) Ballentine Hedged
Utility Fund, L.P., a Connecticut limited partnership ("Hedged
Utility"), with respect to shares of Common Stock held by it;
(ii) Ballentine Market Neutral Fund, L.P., a Connecticut limited
partnership ("Market Neutral"), with respect to shares of Common
Stock held by it; (iii) Ballentine Capital Management, Inc., a
Connecticut corporation ("Capital Management"), with respect to
shares of Common Stock held in discretionary accounts managed by
it and with respect to shares of Common Stock held by Hedged
Utility; and (iv) Steven W. Ballentine, a resident of the State
of Connecticut, with respect to shares of Common Stock held by
each of the entities named in (i) through (iii) above.
The Managing General Partner of Hedged Utility is
Capital Management.
The General Partner of Market Neutral is Meadow Capital
Corp., a Connecticut corporation ("Meadow Capital").
Mr. Ballentine is a General Partner of Hedged Utility
and the President and sole director of Meadow Capital and Capital
Management. Beth Ballentine is the Secretary of Capital
Management. Michael Christiani, Mark Lunenburg, Jeffrey Molson
and Louis Salera are each a Senior Vice President of Capital
Management.
The reporting entities named above and Mr. Ballentine
(collectively, the "Group") are making a joint filing pursuant to
Rule 13d-1(f) under the Securities Exchange Act of 1934, as
amended (the "1934 Act"), since, by reason of their relationship
as described herein, they may be deemed to be a "group" within
the meaning of Section 13(d)(3) of the 1934 Act with respect to
acquiring, holding and disposing of shares of the Common Stock.
(b) The address of the principal business and
principal office of each of the entities and each individual
named above is 10 Avon Meadow Lane, Avon, Connecticut, 06001.
(c) The principal business of each of Hedged Utility
and Market Neutral is that of a private investment partnership
engaged in the purchase and sale of securities for investment in
PAGE 6 OF 17 PAGES
its own account. The principal business of Capital Management is
that of managing general partner of Hedged Utility and an
investment manager with respect to discretionary accounts which
it manages, including Market Neutral.
(d) Neither the entities nor the individuals named
above have, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Neither the entities nor the individuals named
above have, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding were or are
subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violation with
respect to such laws.
(f) Each of the individuals named above is a United
States citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The total purchase price for the 486,000 shares of
Common Stock beneficially owned by Hedged Utility was
$10,274,768. The total purchase price for the 209,800 shares of
Common Stock beneficially owned by Market Neutral was $5,468,401.
The total purchase price for the 438,800 shares of Common Stock
beneficially owned by Capital Management on behalf of certain
managed accounts, not including shares held by Market Neutral,
was $10,322,973.
The source of funds used for the purchases made by each
of Hedged Utility and Market Neutral was the investment capital
of the respective entities. The source of funds used for the
purchases made by Capital Management on behalf of discretionary
accounts was cash in such accounts.
No part of the purchase price of the shares of Common
Stock beneficially owned by Hedged Utility, Market Neutral or
Capital Management was represented by funds or other
consideration borrowed or otherwise obtained for the specific
purpose of acquiring, holding, trading or voting the shares of
Common Stock. Should any of Hedged Utility, Market Neutral or
Capital Management make additional purchases of Common Stock,
they each reserve the right to do so on margin or with funds or
other consideration borrowed or otherwise obtained for the
purpose of acquiring, holding, trading or voting such shares. In
addition, each entity may use the shares of Common Stock it
beneficially owns as collateral for purposes of obtaining loans.
PAGE 7 OF 17 PAGES
ITEM 4. PURPOSE OF THE TRANSACTION.
Each member of the Group has acquired shares of the
Common Stock for the purpose of investment. Each member of the
Group may make further purchases of the Common Stock from time to
time and may dispose of any or all shares of Common Stock held by
it at any time. None of the members of the Group has any plans
or proposals which relate to, or could result in, any of the
matters referred to in paragraphs (b) through (j), inclusive, of
Item 4 of Schedule 13D. Each member may, at any time and from
time to time, review or reconsider its position with respect to
the Company, and formulate plans or proposals with respect to any
such matters, but has no present intention of doing so.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date hereof:
(i) Hedged Utility owns beneficially 486,000
shares of Common Stock, constituting approximately 2.5% of the
shares of Common Stock outstanding.
(ii) Market Neutral owns beneficially 209,800
shares of Common Stock, constituting approximately 1.1% of the
shares of Common Stock outstanding.
(iii) Capital Management owns directly no shares
of Common Stock. By reason of the provisions of Rule 13d-3 under
the 1934 Act ("Rule 13d-3"), Capital Management may be deemed to
own beneficially 1,134,600 shares of Common Stock consisting of
the 486,000 shares beneficially owned by Hedged Utility, the
209,800 shares beneficially owned by Market Neutral, and 438,800
shares purchased for discretionary accounts managed by it. Such
shares, in the aggregate, constitute approximately 5.8% of the
shares of Common Stock outstanding.
(iv) Mr. Ballentine owns directly no shares of
Common Stock. By reason of the provisions of Rule 13d-3, Mr.
Ballentine may be deemed to own beneficially the 1,134,600 shares
owned by each of the entities named in paragraphs (i)-(iii),
which constitute approximately 5.8% of the shares of Common Stock
outstanding.
