MAINE PUBLIC SERVICE CO
10-Q, 1996-08-08
ELECTRIC SERVICES
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                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549



                               FORM 10-Q

             Quarterly Report Under Section 13 or 15(d) of
                  The Securities Exchange Act of 1934


For Quarter Ended   June 30, 1996        Commission File Number   1-3429


                       MAINE PUBLIC SERVICE COMPANY                
              (Exact name of registrant as specified in its charter)




                        MAINE                         01-0113635       
         (State or other jurisdiction of          (I.R.S. Employer
          incorporation or organization)           Identification No.)




    209 State Street, Presque Isle, Maine                    04769     
   (address of principal executive offices)                (Zip Code)



Registrant's telephone number, including area code      207-768-5811   

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes X  No___.


                (APPLICABLE ONLY TO CORPORATE ISSUERS:)

     Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the close of the period covered by this
report.

            Common Stock, $7.00 par value - 1,617,250 shares


                                                             Form 10-Q
                    PART 1.  FINANCIAL INFORMATION

Item 1.   Financial Statements

          See the following exhibits - Maine Public Service Company and
          Subsidiary Condensed Consolidated Financial Statements,
          including a statement of consolidated operations for the three
          and six months ended June 30, 1996 and for the corresponding
          period of the preceding year; a consolidated balance sheet as
          of June 30, 1996, and as of December 31, 1995, the end of the
          Company's preceding fiscal year; and a statement of
          consolidated cash flows for the period January 1 (beginning of
          the fiscal year) through June 30, 1996, and for the
          corresponding period of the preceding year.

          In the opinion of management, the accompanying unaudited
          condensed consolidated financial statements present fairly the
          financial position of the companies at June 30, 1996 and
          December 31, 1995, and the results of their operations for the
          three and six months ended June 30, 1996 and their cash flows
          for the six months ended June 30, 1996.































                                 -2-
  
             MAINE PUBLIC SERVICE COMPANY AND SUBSIDIARY
                STATEMENTS OF CONSOLIDATED OPERATIONS
                            (Unaudited)
           (Dollars in Thousands Except Per Share Amounts)

                                     Three Months Ended   Six Months Ended
                                             June 30,            June 30,
                                        1996      1995      1996     1995


Operating Revenues                   $14,780   $12,471   $30,405  $28,027
Operating Expenses
   Purchased Power                     8,444     6,523    15,948   15,490
   Other Operation and Maintenance     2,941     1,765     6,195    4,357
   Depreciation and Amortization       1,029     1,070     2,059    2,140
   Taxes Other Than Income               418       399       861      834
   Provision for Income Taxes            565       832     1,664    1,569
        Total Operating Expenses      13,397    10,589    26,727   24,390
Operating Income                       1,383     1,882     3,678    3,637
Other Income (Deductions)
   Equity in Income of Associated Cos.    90        88       182      176
   Allowance for Equity Funds Used 
      During Construction                  3         2         5        2
   Other Income Taxes                    (11)      (32)      (21)     (53)
   Other - Net                            (5)        5       (11)       0
Total                                     77        63       155      125
Income Before Interest Charges         1,460     1,945     3,833    3,762
Interest Charges
   Long-Term Debt and Notes Payable      852       940     1,775    1,883
   Less Allowance for Borrowed Funds                    
      Used During Construction            (1)       (1)       (2)      (1)
Total                                    851       939     1,773    1,882
Net Income Available for Common Stock   $609    $1,006     2,060    1,880
                                                        
Average Shares Outstanding (000's)     1,617     1,617    $1,617   $1,617
Earnings Per Share of Common Stock     $0.38     $0.62     $1.27    $1.16
Dividends Declared per Common Share    $0.46     $0.46     $0.92    $0.92

                                                        
                                                        
                                                        
                                                        
  The accompanying notes are an integral part of these financial statements.  









                                 -3-
                                         
                 MAINE PUBLIC SERVICE COMPANY AND SUBSIDIARY
                       CONSOLIDATED BALANCE SHEETS
                               (Unaudited)
                          (Dollars in Thousands)
                                                        June 30,  December 31,
              ASSETS                                       1996       1995
Utility Plant
   Electric Plant in Service                            $88,596    $88,648
   Less Accumulated Depreciation                         40,919     39,674
      Net Electric Plant in Service                      47,677     48,974
   Construction Work-in-Progress                          1,766        427
        Total                                            49,443     49,401
Investment in Associated Companies
   Maine Yankee Atomic Power Company                      3,579      3,576
   Maine Electric Power Company, Inc.                        65         65
        Total                                             3,644      3,641
        Net Utility Plant and Investments                53,087     53,042
Current Assets
   Cash and Temporary Investments                         1,474        976
   Deposits for Interest and Dividends                      804        744
   Accounts Receivable - Net                              5,503      6,226
   Unbilled Base Revenue                                  1,207      1,472
   Deferred Fuel and Purchased Energy                       125        125
   Current Deferred Income Taxes                            161        232
   Inventory                                              1,380      1,244
   Prepayments                                              525        543
      Total                                              11,179     11,562
Other Assets
   Restricted Investment                                  4,756          0
   Recoverable Seabrook Costs                            28,434     29,146
   Regulatory Asset - SFAS 109 & 106                     13,688     13,746
   Deferred Fuel and Purchased Energy                     3,263      2,575
   Other                                                  3,807      4,003
      Total                                              53,948     49,470
Total Assets                                           $118,214   $114,074

















                                 
            CAPITALIZATION AND LIABILITIES
Capitalization
   Common Shareholders' Equity
      Common Stock                                      $13,071    $13,071
      Paid-in Capital                                        38         38
      Retained Earnings                                  32,134     31,562
      Treasury Stock, at cost                            (5,714)    (5,714)
         Total                                           39,529     38,957
      Long-Term Debt (less current maturities)           41,055     36,120
Current Liabilities
   Long-Term Debt Due Within One Year                     1,315      1,315
   Notes Payable                                          3,805      1,400
   Accounts Payable                                           0      5,231
   Dividends Declared                                       744        744
   Customer Deposits                                         74         79
   Interest and Taxes Accrued                             1,644      1,124
      Total                                               7,582      9,893
Deferred Credits
   Deferred Income Tax                                   24,716     24,997
   Investment Tax Credits                                   758        795
   Deferred Revenues                                        544        354
   Miscellaneous                                          4,030      2,958
      Total                                              30,048     29,104
Total Capitalization and Liabilities                   $118,214   $114,074


   The accompanying notes are an integral part of these financial statements.


























