NEW ENGLAND POWER SERVICE CO
U-13-60, 1996-05-03
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<PAGE>
                          FORM U-13-60
            Mutual and Subsidiary Service Companies
                    Revised February 7, 1980


                         ANNUAL REPORT


                         For the Period

     Beginning January 1, 1995 and Ending December 31, 1995


                             To The

            U.S. SECURITIES AND EXCHANGE COMMISSION

                               Of

               NEW ENGLAND POWER SERVICE COMPANY

                  A Subsidiary Service Company


           Date of Incorporation:  September 5, 1935


State or Sovereign Power under which Incorporated or Organized:

                The Commonwealth of Massachusetts


 Location of Principal Executive Offices of Reporting Company:

                       25 Research Drive
                     Westborough, MA  01582


Name, title, and address of officer to whom correspondence concerning this
                  report should be addressed:

                   H. W. McDowell, Controller
                       25 Research Drive
                     Westborough, MA  01582


Name of Principal Holding Company Whose Subsidiaries are served by
                       Reporting Company:

                  New England Electric System


SEC 1926 (6-82)
<PAGE>

              INSTRUCTIONS FOR USE OF FORM U-13-60


   1. Time of Filing  Rule 94 provides that on or before the first day of
May in each calendar year, each mutual service company and each subsidiary
service company as to which the Commission shall have made a favorable
finding pursuant to Rule 88, and every service company whose application
for approval or declaration pursuant to Rule 88 is pending shall file with
the Commission an annual report on Form U-13-60 and in accordance with the
Instructions for that form.

   2. Number of Copies  Each annual report shall be filed in duplicate. 
The company should prepare and retain at least one extra copy for itself in
case correspondence with reference to the report become necessary.

   3. Period Covered by Report  The first report filed by any company
shall cover the period from the date the Uniform System of Accounts was
required to be made effective as to that company under Rules 82 and 93 to
the end of that calendar year.  Subsequent reports should cover a calendar
year.

   4. Report Format  Reports shall be submitted on the forms prepared by
the Commission.  If the space provided on any sheet of such form is
inadequate, additional sheets may be inserted of the same size as a sheet
of the form or folded to such size.

   5. Money Amounts Displayed  All money amounts required to be shown in
financial statements may be expressed in whole dollars, in thousands of
dollars or in hundred thousands of dollars, as appropriate and subject to
provisions of Regulation S-X (Section 210.3-01(b)).

   6. Deficits Displayed  Deficits and other like entries shall be
indicated by the use of either brackets or a parenthesis with corresponding
reference in footnotes.  (Regulation S-X, Section 210.3-01(c))

   7. Major Amendments or Corrections  Any company desiring to amend or
correct a major omission or error in a report after it has been filed with
the Commission shall submit an amended report including only those pages,
schedules, and entries that are to be amended or corrected.  A cover letter
shall be submitted requesting the Commission to incorporate the amended
report changes and shall be signed by a duly authorized officer of the
company.

   8. Definitions  Definitions contained in Instruction 01-8 to the
Uniform System of Accounts for Mutual Service Companies and Subsidiary
Service Companies, Public Utility Holding Company Act of 1935, as amended
February 2, 1979 shall be applicable to words or terms used specifically
within this Form U-13-60.

   9. Organization Chart  The service company shall submit with each
annual report a copy of its current organization chart.

  10. Methods of Allocation  The service company shall submit with each
annual report a listing of the currently effective methods of allocation
being used by the service company and on file with the Securities and
Exchange Commission pursuant to the Public Utility Holding Company Act of
1935.

  11. Annual Statement of Compensation for Use of Capital Billed  The
service company shall submit with each annual report a copy of the annual
statement supplied to each associate company in support of the amount of
compensation for use of capital billed during the calendar year.
<PAGE>
<TABLE>
       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

         LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS
<CAPTION>
                                           Schedule or        Page
Description of Schedules and Accounts      Account No.       Number
<S>                                        <C>                 <C>
COMPARATIVE BALANCE SHEET                  Schedule I              4-5

  Service company property                 Schedule II             6-7
  Accumulated provision for depreciation and
    amortization of service company property                Schedule III            8
  Investments                              Schedule IV               9
  Accounts receivable from associate
    companies                              Schedule V               10
  Fuel stock expenses undistributed        Schedule VI              11
  Stores expense undistributed             Schedule VII             12
  Miscellaneous current and accrued assets Schedule VIII            13
  Miscellaneous deferred debits            Schedule IX              14
  Research, development, or demonstration
                                           expenditures     Schedule X     15
  Proprietary capital                      Schedule XI              16
  Long-term debt                           Schedule XII             17
  Current and accrued liabilities          Schedule XIII            18
  Notes to financial statements            Schedule XIV             19

