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File No. 70-9167
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2
TO
FORM U-1
APPLICATION/DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
NEW ENGLAND ELECTRIC SYSTEM
(Name of company filing this statement)
25 Research Drive
Westborough, Massachusetts 01582
(Address of principal executive offices)
NEW ENGLAND ELECTRIC SYSTEM
(Name of top registered holding company parent of applicant)
Michael E. Jesanis Kirk L. Ramsauer
Senior Vice President Associate General Counsel
25 Research Drive 25 Research Drive
Westborough, Massachusetts 01582 Westborough, Massachusetts 01582
(Names and addresses of agents for service)
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Form U-1 Application/Declaration filed under the Public Utility Holding
Company Act of 1935, File No. 70-9167, as previously amended, is hereby
further amended as follows:
Item 2, Fees, Commissions and Expenses, is amended to read:
The estimated fees and expenses in connection with the proposed issuance
and sale are as follows:
Filing fee for registration of the additional
common shares under the Securities Act of 1933 $12,930
Services of the New England Power Service
Company (including counsel)* 10,000
Services of Coopers & Lybrand, L.L.C.,
Certified Public Accountants 5,000
Services of transfer agent and registrar 2,000
Services of outside counsel in connection
with the preparation of the Registration
Statement 33,500
Total Expenses $63,430
* These include incidental services in connection herewith to be
performed by New England Power Service Company (a wholly owned
subsidiary of NEES) at the actual cost thereof. The New England
Power Service Company is an affiliated service company operating
pursuant to Section 13 of the Act and the Commission's rules
thereunder.
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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 Amendment No. 2 to Form
U-1 Application/Declaration (Commission's File No. 70-9167) to be signed on
its behalf, as indicated, by the undersigned officer thereunto duly authorized
by such company.
New England Electric System
s/John G. Cochrane
By
John G. Cochrane
Treasurer
Date: March 23, 1998
The name "New England Electric System" means the trustee or trustees for the
time being (as trustee or trustees but not personally) under an agreement and
declaration of trust dated January 2, 1926, as amended, which is hereby
referred to, and a copy of which as amended has been filed with the Secretary
of The Commonwealth of Massachusetts. Any agreement, obligation or liability
made, entered into or incurred by or on behalf of New England Electric System
binds only its trust estate, and no shareholder, director, trustee, officer or
agent thereof assumes or shall be held to any liability therefor.