                                 -4-                                   
              MAINE PUBLIC SERVICE COMPANY AND SUBSIDIARY
                Statements of Consolidated Cash Flows
                           (Unaudited)
                     (Dollars in Thousands)
                                                        Six Months Ended
                                                            June 30, 
                                                           1996    1995
Cash Flow From Operating Activities
   Net Income                                            $2,060   $1,880

Adjustments to Reconcile Net Income to Net Cash
   Provided by Operations
   Depreciation and Amortization                          1,350    1,286
   Amortization of Seabrook Costs                           709      854
   Income on Tax Exempt Bonds-Restricted Funds               (6)       0
   Deferred Income Taxes                                   (247)   1,497
   AFUDC                                                     (7)      (3)
   Change in Deferred Fuel & Purchased Energy              (687)       0
   Change in Deferred Regulatory and Debt Issuance Cost     538   (1,775)
   Change in Deferred Revenues                              190       81
   Change in Benefit Obligation                             825      118
   Change in Current Assets and Liabilities                 (42)    (739)
   Other                                                    285        9
Net Cash Flow from Operating Activities                   4,968    3,208

Cash Flow From Financing Activities
   Dividend Payments                                     (1,488)  (1,488)
   Tax Exempt Bond Issuance Costs                          (297)       0
   Issuance of Tax-Exempt Bonds                          15,000        0
   Drawdown on Tax Exempt Bonds Proceeds                    250        0
   Retirements on Long-Term Debt                        (10,065)     (65)
   Short-Term Borrowings, Net                            (1,400)       0
Net Cash Flow Used For Financing Activities               2,000   (1,553)

Cash Flow Used For Investing Activities
   Investment in Electric Plant                          (1,470)  (1,564)
   Investment in Restricted Funds                        (5,000)       0
   Net Cash Used For Investment Activities               (6,470)  (1,564)

Increase in Cash and Temporary Investments                  498       91
Cash and Temporary Investments at Beginning of Year         976    2,618
Cash and Temporary Investments at End of Period          $1,474   $2,709

Change in Current Assets and Liabilities Providing
   Cash From Operating Activities
      Accounts Receivable                                  $722     $484
      Unbilled Revenue                                      264      908
      Inventory                                            (136)     (43)
      Deferred Fuel and Purchased Energy Costs                0   (2,177)
      Other Current Assets                                   18     (137)
      Accounts Payable & Accrued Expenses                  (906)     240
      Other Current Liabilities                              (4)     (14)
   Total Change                                            ($42)   ($739)
                                  
Supplemental Disclosure of Cash Flow Information:
Cash Paid During the Year For:
   Interest                                              $1,878   $1,753
   Income Taxes                                          $1,647     $282



    The accompanying notes are an integral part of these financial statements.













































                                 -5-

    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   The accompanying unaudited consolidated financial statements include the 
   accounts of the Company and its wholly-owned Canadian subsidiary, Maine 
   and New Brunswick Electrical Power Company, Limited (the Subsidiary).

   The Company is subject to the regulatory authority of the Maine Public  
   Utilities Commission (MPUC) and, with respect to wholesale rates, the   
   Federal Energy Regulatory Commission (FERC).

   The accompanying unaudited consolidated financial statements should be  
   read in conjunction with the 1995 Annual Report, an integral part of Form 
   10-K.  Certain financial statement disclosures have been condensed or   
   omitted but are an integral part of the 1995 Form 10-K.  These statements 
   reflect all adjustments that are, in the opinion of management, necessary 
   to a fair statement of results for interim periods presented.  All such 
   adjustments are of a normal recurring nature.  The Company's significant 
   accounting policies are described in the Notes to Consolidated Financial 
   Statements of the Company's Annual Report filed with the Form 10-K.  For 
   interim reporting purposes, these same accounting policies are followed.

   For purposes of the statements of consolidated cash flows,the Company
   considers all highly liquid securities to be cash equivalents.



2.  IMPLEMENTATION OF MULTI-YEAR RATE PLAN

   As explained in the legal proceedings section of the Form 10-Q, item    
   1(b), the MPUC approved a four-year rate plan on November 13, 1995.  The 
   Company wrote off approximately $8,340,000, net of income taxes, in 1995. 
   The write-offs consisted of $4,846,000, net of income taxes, of the     
   Company's investment in the Seabrook nuclear power project previously   
   allocated to the wholesale customers and $1,390,000, net of income taxes, 
   of other wholesale plant and regulatory assets, classified as           
   extraordinary items.  In addition, $2,104,000, net of income taxes, of  
   deferred retail fuel representing replacement power costs incurred during 
   the 1995 Maine Yankee outage, were also charged to operations.  Item    
   1(b) also details the significant accounting orders that became effective 
   January 1, 1996 concerning the deferral of $902,000, net of income taxes, 
   annually of Wheelabrator-Sherman purchases, the five year amortization of 
   the Company's $1.3 million, net of income taxes, share of the Maine     
   Yankee sleeving repair costs, the $638,000, net of income taxes,        
   amortization over ten years of deferred post-retirement benefits other  
   than pensions (SFAS 106).  In addition, Item 1(b) discusses the five year 
   amortization of the $139,000 deferral of pension expenses and $92,000   
   deferral of early retirement expenses, both net of income taxes, related 
   to the lay-up of the Caribou Steam Units and the four year amortization 
   of $300,000, net of tax, of deferred fuel from the December 31, 1995    
   balance.

   The elimination of the fuel clause reconciliation with the associated   
   fuel revenue accounting mechanism will complicate quarter-to-quarter    
   earnings comparisons for 1996 to 1995.  The prior fuel revenue accounting 
   mechanism smoothed the recognition of fuel expenses over the annual fuel 
   reconciliation period.
















































                                   -6-

   The recoverable Seabrook costs represent costs to be charged to retail  
   customers, in accordance with previous rate orders.  They are as follows:

                        Retail                              $ 43,136
                        Accumulated Amortization              14,702
                        Retail, Net                           28,434
                        Wholesale                             10,051
                        Accumulated Amortization              (3,826)
                        Write-0ff                             (6,225)
                        Wholesale, Net                            - 
                          Total                             $ 28,434


3.  INCOME TAXES                                                        
      
   A summary of Federal and State income taxes charged (credited) to income 
   is presented below. For accounting and ratemaking purposes, income tax  
   provisions included in "Operating Expenses" reflect taxes applicable to 
   revenues and expenses allowable for ratemaking purposes.  The tax effect 
   of items not included in rate base is allocated as "Other Income        
   (Deductions)".

