SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-6B-2
Certificate of Notification
of
Holyoke Water Power Company
with respect to Financing of Pollution Control Facilities
Certificate is filed by: Holyoke Water Power Company (the "Company").
This certificate is notice that the above-named company has issued,
renewed or guaranteed the security or securities described herein which
issue, renewal or guaranty was exempted from the provisions of Section 6(a)
of the Act and was neither the subject of a declaration or application on
Form U-1 nor included within the exemption provided by Rule U-48.
1. Type of the security or securities: Pursuant to a Loan and Trust
Agreement dated as of December 1, 1992 (the "Loan and Trust Agreement"),
among the Company, the Massachusetts Industrial Finance Agency (the
"Issuer"), and BayBank, as trustee (the "Trustee"), the Company agreed to
repay the loan made to it by the Issuer of the proceeds of the $15,000,000
Pollution Control Refunding Revenue Bonds (Holyoke Water Power Company
Project - 1992 Series A) issued by the Issuer on the Company's behalf (the
"Bonds"). The Bonds were, upon issue on December 17, 1992, and continue to
be, supported by a letter of credit (the "1992 Letter of Credit") issued by
Canadian Imperial Bank of Commerce, New York Agency (the "Bank") pursuant to
the Letter of Credit and Reimbursement Agreement dated as of December 1, 1992
(the "1992 Reimbursement Agreement"), between the Company and the Bank. The
original transaction and certain modifications thereto were the subject of
the Company's Application/Declaration on Form U-1, as amended, in File No.
70-8060 and the Commission's Order with respect thereto dated December 3,
1992 (Release No. 35-25692) and the Company's Certificate of Notification on
Form U-6B-2 dated December 22, 1995. By amendment to the 1992 Reimbursement
Agreement effective as of December 23, 1999, the expiration date of the 1992
Letter of Credit was extended to December 31, 2000.
2. Issue, renewal, or guaranty: Renewal
3. Principal amount of each security: $15,000,000.
4. Rate of interest per annum of each security: Pursuant to the Loan and
Trust Agreement, the Company is obligated to make loan payments equal to the
amount payable as principal, premium, if any, or interest due on the Bonds on
such date. The Bonds may bear interest at flexible, weekly, multiannual, or
fixed rates. The Bonds currently bear interest at weekly rates.
5. Date of issue, renewal, or guaranty of each security: 1992 Reimbursement
Agreement amended as of December 23, 1999.
6. If renewal of security, give date of original issue: Loan and Trust
Agreement and Bonds December 17, 1992.
7. Date of maturity of each security: May 1, 2022.
8. Name of the person to whom each security was issued, renewed or
guaranteed: The parties to the Loan and Trust Agreement are the Company, the
Issuer, and the Trustee. The Bonds were issued to Goldman, Sachs and Co. as
underwriter and then sold by such underwriter to the public.
8. Collateral given with each security, if any: N/A
9. Consideration received for each security: The Bonds were sold in 1992 to
the underwriters at 99.625% of the principal amount thereof and to the public
at 100% of the principal amount thereof. The Issuer loaned to the Company the
net proceeds from the sale of the Bonds pursuant to the Loan and Trust
Agreement.
11. Application of proceeds of each security: The net proceeds from the sale
of the Bonds were used in 1992 to refund a like amount of maturing tax-exempt
pollution control bonds issued by the City of Holyoke, Massachusetts (the
"City"), the proceeds of which had previously been loaned to the Company
under an agreement between the Company and the City in 1983 to finance a
portion of the cost of acquiring, constructing, and installing pollution
control facilities at the Mt. Tom Station located in Holyoke, Massachusetts.
12. Indicate by a check after the applicable statement below whether the
issue, renewal, or guarantee of each security was exempt from the provisions
of Section 6(a) because of:
a. the provisions contained in the first sentence of Section 6(b):
b. the provisions contained in the fourth sentence of Section 6(b):
c. the provisions contained in any rule of the Commission other than Rule
U-48: X
13. If the security or securities were exempt from the provisions of Section
6(a) by virtue of the first sentence of Section 6(b), give the figures which
indicate that the security or securities aggregate (together with all other
than outstanding notes and drafts of a maturity of nine months or less,
exclusive of days of grace, as to which such company is primarily or
secondarily liable) not more than 5 per centum of the principal amount and
par value of the other securities of such company then outstanding. (Demand
notes, regardless of how long they may have been outstanding, shall be
considered as maturing in not more than nine months for purposes of the
exemption from Section 6(a) of the Act granted by the first sentence of
Section 6(b).): N/A.
14. If the security or securities are exempt from the provisions of Section
6(a) because of the fourth sentence of Section 6(b), name the security
outstanding on January 1, 1935, pursuant to the terms of which the security
or securities herein described have been issued: N/A.
15. If the security or securities are exempt from the provisions of Section
6(a) because of any rule of the Commission other than Rule U-48, designate
the rule under which exemption is claimed: Rule 52.
HOLYOKE WATER POWER COMPANY
By /s/ Leonard Rodriguez
Leonard Rodriguez
Northeast Utilities Service Company
Its Attorney
Date: January 3, 2000
