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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
FOR THE QUARTER ENDED
DECEMBER 31, 1999
NATIONAL GRID USA
25 Research Drive, Westborough, MA 01582
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999
ITEM 1 - ORGANIZATION CHART
Percentage
Energy or State of voting
Name of Reporting Gas-Related Date of of Securities
Company Company Organization Organization
Held Nature of Business
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<S> <C> <C> <C> <C> <C>
N/A for Fourth Quarter (1)
(1) On March 22, 2000, pursuant to an Agreement and Plan of Merger dated
December 11, 1998, by and among The National Grid Group plc (National Grid),
NGG Holdings LLC, and New England Electric System (NEES), NEES became a wholly
owned subsidiary of National Grid. NEES' new corporate name is National Grid
USA and is a Delaware corporation. The Securities and Exchange Commission
approved the merger on March 15, 2000. See HCAR 35-27154.
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999
Item 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
(expressed in millions, rounded to hundred thousands of dollars)
Type of Principal Issue Cost Person to
Collateral Consideration
Security Amount of or of Whom Security Given
with Received for
Company Issuing Security Issued Security Renewal
Capital Was Issued Security Each Security
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- ------- -------------- ----------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
N/A (1)
(1) AllEnergy Marketing Company, L.L.C.'s investment in Weatherwise USA L.L.C.
was recapitalized in September 1999 but did not require any additional
investment.
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999 (cont'd.)
Item 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
(expressed in millions, rounded to hundred thousands of dollars)
Company Company Amount of
Contributing Receiving Capital
Capital Capital Contribution
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<S> <C> <C> <C>
NEES Energy, Inc. AllEnergy Marketing Company,
L.L.C. $38.0
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999
Item 3 - ASSOCIATE TRANSACTIONS (expressed in millions, rounded to hundred
thousands of dollars)
Part I - Transactions performed by reporting companies on behalf of associate
companies
Direct
Indirect Total
Reporting Company Associate Company Types of
Services Costs Costs Cost of Amount
Rendering Services Receiving Services Rendered
Charged Charged Capital Billed
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<S> <C> <C> <C>
<C> <C> <C>
N/A
Part II - Transactions performed by associate companies on behalf of reporting
companies
Direct
Indirect Total
Associate Company Reporting Company Types of
Services Costs Costs Cost of Amount
Rendering Services Receiving Services Rendered
Charged Charged Capital Billed
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Massachusetts Electric Granite State Energy, Miscellaneous
(4) (1) (1) (1)
Company Inc.
New England Power New England Energy, Inc. Miscellaneous
(2) (1) (1) (1) (1)
Service Co.
New England Power Granite State Energy, Miscellaneous
(2) (1) (1) (1) (1)
Service Co. Inc.
New England Power AllEnergy Marketing Corp.
Acctg. (1) (1) (1) (1)
Service Co. Company, L.L.C. Sales
Planning (1) (1) (1) (1)
Miscellaneous
(3) (1) (1) (1) (1)
<FN>
(1) Amounts are less than $100,000.
(2) Represents 5 types of services totaling less than $100,000 in
aggregate.
(3) Represents 10 types of services totaling less than $100,000 in
aggregate.
(4)The customer service portion of the service agreement between Granite State
Energy, Inc. and New England Power
Service Company has been assigned to Massachusetts Electric Company,
in accordance with its terms. Total represents 2
types of services totaling less than $10,000 in aggregate.
</FN>
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NATIONAL GRID USA
At December 31, 1999
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
(expressed in millions rounded to hundred thousands of dollars)
<S>
<C> <C>
Investment in energy-related companies:
Total consolidated capitalization as of
December 31, 1999 (1) $2,728.8 line 1
Total capitalization multiplied by 15 percent 409.3 line 2
(line 1 multiplied by 0.15)
Greater of $50 million or line 2 409.3 line 3
Total current aggregate investment:
(categorized by major line of energy-
related business)
Power marketing and other $ 219.1
Energy software 2.2
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Total current aggregate investment $221.3 line 4
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Difference between the greater of $50 million
or 15 percent of capitalization and the total
aggregate investment of the registered holding
company system
(line 3 less line 4) $188.0 line 5
<FN>
(1)Consolidated capitalization includes total common equity, cumulative
preferred stock, long-term debt (including long-term debt due within
one year), and short-term debt.
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999
ITEM 5 - OTHER INVESTMENTS
Reason for
Major Line Other Other Difference
or Energy-Related Investment in Investment in Other
Business Last U-9C-3 Report in U-9C-3 Report Investment
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Power Marketing $7.8 $0 Investments
and Other made prior to
the effective
date of Rule 58
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NATIONAL GRID USA
For The Quarter Ended December 31, 1999
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
(A) Exhibits
1Certificate stating that a copy of the report for the previous quarter
has been filed with interested state commissions.
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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 report to be signed on its
behalf by the undersigned officer thereunto duly authorized.
NATIONAL GRID USA
s/ John G. Cochrane
___________________________
John G. Cochrane,
Vice President and Treasurer
Date: March 30, 2000
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CERTIFICATE
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A copy of the Form U-9C-3 report for the previous quarter (quarter ended
September 30, 1999) has been filed with the interested state commissions in
accordance with Rule 58 under the Public Utility Holding Company Act of
1935.
The names and addresses of such state commissions are as follows:
Mrs. Luly Massaro, Clerk
Rhode Island Public Utilities Commission
100 Orange Street
Providence, Rhode Island 02903
Mary L. Cottrell, Secretary
Massachusetts Department of Telecommunications and Energy
1 South Station
2nd Floor
Boston, MA 02110
Mr. Thomas B. Getz
Executive Director and Secretary
New Hampshire Public Utilities Commission
8 Old Suncook Road
Concord, New Hampshire 03301
SIGNATURE:
NATIONAL GRID USA
s/ John G. Cochrane
By_______________________________
Name: John G. Cochrane
Title: Vice President and Treasurer
Date: March 30, 2000