      (Dollars in Thousands)        Three Months Ended   Six Months Ended
                                         June 30,            June 30,   
                                      1996       1995     1996      1995
      Current income taxes          $   571   $   (72)  $ 1,932   $   125
      Deferred income taxes              23       955      (210)    1,535
      Investment credits                (18)      (19)      (37)      (38)
      Total income taxes            $   576   $   864   $ 1,685   $ 1,622 

      Allocated to:
      Operating Income              $   565   $   832   $ 1,664   $ 1,569
      Other income                       11        32        21        53 
      Total                         $   576   $   864   $ 1,685   $ 1,622 
  
   The following summarizes accumulated deferred income taxes established on 
   temporary differences under SFAS 109 as of June 30, 1996 and December   
   31, 1995.
                                            (Dollars in Thousands)
                                            June 30,      December 31,
                                               1996           1995
      Seabrook                              $15,951         $16,071
      Property                                8,492           8,396
      Regulatory expenses                     1,063             915        
      Deferred fuel and purchased energy      1,003           1,027
      Investment tax credits                   (528)           (528)
      Pension and postretirement
       benefits                                (563)           (262)
      Other                                    (702)           (622)
      Net accumulated deferred income 
       taxes                                $24,716         $24,997 


                                    -7-

4.  REFINANCING

   On April 4, 1991, the Maine Public Utilities Financing Bank (MPUFB)     
   issued $10 million of tax-exempt bonds (the "1991 Series") on behalf of 
   the Company.  Pursuant to a letter of credit and reimbursement agreement, 
   the Company caused a Direct Pay Letter of Credit for a term of five years 
   to be issued by Barclays Bank PLC, New York Branch (Barclays Bank) for  
   the benefit of the holders of such bonds.  To secure the Company's      
   obligations under the reimbursement agreement, the Company issued a     
   second mortgage bond to Barclays Bank as collateral for the Company's   
   obligation to repay Barclays Bank the $10 million principal amount of the 
   bonds plus 195 days of interest on the bonds.  The bonds had a coupon   
   rate of 7.875% and, after considering the enhancement fees and other    
   costs, the annual cost to the Company was approximately 8.725%.

   Barclays Bank notified the Company that it would not renew the Direct Pay 
   Letter of Credit for this issue.  With the expiration of the Direct Pay 
   Letter of Credit on April 4, 1996, the entire $10 million principal     
   amount of the bonds was redeemed at par on April 1, 1996 in accordance  
   with the indenture.  To meet its reimbursement obligation that resulted 
   from the draw on the Barclays Direct Pay Letter of Credit prior to its  
   expiration, the Company borrowed $10,000,000 under a refunding note from 
   Fleet Bank of Maine with interest at LIBOR plus .75% and a facility fee 
   of $25,000.  For the term of the note, the effective interest rate was  
   7.27%.

   On June 19, 1996, the Maine Public Utilities Financing Bank (MPUFB)     
   issued $15 million of its tax-exempt bonds due April 1, 2021 (the "1996 
   Series") on behalf of the Company.  The proceeds of the new 1996 Series 
   were used to refund the 1991 Series through the payment of the refunding 
   note from Fleet Bank of Maine and provides $5 million for the acquisition 
   of qualifying property, of which $4.8 million remains in trust as of June 
   30, 1996.  Pursuant to the long-term note issued under a loan agreement 
   between the Company and the MPUFB, the Company has agreed to make       
   payments to the MPUFB for the principal and interest on the bonds.      
   Concurrently, pursuant to a letter of credit and reimbursement          
   agreement, the Company caused a Direct Pay Letter of Credit for an      
   initial term of three years to be issued by the Bank of New York for the 
   benefit of the holders of such bonds.  To secure the Company's          
   obligations under the letter of credit and reimbursement agreement, the 
   Company issued a second mortgage bond to the Bank of New York, as Agent, 
   under the reimbursement agreement, in the amount of $15,875,000.  The   
   Company has the option of selecting weekly, monthly, annual or term     
   interest rate periods for the 1996 Series.  The initial interest period 
   selected by the Company was weekly, and the intital weekly interest rate 
   was 3.75% per annum.








5.  DISCONTINUANCE OF SFAS 71 FOR WHOLESALE BUSINESS SEGMENT

   The wholesale market for electric power is now competitive, as evidenced 
   by the Company's loss of a major wholesale customer, Houlton Water      
   Company. The rates that the Company is now charging its remaining       
   wholesale customers are based on market pricing and not rate base/rate of 
   return regulatory formulas.  For this reason, the Company has           
   discontinued the application of Statement of Financial Accounting       
   Standards No. 71 (SFAS 71), "Accounting for the Effects of Certain Types 
   of Regulation," for its wholesale business jurisdiction.  These write-  
   offs were classified as extraordinary items associated with the         
   discontinuance. 









































                                    -8-

6.  EARLY RETIREMENT PROGRAM

   In March 1996, the Company offered an early retirement program to       
   selected employees.  All eligible employees will participate in the     
   program.  As a result, in accordance with Statement of Financial        
   Accounting Standards No. 88 (SFAS 88), "Employers' Accounting for       
   Settlements and Curtailments of Defined Benefit Pension Plans and for   
   Termination Benefits,"  the Company recognized a first quarter charge of 
   $258,000, net of taxes.












































                                  -9-

Item 2.   Management's Analysis of Quarterly Income            Form 10-Q
          Statements

                          Results of Operations

          Earnings per share and net income available for common stock for
          the three months ended June 30, 1996 along with the
          corresponding information for the previous year are as follows:

                                        Three Months Ended
                                             June 30             

                                        1996      1995      

          Earnings per share            $ .38     $ .62     

          Net income
          available for Common
          Stock - in Thousands          $ 609     $1,006    

          For the second quarter of 1996 compared to the same quarter last
          year, the decrease in consolidated earnings per share of $.24 is
          attributable to the following:
                                                        Increase
                                                       (Decrease)

          Increase in fuel expenses                    $ (.19)

          Increase in Maine Yankee capacity expenses     (.21)

          Decrease due to loss of Houlton Water Company  (.20)

          Increase in power marketing activities          .25

          Increase in retail revenues due to rate
            increases effective January 1, 1996,
            net of a 1% decrease in sales                 .20

          Other                                          (.09)
               Total                                   $ (.24)

          Under terms of a four-year rate plan approved by the Maine
          Public Utilities Commission (MPUC), the fuel clause was
          eliminated with the exception of the annual deferral of
          $902,000, net of income taxes, of the costs of its purchases
          from Wheelabrator-Sherman, an independent power producer.  The
          elimination of the fuel clause reconciliation with the
          associated fuel revenue accounting mechanism will complicate
          quarter-to-quarter earnings comparisons for 1996 to 1995.  The
          prior fuel accounting mechanism smoothed the recognition of fuel
          expenses over the annual fuel reconciliation period.   After


                                 -10-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)

          considering this deferral and the effects of fuel accounting in
          1995, retail fuel expenses for the second quarter of 1996 were
          $.19 per share more than for the same quarter in 1995.  Maine
          Yankee capacity expenses, including the amortization of the 1995
          resleeving expenses, increased in 1996 further reduced earnings
          by $.21 per share.  The loss of Houlton Water Company as a
          wholesale customer, due to competitive bidding, also reduced
          earnings for the second quarter of 1996 by $.20 per share
          compared to the same period in 1995.  Partially offsetting these
          decreases were a $.25 per share increase due to power marketing
          activities, principally the sale of the Company's Maine Yankee
          and Wyman No. 4 entitlements, and a $.20 per share increase due
          to a rate increase effective on January 1, 1996 partially offset
          by a 1% decrease in retail sales.  The January 1, 1996 increase
          in retail rates was approved by the Maine Public Utilities
          Commission (MPUC) under the terms of a four-year rate plan.  
               
