NEW ENGLAND ENERGY INC
POS AMC, 1994-08-03
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<PAGE>
                                             File No. 70-7055



               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549




                 POST-EFFECTIVE AMENDMENT NO. 22

                               TO

                            FORM U-1

                     APPLICATION/DECLARATION

                              UNDER

         THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935




                 NEW ENGLAND ENERGY INCORPORATED
                        25 Research Drive
                Westborough, Massachusetts 01582

          (Name of companies filing this statement and
             address of principal executive offices)




                   NEW ENGLAND ELECTRIC SYSTEM

    (Name of top registered holding company in parent system)


John G. Cochrane                             Robert King Wulff
Treasurer                                    Corporation Counsel
25 Research Drive                            25 Research Drive
Westborough, MA  01582                       Westborough, MA
01582

            (Names and address of agents for service)



<PAGE>
Purpose of Post-Effective Amendment No. 22
- ------------------------------------------

     By this Post-Effective Amendment No. 22, New England Energy
Incorporated (NEEI) requests that the Commission release its
reservation of jurisdiction over $5 million of spending
authority.  In Item 1, Section C of Post-Effective Amendment
No. 21, NEEI requested authority to invest up to an additional
$5 million in the Partnership through 1994 in order to provide
for contingencies.  By its Order in this file dated December 21,
1993 (HCAR 35-25958), the Commission reserved jurisdiction on
this amount.

     Through July 1994, NEEI has expended approximately
$9.5 million of its current $10 million spending authority.  Due
to expectations of higher gas prices, operators have accelerated
development drilling and workover plans which in the normal
course would have occurred next year.  In order to meet its
continuing obligation under its partnership with Samedan Oil
Corporation, NEEI will be required to invest approximately
$5 million between now and the end of the year.  Therefore, NEEI
requests that the Commission release its reservation over the
full remaining amount of $5 million.  NEEI desires that a
supplemental order to this effect be issued during the week of
August 15 prior to receipt of its next Partnership invoice.

     Because of the pace of the accelerated development activity,
NEEI is currently unsure whether the additional $5 million will
be sufficient to enable it to honor its contractual commitments
through the end of the year.
<PAGE>
                            SIGNATURE

     Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned Company has duly caused this
Post-Effective Amendment No. 22, in the Commission's File No. 
70-7055, to be signed on its behalf by the undersigned officer
thereunto duly authorized.

                              NEW ENGLAND ENERGY INCORPORATED


                                  s/ John G.Cochrane
                              By:______________________________
                                 John G. Cochrane
                                 Treasurer

Date:  August 3, 1994





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