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File Nos. 70-7950/70-8555
CERTIFICATE OF NOTIFICATION
(Rule 24)
SECURITIES AND EXCHANGE COMMISSION
BY
NEES GLOBAL TRANSMISSION, INC. (NGT)
In accordance with the orders of the Securities and Exchange
Commission dated September 4, 1992 and May 15, 1995, the
following is a corrected report for the third quarter of 1997:
1. NGT is a Massachusetts corporation which was formed in
January 1992. NGT was not capitalized until October
13, 1992 when one thousand shares of NGT common stock
were issued to New England Electric System (NEES).
NGT is a party to an agreement with a company located
in Pennsylvania to provide ongoing work as a
subcontractor for electric meter retrofit services.
The work took place in Massachusetts. No revenue was
recognized in the third quarter.
NGT is a party to two agreements to provide
construction related services at job sites in
Massachusetts and Minnesota. A total of $271,000 was
recognized under these contracts in the third quarter
of 1997.
2. As of September 30, 1997, NEES had purchased 1,000
shares of NGT common stock and made subordinated loans
totaling $12,749,000 to NGT.
3. As of September 30, 1997, NGT employed no permanent
personnel. However, during the three month period
ending September 30, 1997, 70 employees of associated
companies of NEES billed portions of their time to NGT.
4. As of September 30, 1997, NGT had not purchased or
received from associated companies of NEES any
intellectual property.
5. During the three month period ending September 30,
1997, NGT received legal, financial, and other
administrative services from New England Power Service
Company, amounting to $670,000.
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6. In July, 1996 NEERI International, a wholly-owned
subsidiary of NGT, was formed under the laws of the
Cayman Islands. NGT owns two shares of NEERI
International, which will serve as a Project Parent for
prospective EWG/FUCO investments under File No.
70-8783. NEERI International has no employees. In the
quarter ending September 30, 1997, NEERI International
had no revenues, but had $803,000 in expenses related
to FUCO project development.
7. Attached in Exhibits A through C are the consolidated
financial statements of NGT. These statements include a
balance sheet, income statement, and statement of cash
flows. All significant intercompany transactions have
been eliminated.
In May, 1995 NGT invested $1,000,000 in Separation
Technologies, Inc. (STI). This investment is in the
form of 153,846 shares of 6% cumulative convertible
preferred stock. NGT also provides maintenance
services for STI equipment on an as needed basis, for
which no revenues were recognized in the second quarter
of 1997.
In July, 1996 NGT invested $475,000 in Monitoring
Technologies, Inc. This investment is in the form of
271,429 shares of Series E convertible preferred stock.
In July, 1997 NGT invested $1,000,000 in Underwater
Unlimited Diving Services, Inc. in the form of 200,000
shares of Convertible Nonvoting Preferred Stock.
In the third quarter of 1997, NGT invested $100,000 to
initially capitalize HydroServ Group, LLC.
In August, 1997 NGT invested $1,400,000 in Nexus Energy
Software, Inc. in the form of 1,000,000 shares of
Series A Preferred Stock.
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SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned company has duly caused this
corrected certificate of notification (Commission's File Nos. 70-
7950 and 70-8555) to be signed on its behalf by the undersigned
officer thereunto duly authorized.
NEES GLOBAL TRANSMISSION, INC.
s/John G. Cochrane
By: _________________________________
John G. Cochrane
Treasurer
Date: December 15, 1997
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EXHIBIT INDEX
Exhibit No. Description Page
- ----------- ----------- ----
A Corrected Balance Sheet at Filed
September 30, 1997 herewith
(Unaudited, subject to adjustment)
B Corrected Statement of Income and Filed
Accumulated Deficit for the twelve herewith
months ended September 30, 1997
(Unaudited, subject to adjustment)
C Corrected Statement of Cash Flows Filed
for the twelve months ended herewith
September 30, 1997
(Unaudited, subject to adjustment)
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Exhibit A
NEES GLOBAL TRANSMISSION, INC.
Balance Sheet
September 30, 1997
(Unaudited, Subject to Adjustment)
(thousands of dollars)
ASSETS
- ------
Current assets:
Cash $ 126
Accounts receivable 451
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Total current assets 577
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Investment at cost:
Separation Technologies, Inc. 1,000
Monitoring Technologies, Inc. 475
Underwater Divers Unlimited, Inc. 1,000
Nexus, Inc. 1,400
Investment in HydroServ Group, LLC, at equity 52
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Total other assets 3,927
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Total assets $ 4,504
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LIABILITIES AND PARENT COMPANY'S INVESTMENT
- -------------------------------------------
Current liabilities:
Accounts payable to associated companies $ 155
Accounts payable 103
Accrued taxes 372
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Total liabilities 630
Parent company's investment:
Common stock, par value $1 per share 1
Subordinated notes payable to parent 12,749
Accumulated deficit (8,876)
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Total parent company's investment 3,874
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Total liabilities and parent company's
investment $ 4,504
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Exhibit B
NEES GLOBAL TRANSMISSION, INC.
Statement of Income and Accumulated Deficit
For the Twelve Months Ended September 30, 1997
(Unaudited, Subject to Adjustment)
(thousands of dollars)
INCOME
- ------
Services rendered to nonassociated companies $ 1,507
Equity in earnings - HydroServ Group, LLC (48)
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Total income $ 1,459
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EXPENSE
- -------
Administrative and general expenses $ 7,988
Income taxes (1,966)
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Total Expenses 6,022
Net Loss $(4,563)
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Accumulated deficit at beginning of period (4,313)
Accumulated deficit at end of period $(8,876)
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Exhibit C
NEES GLOBAL TRANSMISSION, INC.
Statement of Cash Flows
For the Twelve Months Ended September 30, 1997
(Unaudited, Subject to Adjustment)
(thousands of dollars)
Operating Activities:
Net loss $(4,563)
Adjustments to reconcile net loss to
net cash provided by operating
activities:
Deferred income taxes (82)
(Increase)/decrease in prepaid taxes 454
(Increase)/decrease in accounts receivable (111)
Increase/(decrease) in accounts payable 158
Increase/(decrease) in accrued taxes 234
(Increase)/decrease in deferred charges
and other assets 48
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Net cash used in operating activities $(3,862)
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Investing Activities:
Investment in Underwater Divers Unlimited, Inc. $(1,000)
Investment in Nexus, Inc. (1,400)
Investment in HydroServ Group, LLC (100)
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Net cash used in investing activities $(2,500)
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Financing Activities:
Subordinated notes payable to parent-issues $ 6,000
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Net cash provided by financing activities $ 6,000
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Net increase/(decrease) in cash and cash
equivalents $ (362)
Cash and cash equivalents at beginning of period 488
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Cash and cash equivalents at end of period $ 126
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