          Consolidated operating revenues for the quarter ended June 30,
          1996 and 1995, are as follows:

                                   1996                     1995

(Dollars in Thousands)          $       MWH              $        MWH

Retail                       10,878   115,293         10,556    116,510
Sales for Resale                484    12,013          1,643     28,028
Total Primary Sales          11,362   127,306         12,199    144,538
Secondary Sales               3,095   145,927            196      6,719
Other Revenues/Rev. Adjust.     323                       76           
Total Operating Revenues     14,780   273,233         12,471    151,257

















                                 -11-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)

          Primary sales in the second quarter of 1996 were 127,306 MWH,
          a decrease of 17,232 MWH from the same period last year. 
          Sales for resale decreased 16,015 MWH due to the loss of the
          Company's largest wholesale customer, Houlton Water Company
          (HWC).  HWC began purchasing their energy from Central Maine
          Power on January 1, 1996, resulting from HWC's solicitation
          for competitive prices in late 1994.  In 1995, HWC represented
          11.1% of the Company's consolidated MWH sales and 8.4% of
          consolidated operating revenues.  Secondary sales increased by
          139,208 MWH, reflecting the availability of Maine Yankee
          during the second quarter of 1996 while the plant was out of
          service during the same quarter in 1995, and an increase in
          power marketing activities.

          Retail revenues for the second quarter of 1996 were
          $10,878,000 compared to $10,556,000 for the same period of
          1995,  reflecting the new retail rates effective January 1,
          1996, offset by a 1,217 MW decrease in retail sales.   For
          1995, an element of revenues was determined using seasonal
          fuel revenue accounting associated with the prior fuel clause,
          eliminated with the rate plan, which smoothed the recognition
          of fuel expenses and the element of revenues over the
          reconciliation period.  Sales for resale revenues decreased in
          1996 due to the loss of HWC as discussed above.

          During the second quarter of 1996, secondary sales of the
          Company's Wyman Unit No. 4 and Maine Yankee entitlements for
          varying lengths of time were made at prevailing market rates,
          representing the Company's power marketing activities.  Since
          Maine Yankee was not available for the same period in 1995,
          secondary sales for the quarter were limited to Wyman No. 4
          entitlements.















                                 -12-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)


          For the second quarters ended June 30, 1996 and 1995, total
          operating expenses were $13,397,000 and $10,589,000,
          respectively.  The changes in operating expenses and energy
          sources are as follows:

                                                Increase/(Decrease)
          (Dollars in Thousands)                    $         MWH
          Purchased Power Expenses 
               Maine Yankee                       896        84,276 
               Wheelabrator-Sherman               373         1,640 
               NB Power                          (864)      (34,396)
               Bangor Hydro-Electric               76         3,364
               LG&E Power Marketing             1,451        67,431
               System Purchases                   (11)         (337)
                                                                    
                                                1,921       121,978 
          Deferred Fuel                         1,065  
          Generating Expenses                    (304)       (1,050) 
          Other Operation & Maint. Expenses       415  
          Depreciation and Amortization   
            Expenses                              (41)
          Income Taxes                           (267)
          Taxes Other than Income                  19                  
               Total                            2,808       120,928  

          
          Maine Yankee was out of service for all of the second quarter
          of 1995, while it operated at a 90-percent level of operation
          during the entire second quarter of 1996.  Reference is made
          to the Company's 1995 Annual Report, "Analysis of Financial
          Condition and Review of Operations - 1995, Maine Yankee", for
          further discussion of the 12-month outage for sleeving repairs
          to the plant's steam generator tubes.  For an update on Maine
          Yankee, please see the following section titled, "Maine Yankee
          Status".  The 84,276 MWH increase in Maine Yankee production
          and a 67,431 MWH increase in purchases from LG&E in 1996
          allowed the Company to reduce purchases from NB Power by
          34,396 MWH and provided the energy for the 139,208 MWH
          increase in secondary sales mentioned above.  With the
          implementation of the rate plan, the change in deferred fuel
          expenses reflects the elimination for 1996 of the fuel revenue
          accounting associated with the prior fuel clause, as discussed




                                 -13-

                                                              FORM 10-Q
                  PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)


          in the "Legal Proceedings" section of this Form 10-Q, item
          1(b).  During the second quarter of 1996, under the same rate
          plan, the Company has deferred $375,000 ($1.5 million
          annually) of its Wheelabrator-Sherman purchased power costs. 
          Generating expenses decreased by $304,000, primarily due to
          the Steam Units at Caribou being placed on inactive status on
          January 1, 1996 and decreased production at Wyman Unit No. 4. 
          See "Caribou Units" below for further discussion.  The Company
          has a 3.3455% ownership interest in Wyman Unit No. 4, and does
          not control the generation levels.  Other operation and
          maintenance expenses increased by $415,000 due to a $160,000
          increase in wheeling expenses due to increased power marketing
          activities, a $97,000 increase in overhead line maintenance
          and a $70,000 increase in legal expenses, primarily due to the
          People's Heritage Bank suit discussed in the "Legal
          Proceedings" section of this Form 10-Q, item 1(c).

          Maine Yankee Status

          Reference is made to the Company's 1995 Annual Report,
          "Analysis of Financial Condition and Review of Operations -
          1995, Maine Yankee", for discussion of the 12-month outage for
          sleeving repairs to the plant's steam generator tubes and
          Maine Yankee's return to service at 90% of the plant's
          capacity on January 22, 1996.