COMPARATIVE INCOME STATEMENT               Schedule XV              20

  Analysis of billing - associate companies                 Account 457            21
  Analysis of billing - nonassociate companies              Account 458            22
  Analysis of charges for service - associate
                                           and nonassociate
companies                                  Schedule XVI             23
  Schedule of expense by department or service
                                           function         Schedule XVII  24-26
  Departmental analysis of salaries        Account 920              27
  Outside services employed                Account 923           28-32
  Employee pensions and benefits           Account 926              33
  General advertising expenses             Account 930.1            34
  Miscellaneous general expenses           Account 930.2            35
  Rents                                    Account 931              36
  Taxes other than income taxes            Account 408              37
  Donations                                Account 426.1            38
  Other deductions                         Account 426.5            39
  Notes to statement of income             Schedule XVIII           40

          LISTING OF INSTRUCTIONAL FILING REQUIREMENTS
                                                              Page
Description of Reports or Statements                         Number

ORGANIZATION CHART                                                  41

METHODS OF ALLOCATION                                               42

ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED          43
ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY 

</TABLE>


<PAGE>
<TABLE>
               For the Year Ended December 31, 1995
                          (In Thousands)

                            SCHEDULE I
                    COMPARATIVE BALANCE SHEET

Give balance sheet of Company as of December 31 of the current and prior year
<CAPTION>
Account             Assets and Other Debits                As of December 31
                                                    Current                     Prior
<S>                          <C>                       <C>                      <C>
     SERVICE COMPANY PROPERTY
101  Service company property (Schedule II)              $18,175             $29,103
107  Construction work in progress (Schedule II)                                    
                                                        --------            --------
          Total Property                                  18,175              29,103
                                                        --------            --------
108  Less accumulated provision for depreciation
      and amortization of service
      company property  (Schedule III)                       138                 138
                                                        --------            --------
          Net Service Company Property                    18,037              28,965
                                                        --------            --------
     INVESTMENTS
123  Investments in associate companies (Schedule IV)
124 &
128  Other Investments (Schedule IV)                      45,215              15,093
                                                        --------            --------
          Total Investments                               45,215              15,093
                                                        --------            --------
     CURRENT AND ACCRUED ASSETS
131  Cash                                                     12                 347
134  Special deposits                                        121                 107
135  Working funds                                            72                  89
136  Temporary cash investments (Schedule IV)              1,100                   0
141  Notes receivable from associate companies
      (Money Pool)
143  Accounts receivable                                   2,842               2,963
144  Accumulated provision of uncollectible accounts
146  Accounts receivable from associate companies
      (Schedule V)                                        11,308              31,995
152  Fuel stock expenses undistributed (Schedule VI)
154  Materials and supplies                                    3                   7
163  Stores expense undistributed (Schedule VII)
165  Prepayments                                          10,489               6,384
174  Miscellaneous current and accrued assets
      (Schedule VIII)
                                                         -------             -------
          Total Current and Accrued Assets                25,947              41,892
                                                         -------             -------
     DEFERRED DEBITS
181  Unamortized debt expense
184  Clearing accounts
186  Miscellaneous deferred debits (Schedule IX)           3,033               2,479
188  Research, development, or demonstration
      expenditures (Schedule X)
190  Accumulated deferred income taxes                     5,496               4,348
                                                         -------             -------
          Total Deferred Debits                            8,529               6,827
                                                         -------             -------
          TOTAL ASSETS AND OTHER DEBITS                  $97,728             $92,777
                                                         =======             =======
</TABLE>
<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

              For the Year Ended December 31, 1995 
                          (In Thousands)

                            SCHEDULE I
                    COMPARATIVE BALANCE SHEET
<CAPTION>
Account   Liabilities and Proprietary Capital              As of December 31
                                                    Current                     Prior
<S>                      <C>                           <C>                      <C>
     PROPRIETARY CAPITAL
201  Common stock issued (Schedule XI)
211  Miscellaneous paid-in-capital (Schedule XI)         $16,350            $ 1,350
215  Appropriated retained earnings (Schedule XI)
216  Unappropriated retained earnings (Schedule XI)          165                158
                                                         -------            -------
          Total Proprietary Capital                      $16,515            $ 1,508
                                                         -------            -------
          
     LONG-TERM DEBT
223  Advances from associate companies (Schedule XII)
224  Other long-term debt (Schedule XII)
225  Unamortized premium on long-term debt
226  Unamortized discount on long-term debt - debit
                                                         -------            -------
          Total Long-Term Debt
                                                         -------            -------
          
     CURRENT AND ACCRUED LIABILITIES
231  Notes payable
232  Accounts payable                                     10,215             15,318
233  Notes payable to associate companies
      (Schedule XIII)                                          -              4,950
234  Accounts payable to associate companies
      (Schedule XIII)                                        148                971
236  Taxes accrued                                           524                944
237  Interest accrued                                         19                 16
238  Dividends declared
241  Tax collections payable                               1,272                273
242  Miscellaneous current and accrued
      liabilities (Schedule XIII)                         13,784             15,672
                                                         -------           --------
          Total Current and Accrued Liabilities           25,962             38,144
                                                         -------           --------
     DEFERRED CREDITS
253  Other deferred credits                               55,251             53,099
255  Accumulated deferred investment tax credits               -                 26
                                                         -------           --------
          Total Deferred Credits                          55,251             53,125
                                                         -------           --------
282  ACCUMULATED DEFERRED INCOME TAXES
                                                         -------           --------
          TOTAL LIABILITIES AND PROPRIETARY CAPITAL      $97,728            $92,777
                                                         =======           ========

