<PAGE> File No. 70-8803
CERTIFICATE OF NOTIFICATION
(Rule 24)
SECURITIES AND EXCHANGE COMMISSION
BY
NEES Energy, Inc.
In accordance with the order of the Securities and Exchange Commission
dated May 23, 1996, the following is a report for the first quarter of 2000:
1.NEES Energy, Inc. (NEES Energy), a Massachusetts Corporation, was
formed on June 14, 1996. The corporation was capitalized on August 9, 1996
when one thousand shares of NEES Energy common stock were issued and sold to
New England Electric System (NEES). On March 22, 2000 NEES was acquired by
National Grid Group plc, and renamed National Grid USA.
2.In connection with the merger of NEES and National Grid Group plc, as
of March 22, 2000, the estimated fair value of AllEnergy Marketing Co., LLC (a
wholly owned subsidiary of NEES Energy, Inc.) was recorded as an asset held
for sale.
3.As of March 31, 2000, National Grid USA had purchased 1,000 shares of
NEES Energy common stock and made subordinated loans and other paid-in capital
contributions to NEES Energy totaling $212,047,000 and $10,655,000,
respectively.
4.As of March 31, 2000, NEES Energy had no permanent personnel and during
the first quarter of 2000 there were no individuals assigned on a
substantially full-time basis.
5.During the first quarter of 2000, NEES Energy had no kilowatt hours
sold or marketed.
6.Attached in Exhibits A through C are a consolidated balance sheet as of
March 31, 2000, consolidated income statements and statements of cash flows
for the quarter and twelve months ended March 31, 2000.
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Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this certificate of notification
(Commission's File No. 70-8803) to be signed on its behalf by the undersigned
officer thereunto duly authorized.
By: s/ John G. Cochrane
___________________________
John G. Cochrane
Treasurer
Date: June 9, 2000