          On June 7, 1996, the Nuclear Regulatory Commission (NRC)
          formally notified Maine Yankee that it planned to conduct an
          "Independent Safety Assessment" of the Maine Yankee Plant to
          provide an independent evaluation of the safety performance of
          Maine Yankee and as a "follow-on" to the NRC's Office of
          Inspector General (OIG) report.  The NRC stated that the
          overall goals and objectives of the assessment were: "(a)
          provide an independent assessment of conformance to the design
          and licensing basis; (b) provide an independent assessment of
          operational safety performance; (c) evaluate the effectiveness
          of licensee self-assessments, corrective actions and
          improvement plans and; (d) determine root cause(s) of safety
          significant findings and conclusions."  The NRC further
          informed Maine Yankee that the assessment would be carried out
          by a team of NRC personnel and contractors who were
          "independent of any recent or significant involvement with the




                                 -14-

                                                              FORM 10-Q
                   PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)



          licensing, regulation or inspection of Maine Yankee," and was
          expected to last until early October, 1996.  Such a rigorous
          assessment by the NRC could result in the Maine Yankee Plant
          being shut down for some period of time.  Maine Yankee,
          however, cannot predict the outcome of the Independent Safety
          Assessment.

          Maine Yankee cannot predict whether or when the plant will
          attain a 100-percent operating level, or the results of the
          internal and external investigations of the allegations
          brought to Maine Yankee's attention on December 4, 1995. 
          Maine Yankee intends to cooperate with the governmental
          investigations, however, and believes that the information
          filed with the NRC on April 25, 1996, in support of plant
          operation at full capacity should allow the Company to operate
          the plant at that level while meeting all applicable NRC
          safety requirements.

          On July 20, 1996, Maine Yankee brought the plant off line to
          add pressure relief capacity to the primary component cooling
          system ("PCCS").  The need to add this relief capacity was
          determined during a comprehensive internal review by Maine
          Yankee of plant systems and equipment.  During this review,
          Maine Yankee found a possible inadequacy in the ability of the
          PCCS to allow sufficient pressure to be relieved from the PCCS
          under design-basis postulated accident conditions.  

          Caribou Units 

          Reference is made to the Company's Form 8-K dated July 13,
          1995 in which the Company reported that, at a regular meeting
          on July 7, 1995, the Board of Directors authorized placing on
          inactive status Steam Units 1 and 2 of the Company's Caribou
          Generating Facility in Caribou, Maine.  The Company
          inactivated the Units on January 1, 1996 and expects that they
          will remain inactive for five years or longer.  These two
          units, which represent 23 MW of capacity, have become surplus
          to the Company's needs due to the closure of Loring Air Force
          Base and the loss in 1996 of the Company's largest customer,
          the Houlton Water Company.  During the Units' inactive period,
          the plant equipment will be protected and maintained by the




                                 -15-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)


          installation of a dehumidification system that will permit the
          plant to return to service in approximately six months.

          Placing Steam Units 1 and 2 on inactive status will save the
          Company approximately $3.5 million over the next five years. 
          These savings result primarily from a savings in operation and
          maintenance expense.  The Company eliminated 12 positions at
          the plant and conducted a voluntary early retirement program
          that avoided involuntary termination of employees whose
          positions at the units have been eliminated.  The expenses of
          the voluntary early retirement plan of approximately $231,000,
          net of income taxes, as well as the expenses to lay-up the
          Steam Units will be amortized over five years in accordance
          with the rate plan.  The rate plan allows the Company to
          continue rate base treatment for unrecovered plant costs and
          depreciation on the Caribou Steam Units, which had a net book
          value of approximately $718,000 as of January 1, 1996.

          Steam Unit No. 1 went into operation in the early 1950s and
          Unit No. 2, in the mid 1950s.  The Company still has a diesel
          generation station of approximately 7 MW and a hydro facility
          of approximately 1 MW and will continue to employ 11 employees
          at the Caribou facility.


                          Financial Condition

          The accompanying Statements of Consolidated Cash Flows reflect
          the Company's liquidity and the net cash flows generated by or
          required for operating, financing and investing activities. 
          For purposes of the Statements of Consolidated Cash Flows, the
          Company considers all highly liquid securities to be cash
          equivalents.

          Net cash flows from operating activities were $4,968,000 for
          the first six months of 1996.  $10,000,000 of tax-exempt bonds
          were issued in 1991 and were refinanced with a new $15,000,000
          issue, with the remaining $5,000,000 deposited with the
          trustee to be withdrawn based on qualified property additions. 
          See "New Financing" below for further discussion.  $250,000
          was drawn from the trustee of the tax-exempt bonds discussed
          below for issuance expenses incurred.  For the period,




                                 -16-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)


          $1,470,000 was invested in electric plant, $1,488,000 was paid
          in dividends and $65,000 was used to reduce other long-term
          debt.  $1,400,000 was used to pay off short-term borrowings. 
               

          For the six months ended June 30, 1995, net cash flows from
          operating activities were $3,208,000.  For the first six
          months of 1995, the Company invested $1,564,000 in electric
          plant, paid $1,488,000 in dividends, and reduced long term
          debt by $65,000.  Cash flows for 1995 were impacted by the
          reduction in earnings and the previously mentioned replacement
          power purchases during the Maine Yankee outage.

          See "Legal Proceedings", paragraph 1(b) of this Form 10-Q for
          a description of the multi-year rate plan approved by the
          Maine Public Utilities Commission in November, 1995, effective
          January 1, 1996.  The rate plan will assist the Company in
          dealing with the economic uncertainties that lay ahead with
          the loss of Loring and Houlton.  The Plan provides stable,
          predictable rates for our customers, economic development
          rates to encourage investment in our service territory, and
          competitive returns for our shareholders.

          New Financing

          On June 19, 1996, the Maine Public Utilities Financing Bank
          (MPUFB) issued $15 million of its tax-exempt bonds due April
          1, 2021 (the "1996 Series") on behalf of the Company.  The
          proceeds of the new 1996 Series were used to refund the $10
          million 1991 tax-exempt Series through the payment of a
          refunding note from Fleet Bank of Maine and provides $5
          million for the acquisition of qualifying property.  Pursuant
          to the long-term note issued under a loan agreement between
          the Company and the MPUFB, the Company has agreed to make
          payments to the MPUFB for the principal and interest on the
          bonds.  Concurrently, pursuant to a letter of credit and
          reimbursement agreement, the Company caused a Direct Pay
          Letter of Credit for an initial term of three years to be
          issued by the Bank of New York for the benefit of the holders
          of such bonds.  To secure the Company's obligations under the
          letter of credit and reimbursement agreement, the Company
          issued a second mortgage bond to the Bank of New York, as




                                 -17-

                                                              FORM 10-Q
                        PART 1.   FINANCIAL INFORMATION

Item 2.   Management's Analysis of Quarterly Income Statements
          Results of Operations (Continued)


          Agent, under the reimbursement agreement, in the amount of
          $15,875,000.  The Company has the option of selecting weekly,
          monthly, annual or term interest rate periods for the 1996
          Series.  The initial interest period selected by the Company
          was weekly, and the initial weekly interest rate was 3.75% per
          annum.  Please see further discussion in Footnote 4 of the
          financial statements accompanying this Form 10-Q.







































                                 -18-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings

          (a)  Maine Public Utilities Commission, Re: Electric Utility
               Industry Restructuring Study, Docket No. 95-462.