By reason of the provisions of Rule 13d-5 under
the 1934 Act, the Group may be deemed to own beneficially
1,134,600 shares of the Common Stock in the aggregate, or
approximately 5.8% of the shares of Common Stock outstanding.
The percentages used herein are calculated based upon the
19,714,980 shares of Common Stock stated by the Company to be
PAGE 8 OF 17 PAGES
issued and outstanding as of June 30, 1994, as reflected in the
Form 10-Q of the Company dated June 30, 1994.
(b) Hedged Utility has the power to vote (or to direct
the vote of) and to dispose of (or to direct the disposition of)
the shares of Common Stock owned by it, which power may be
exercised by Capital Management, as Managing General Partner.
Market Neutral has the power to vote (or to direct
the vote of) and to dispose of (or to direct the disposition of)
the shares of Common Stock owned by it, which power may be
exercised by Capital Management, as investment adviser.
Capital Management does not directly own any
shares of Common Stock, but has the power to vote (or to direct
the vote of) and to dispose of (or to direct the disposition of)
the shares of Common Stock which it has purchased on behalf of
Hedged Utility, Market Neutral and certain managed accounts. Mr.
Ballentine is the President and sole director of Capital
Management.
(c) The trading dates, number of shares purchased or
sold and price per share for all transactions by each of Hedged
Utility, Market Neutral and Capital Management with respect to
certain managed accounts during the past 60 days are set forth in
Schedules A, B, and C, respectively. All such transactions were
effected on the New York Stock Exchange or the Pacific Stock
Exchange. No other transactions were effected by any member of
the Group during such period.
(d) No person other than each respective record owner
referred to herein of shares of Common Stock is known to have the
right to receive or the power to direct the receipt of dividends
from or the proceeds of sale of such shares of Common Stock.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.
Meadow Capital has acquired an option on the portfolio
of a discretionary account. This discretionary account currently
includes 341,500 shares of Common Stock, which shares have been
included in the shares of Common Stock reported herein as
beneficially owned by Capital Management.
There are no other contracts, arrangements,
understandings or relationships (legal or otherwise) among the
persons named in Item 2 hereof and between such persons or any
other person with respect to any securities of the Company,
PAGE 9 OF 17 PAGES
including but not limited to transfer or voting of any of the
securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
There is filed herewith as Exhibit 1 a written agreement
relating to the filing of joint acquisition statements, as
required by Rule 13d-1(f)(1) under the 1934 Act.
PAGE 10 OF 17 PAGES
SIGNATURE
After reasonable inquiry and to the best of my
knowledge and belief, I certify that the information set forth in
this statement is true, complete and correct.
Dated: September 23, 1994
BALLENTINE CAPITAL MANAGEMENT, INC.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
BALLENTINE HEDGED UTILITY FUND, L.P.
By: /s/Steven W. Ballentine
Steven W. Ballentine
General Partner
BALLENTINE MARKET NEUTRAL FUND, L.P.
By: MEADOW CAPITAL CORP.
General Partner
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
PAGE 11 OF 17 PAGES
MEADOW CAPITAL CORP.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
STEVEN W. BALLENTINE
/s/Steven W. Ballentine
PAGE 12 OF 17 PAGES
SCHEDULE A
BALLENTINE HEDGED UTILITY FUND, L.P.
Price Per Share
Trade Date No. of Shares Purchased (including Commissions)
08-01-94 3,100 $24.810
09-15-94 33,700 $22.040
PAGE 13 OF 17 PAGES
SCHEDULE B
BALLENTINE MARKET NEUTRAL FUND, L.P.
Price Per Share
Trade Date No. of Shares Purchased (including Commissions)
9-15-94 10,800 $22.040
PAGE 14 OF 17 PAGES
SCHEDULE C
BALLENTINE CAPITAL MANAGEMENT, INC.
ON BEHALF OF CERTAIN MANAGED ACCOUNTS
(NOT INCLUDING HEDGED UTILITY AND MARKET NEUTRAL)
Price Per Share
Trade Date No. of Shares Purchased (including Commissions)
07-21-94 28,000 $24.060
08-01-94 900 $24.810
08-02-94 16,000 $25.060
09-15-94 65,500 $22.040
09-20-94 20,000 $22.060
09-22-94 25,000 $22.310
PAGE 15 OF 17 PAGES
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(f)(1)
The undersigned acknowledge and agree that the foregoing
statement on Schedule 13D is filed on behalf of each of the
undersigned and that all subsequent amendments to this statement
on Schedule 13D shall be filed on behalf of each of the
undersigned without the necessity of filing additional joint
acquisition statements. The undersigned acknowledge that each
shall be responsible for the timely filing of such amendments,
and for the completeness and accuracy of the information
concerning it contained therein, but shall not be responsible for
the completeness and accuracy of the information concerning the
others, except to the extent that it knows or has reason to
believe that such information is inaccurate.
Dated:
BALLENTINE CAPITAL MANAGEMENT, INC.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
BALLENTINE HEDGED UTILITY FUND, L.P.
By: /s/Steven W. Ballentine
Steven W. Ballentine
General Partner
PAGE 16 OF 17 PAGES
BALLENTINE MARKET NEUTRAL FUND, L.P.
By: MEADOW CAPITAL CORP.
General Partner
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
MEADOW CAPITAL CORP.
By: /s/Steven W. Ballentine
Steven W. Ballentine
President
STEVEN W. BALLENTINE
/s/Steven W. Ballentine
PAGE 17 OF 17 PAGES