               In 1995, the Maine Legislature passed Resolve 89 "To  
               Require a Study of Retail Competition in the Electric
               Utility Industry" (the "Resolve"), to begin a process for
               developing recommendations on the future structure of the
               electric utility industry in Maine.  The process included
               the appointment of a Work Group on Electric Utility
               Restructuring to develop a plan for the orderly
               transition to a competitive market for retail purchases
               and sales of electricity.  The Company participated in
               this Work Group, which was unable to reach a consensus on
               a recommended plan by its reporting deadline.

               The Resolve also directed the Maine Public Utilities
               Commission (MPUC) to conduct a study to develop at least
               two plans for the orderly transition to retail
               competition in the electric utility industry in Maine and
               to submit a report of its findings by January 1, 1997. 
               One plan would be designed to achieve "... full retail
               market competition for purchases and sales of electric
               energy by the year 2000" and the other to achieve a more
               limited form of competition.  The Resolve also stated
               that the MPUC's findings would have no legal effect, but
               would "... provide the Legislature with information in
               order to allow the Legislature to make informal decisions
               when it evaluates these plans."

               On December 12, 1995, the MPUC issued a Notice of Inquiry
               (the "Notice") initiating its study.  In the Notice, the
               MPUC solicited detailed proposals and plans for achieving
               retail competition in Maine by the year 2000 and
               requested the proposals include specific plans for an
               orderly transition to a more competitive market.  The
               Notice required that plans and proposals be filed with
               the MPUC by interested parties no later than January 31,
               1996, and outlined a schedule calling for submittal of a
               final report to the Legislature in December, 1996.

               On January 30, 1996, the Company filed its restructuring
               proposal with the MPUC.  The major elements of this
               proposal are:




                                 -19-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued


               (a)  The separation of the Company's generation assets
               (including contracts and entitlements) from its
               transmission and distribution assets.  The Company
               suggested this separation could be accomplished by either
               a functional separation of generation from distribution
               and transmission within the Company's existing corporate
               structure or by separating generation, on the one hand,
               and distribution and transmission, on the other, into two
               wholly-owned subsidiaries.  The Company strongly opposes
               any recommendation that it be required to divest itself
               of its generation assets.

               (b)  The economic and resource planning regulation of
               generation would cease.  The FERC would continue to
               regulate transmission, and distribution would remain a
               franchised monopoly subject to continued regulation by
               the MPUC.  The owner of the distribution system would be
               obligated to connect all willing customers.

               (c)  If certain necessary changes in the operation and
               management of the regional transmission grid are in
               place, all retail customers in Maine would, by the year
               2000, be entitled to purchase electric energy directly
               from any entity that wished to supply it to them.

               (d)  The Company would be entitled to full recovery of
               all its stranded costs.  This recovery would be
               accomplished by a charge on the distribution system that
               would apply to all retail customers.  In its filing, the
               Company estimates that its stranded costs could be as
               high as $68 million.  This amount consists primarily of
               the above-market costs of the Company's contract with
               Wheelabrator-Sherman, a non-utility generator, estimated
               at $44 million and deferred regulatory assets, such as
               its Seabrook investment of $24 million.

               The Company's proposal, however, was only one of over a
               dozen received by the MPUC in response to its Notice,
               some of which take positions on these matters that vary
               substantially from the Company's.  

               On July 19, 1996, the MPUC issued its Draft Plan in this
               matter, which, in its own terms, represents the MPUC's
               "preliminary view" on how to restructure Maine's electric


                                 -20-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued


               utility industry.  The Draft Plan recommends the
               following:

                    .    As of January, 2000, all Maine consumers would
                    have the option to choose an electric power
                    supplier.

                    .    As of January, 2000, Maine would not regulate,
                    as public utilities, companies producing or selling
                    electric power.

                    .    Regulated public utilities would continue to
                    provide electric transmission and distribution
                    services.

                    .    As of January, 2000, the Company, Central
                    Maine Power Company (CMP) and Bangor Hydro-Electric
                    Company (BHE), the State's three largest electric
                    utilities, would be required to structurally
                    separate their generation assets and functions from
                    transmission and distribution functions.  CMP and
                    BHE would be required to fully divest themselves of
                    their generation assets by 2006.  The Draft Plan
                    does not recommend generation divestiture for the
                    Company.  Instead, the MPUC requested additional
                    comment "on whether MPS should be required to
                    divest its generation assets as described [in this
                    Draft Plan], by another method, or not at all."

                    .    All contracts between the utilities and any
                    qualifying facilities under PURPA will remain with
                    the transmission and distribution companies.

                    .    The utilities should be provided a reasonable
                    opportunity to fully recover its generation-related
                    stranded costs.  All of the Company's anticipated
                    stranded costs are generation-related.

               The MPUC has requested comment on its Draft Plan by
               August 30, 1996.  These comments could result in the
               MPUC's modification of its preliminary recommendations. 
               Moreover, because the MPUC's final recommendation will
               not have any binding legal effect, this issue must
               ultimately be resolved by the Maine Legislature.  Many
               parties to this proceeding have taken positions that vary

                                 -21-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               substantially from those set forth in this Draft Plan and
               those parties can be expected to advocate their positions
               before the Legislature.  The Company cannot, therefore,
               predict what form the restructuring of Maine's electric
               utility industry will ultimately take or what effect that
               restructuring will have on the Company's business
               operations or financial results.

          (b)  Multi-year Rate Plan is Approved for the Company by the
               MPUC in Maine Public Service Company Re: Proposed
               Increase in Retail Rates, MPUC Docket No. 95-052

               On May 1, 1995, Maine Public Service Company filed with
               the Maine Public Utilities Commission a proposed increase
               in the rates it charges its retail customers.  The
               Company at the same time filed a five-year rate plan
               requesting new rates beginning in January, 1996 as
               detailed below.  Reference is made to the Company's Form
               10-Q for the quarter ended June 30, 1995 for a complete
               description of the Company's filed rate plan.

               After extensive negotiations, the Company, the MPUC Staff
               and the Public Advocate filed a Stipulation with the
               Commission on November 6, 1995, which established a four-
               year rate plan for the Company.  The one remaining party
               to this proceeding, McCain Foods, Inc., opposed this
               Stipulation.  After a hearing on November 13, 1995, the
               MPUC approved this Stipulation over the objection of
               McCain Foods, Inc.

               Under the terms of the Stipulation, the Company has the
               right to receive the following increases:

               January 1, 1996          4.4%           $2.1 million
               February 1, 1997         2.9%            1.4 million
               February 1, 1998         2.75%           1.4 million
               February 1, 1999         2.75%           1.4 million

               These increases will be subject to increases or decreases
               resulting from the operation of the profit-sharing
               mechanism, as well as the mandated costs and plant outage
               provisions described below.  The Company agreed that it
               will seek no other increases, for either base or fuel
               rates, except as provided under the terms of the rate



                                 -22-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               plan.  There will be no fuel clause adjustments during
               the term of the plan.

               The Company also agreed to write off, in 1995, and not
               collect in retail rates the following amounts:

                    (a)  $4,845,812, net of income taxes, of its
               investment in Seabrook previously allocated to wholesale
               sales.

                    (b)  $1,390,000, net of income taxes, in other plant
               investment, i.e. rate base, except transmission plant,
               previously associated with the wholesale customers.

                    (c)  $3,500,000 ($2,104,000, net of income taxes) in
               deferred fuel.

               The total amount of the write-offs, net of income taxes,
               in 1995 are approximately $8,340,000, or approximately
               $5.16 per share of common stock.
          
               As a condition of the Stipulation, the Company requested
               waivers for interest coverage tests under its revolving
               credit arrangement and the Letter of Credit supporting
               the public utility revenue bonds, 1991 series.  Unless
               these write-offs were considered extraordinary for
               purposes of the interest coverage tests, the Company
               would have been in violation of these interest coverage
               tests.  The waivers were received from the various
               lenders prior to the MPUC's issuance of its order in this
               proceeding.

               The Company will also be permitted to defer an amount of
               $1.5 million annually of the costs of the W/S purchases
               over the term of the rate plan.  The approved rate plan
               provides that the Company can seek recovery of this
               deferred amount (up to a total of $6 million) in rates
               beginning in the year 2001, after the current term of the
               W/S contract has expired.  The Company will further
               amortize over the four years of the rate plan, $300,000,
               net of income taxes, in deferred fuel with the remainder,
               approximately $1.3 million, net of income taxes, being
               deferred until the year 2000.




                                 -23-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               The approved rate plan further provides for the following
               treatment of the Maine Yankee steam generator sleeving
               costs:  the Company will amortize its share of these
               costs in equal amounts over a five-year period beginning
               on January 1, 1996.  At the expiration of the rate plan,
               the remaining one-fifth of the costs will be amortized in
               2000 subject to rate treatment at that time.

               The approved rate plan contains a profit-sharing
               mechanism based upon a target return of equity (ROE) of
               11%, calculated according to retail ratemaking
               mechanisms.  This profit-sharing mechanism will apply
               only to the last two rate increases scheduled to occur on
               February 1, 1998 and February 1, 1999.  As part of this
               review process, the target ROE will be subject to
               adjustment based on an index by averaging over a twelve-
               month period the dividend yields on Moody's group of 24
               electric utilities and Moody's utility bond yields.  The
               profit-sharing mechanism works as follows:

               If the Company's ROE exceeds the target ROE by less than
               300 basis points, this gain accrues entirely to
               shareholders.  Similarly, any deficiency of up to 300
               basis points below the target ROE is borne entirely by
               the shareholders.

               All deficiencies of 300 or more basis points below the
               target ROE will be shared equally by shareholders and
               customers.  All earnings of 300 or more basis points
               above the target ROE must first be applied to reduce any
               of deferred W/S costs described above.  Any remaining
               excess earnings will be shared equally by customers and
               shareholders.

               The plan also allows the Company to terminate the rate
               plan and file for rate increases under traditional rate
               application procedures if its earnings fall 500 or more
               basis points below the target ROE during any twelve-month
               period during the term of the plan.

               The method agreed to by the parties for measuring earned
               ROE for the purpose of the profit-sharing mechanism and
               rate termination provision described above, allocates
               various revenues and expenses between the wholesale and
               retail jurisdictions using allocators that, in part,


                                 -24-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               reflect the Company's 1994 allocations.  With the loss of
               sales to Houlton Water Company in 1996, the Company
               estimates that the use of the agreed-upon allocators will
               produce a calculation of earnings for the profit-sharing
               and termination mechanisms that could be as much as 400
               basis points above the Company's actual financial ROE. 
               Because of this disparity, the Stipulation provides that
               the agreed-upon allocation methodology will not apply if
               the use of those allocators will require the Company to
               write off any additional assets in accordance with
               Generally Accepted Accounting Principles (GAAP).  In that
               event, the parties have agreed to develop a different
               method for calculating profit-sharing and termination
               that will not require the Company to write off any
               additional assets.

               The plan also provides that if either Maine Yankee or
               Wheelabrator-Sherman cease operation for more than six
               months, the Company shall be allowed to adjust its
               allowed rate increases by 50% of the net costs or net
               savings resulting from the outage, together with any
               carrying costs on the balance deferred.  Any net costs or
               net savings during the first six months of the outage
               would accrue entirely to shareholders.

               The plan further contains a mechanism for allocating the
               savings resulting from any restructuring of the W/S
               contract during the term of the plan.  Any savings would
               be allocated first to the W/S deferred costs accumulating
               at $1.5 million annually, then to the deferred fuel
               balance as of December 31, 1995 being deferred until
               2000, next to eliminate any on-going W/S deferrals and
               finally, any savings that remain will be allocated 95% to
               customers and 5% to shareholders.

               The plan provides that the Company can flow through to
               customers at the time of the scheduled rate increases,
               increases or decreases resulting from certain mandated
               costs, such as tax or accounting changes, but not costs
               resulting from natural disasters.  To qualify, a mandated
               cost must receive MPUC approval, must be beyond the
               control of the Company's management, must effect the
               Company specifically or the electric utility generally
               and must exceed $300,000 in annual revenue requirements.



                                 -25-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               The Stipulation also provides for a number of accounting
               orders.  Among these are orders:  permitting the Company
               to amortize deferred post-retirement benefits other than
               pension (SFAS 106) expenses in equal amounts over a ten-
               year period beginning January 1, 1996, along with the
               recovery of current year SFAS 106 costs; permitting the
               Company to continue rate base treatment for unrecovered
               plant costs and depreciation on the Caribou Steam Units
               as well as the deferral and amortization over five years
               of the reduction in force expenses (including pension
               expenses under SFAS 88) resulting from the closing of
               those units; and continued deferral and amortization of
               replacement power and capacity costs associated with
               Maine Yankee scheduled outages.  Finally, the Stipulation
               clarifies that the rate plan is not deregulation for
               accounting purposes and provides for the continuing
               recovery in rates of certain "regulatory assets", such as
               the retail portion of the Company's Seabrook investment,
               previously allowed by the MPUC.

               On January 2, 1996, McCain Foods, Inc., which had
               objected to the Stipulation, appealed the MPUC's approval
               of the rate plan to the Maine Supreme Judicial Court. 
               This action was docketed as PUC 96-13.  On March 20,
               1996, the Company and McCain Foods filed with the
               Commission a Power Purchase Agreement under which McCain
               agreed to purchase all its electrical requirements from
               the Company through 2000.  On April 29, 1996, the MPUC
               approved the Agreement and McCain dismissed its appeal
               shortly thereafter.

               In addition to the four-year rate plan, the MPUC, under
               this docket, also approved the Company's proposal to
               develop flexible rates to retain or attract new
               customers.  On October 23, 1995, the Company implemented
               a reduced Rate AH for residential electric space heat. 
               Customers who have a permanent electric space heat system
               that supplies at least 50% of their heating requirements
               have been offered a discount up to 40% from October to
               April.

               On November 27, 1995, the MPUC approved two new rates
               that became effective December 1, 1995.  The first, Rate
               F, provides farmers with a discounted price for
               electricity used in storage facilities, reducing their


                                 -26-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               winter electric rate ten percent from November through
               March.  The second, Rate EDR, an economic development
               rate, provides a multi-year discount in the cost of
               electric service for large commercial and industrial
               customers who create new electrical load.  This reduced
               rate should encourage development in our electrical
               service territory by providing an incentive rate while a
               new business gets established or an existing business,
               meeting certain criteria, completes expansion.  Depending
               on eligibility, the discount offered will range from 20%
               the first year to 5% in the fourth year.  After the four-
               year period, EDR customers will be billed under the
               Company's standard electric rates.


          (c)  Peoples Heritage Bank v. Maine Public Service Company 
               U.S. District Court (D. ME) Civil Action No. 95-0180-B

               On September 18, 1995, Peoples Heritage Bank filed
               against the Company a civil action for declaratory and
               monetary relief seeking recovery for response costs,
               damages and attorneys fees incurred because of the
               release of hazardous substance at a site in Presque Isle,
               Maine.  In 1992, Peoples Heritage purchased the property
               and shortly thereafter discovered that the soil at the
               site was contaminated with polychlorinated biphenyls
               (PCBs) which it now alleges originated with two
               electrical transformers placed on the site by the
               Company.  Peoples Heritage claims to have spent in excess
               of $250,000 to remove the PCB contaminated soil and seeks
               reimbursement of this amount.

               The suit is brought pursuant to the Comprehensive
               Environmental Response, Compensation and Liability Act of
               1980 (CERCLA), the Federal Declaratory Judgment Act and
               under common law grounds of strict liability for
               abnormally dangerous activities, negligence and trespass. 
               
               The Company has denied liability in this matter but
               cannot predict the outcome of this action.







                                 -27-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

          (d)  Maine Public Service Company, Request For Open Access
               Transmission Tariff, FERC Docket No. ER 95-836-000.

               On March 31, 1995, the Company filed an open access
               transmission tariff with the Federal Energy Regulatory
               Commission (FERC).  This tariff provides fees for various
               types and levels of transmission and transmission-related
               services that are required by transmission customers. 
               The tariff, as filed, substantially increases some of the
               fees for transmission services and provides separate fees
               for various transmission-related services.  On May 31,
               1995, the FERC approved the filed tariff, subject to
               refund.  The filing has been vigorously contested by the
               Company's wholesale customers.  In April, 1996, the FERC
               issued Order 888, a final rule on open transmission
               access and stranded cost recovery.  As a result, the
               Company refiled its tariff on July 9, 1996 to comply with
               the Order.  Utilities are required to file tariffs under
               which they would provide transmission services,
               comparable to that which they provide themselves, to
               third parties on a non-discriminatory basis.  A decision
               by the FERC is not expected until later in 1996.  The
               Company cannot predict FERC's ultimate decision in this
               matter.


          (e)  Maine Public Service Company, Proposed Increase in Rates
               (Rate Design), MPUC Docket No. 95-052.

               On June 15, 1995, the MPUC issued an order bifurcating
               the Company's request for rate design from the revenue
               requirement portion of this docket (see item (b) above). 
               Based upon marginal cost of service principles, the
               Company has proposed a substantial redesign of its
               current rates.  For example, under the Company's proposed
               rates for large industrial customers would have decreased
               from their current level by nearly 8%, while rates for
               residential customers would have increased by over 8%. 
               The Company's proposals were vigorously contested by the
               MPUC Staff and the Public Advocate, who propose only a
               small decline for large industrial customers and a very
               minor increase for residential.  Hearings were held on
               this matter before the MPUC on March 14 and 15, 1996.  




                                 -28-
                                                             FORM 10-Q

                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings - Continued

               On June 26, 1996, the MPUC issued its Order in this
               matter.  The MPUC found that, despite some infirmities in
               the Company's supporting data, the Company was entitled
               to a more substantial reallocation of its rates than
               advocated by the MPUC Staff and Public Advocate.  As a
               result, rates for large industrial customers will
               decrease by approximately 4.5%, while rates for
               residential and commercial customers will increase by
               approximately 1% and 3%, respectively.  These changes
               became effective June 29, 1996.

Item 4.   Submission of Matters to a Vote of Security Holders

          At the Company's Annual Meeting of Stockholders, held on May
          14, 1996, the only matter voted upon was the uncontested
          election of the following directors to serve until the 1999
          Meeting of Stockholders, each of whom received the votes
          shown:

                                                       Non-voters and
Nominee                  For            Against        Abstentions   

D. James Daigle       1,380,715         22,433           214,102
Deborah L. Gallant    1,374,834         28,314           214,102
G. Melvin Hovey       1,379,191         23,957           214,102
Walter M. Reed, Jr.   1,374,834         24,219           218,197

Item 5.   Other Information

          None

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits - none.

          (b)  Reports on Form 8-K.

               A Form 8-K was filed on July 25, 1996, under Item 5,
               Other Material Events. 








                                 -29-

                                                             FORM 10-Q

                PART II.  OTHER INFORMATION - Continued


                               SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.

                                   MAINE PUBLIC SERVICE COMPANY
                                          (Registrant)


Date:  August 8, 1996              Larry E. LaPlante           
                                   Larry E. LaPlante, Vice President
                                   Finance, Administration and Treasurer


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