</TABLE>

<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE II
                     SERVICE COMPANY PROPERTY
<CAPTION>


                      BALANCE AT                    RETIREMENTS                    BALANCE
                       BEGINNING                       OR    OTHER (1)            AT CLOSE
DESCRIPTION            OF YEAR   ADDITIONS            SALES   CHANGES             OF YEAR
<S>                      <C>        <C>     <C>       <C>       <C>
Account

301 Organization
303 Miscellaneous
     Intangible
     Plant
304 Land and Land
     Rights
305 Structures and
     Improvements
306 Leasehold
     Improvements
307 Equipment (2)          $29,062   $(10,928)                                             $18,134
308 Office
     Furniture and
     Equipment                  37                                                              37
309 Automobiles,
     Other Vehicles
     and Related
     Garage
     Equipment                   4                                                               4
310 Aircraft and
     Airport
     Equipment
311 Other Service
     Company
     Property (3)
                          --------   --------              ----          -----            --------
        SUB-TOTAL          $29,103   $(10,928)                                             $18,175
                          --------   --------              ----          -----            --------

107 Construction
     Work in
     Progress (4)
                         ---------   --------              ----          -----            --------
       TOTAL               $29,103   $(10,928)                                             $18,175
                         =========   ========              ====          =====            ========

</TABLE>




<PAGE>
(1) PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

              For the Year Ended December 31, 1995 
                          (In Thousands)

                     SCHEDULE II - CONTINUED



(2) Subaccounts are required for each class of equipment owned.  The service
    company shall provide a listing by subaccount of equipment additions
    during the year and the balance at the close of the year:

                                                          BALANCE
                                                           AT CLOSE
    SUBACCOUNT DESCRIPTION                   ADDITIONS     OF YEAR

    Engineering Tools and Equipment                 None       $    11

    Relay, Laboratory Testing Equipment             None            25

    Construction Equipment                          None            61

    Capitalized lease for computer
    information system                          $(10,928) (A)            $18,037
                                                --------       -------
          TOTAL                                 $(10,928)      $18,134
                                                ========       =======



(3) DESCRIBE OTHER SERVICE COMPANY PROPERTY:

          None








(4) DESCRIBE CONSTRUCTION WORK IN PROGRESS:

          None




(A) Primarily reflects amortization of capital lease.
<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE III
            ACCUMULATED PROVISION FOR DEPRECIATION AND
             AMORTIZATION OF SERVICE COMPANY PROPERTY
<CAPTION>


                                ADDITIONS                       OTHER
                     BALANCE AT          CHARGED              CHANGES        BALANCE
                      BEGINNING              TO    RETIRE-       ADD         AT CLOSE
DESCRIPTION           OF YEAR    ACCT 403           MENTS    (DEDUCT)(1)      OF YEAR
<S>                     <C>       <C>      <C>        <C>       <C>
Account

301 Organization
303 Miscellaneous
     Intangible
     Plant
304 Land and Land
     Rights
305 Structures and
     Improvements
306 Leasehold
     Improvements
307 Equipment               $ 97                                                        $ 97
308 Office
     Furniture and
     Equipment                37                                                          37
309 Automobiles,
     Other Vehicles
     and Related
     Garage
     Equipment                 4                                                           4
310 Aircraft and
     Airport
     Equipment
311 Other Service
     Company
     Property
                             ---         ---               ---            ---            ---
          TOTAL             $138                                                        $138
                             ===         ===               ===            ===            ===


22) PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

          None

</TABLE>


<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE IV
                           INVESTMENTS



INSTRUCTIONS:    Complete the following schedule concerning investments.

            Under Account 124 "Other Investments," state each investment
            separately, with description, including, the name of issuing
            company, number of shares or principal amount, etc.

            Under Account 136, "Temporary Cash Investments," list each
            investment separately.

                                             BALANCE AT      BALANCE AT
                                              BEGINNING       CLOSE
DESCRIPTION                                    OF YEAR        OF YEAR

ACCOUNT 123 - INVESTMENT IN ASSOCIATE
 COMPANIES                                           None           None
                                                   ------         ------
      TOTAL                                          None           None
                                                    =====          =====

ACCOUNT 124 & 128 - OTHER INVESTMENTS

   Supplemental Retirement/Deferred
     Compensation Plan Trust Fund                 $10,000        $37,784

   General American Life Insurance Company -
     Net Cash Surrender Value                       3,134          3,853
      
   Confederation Life Insurance Company -
     Net Cash Surrender Value                       1,623          2,073

     Aurora National Life Insurance Company -
     Net Cash Surrender Value                         272          1,344

   Metropolitan Life Insurance Company -
     Net Cash Surrender Value                           -            190

   Pacific Mutual Life Insurance Company -
     Deferred Compensation - Life Insurance
     Investments & Net Cash Surrender Value            64            (29)
                                                  -------        -------
      TOTAL                                       $15,093        $45,215
                                                  =======        =======

ACCOUNT 136 - TEMPORARY CASH INVESTMENTS          $     0        $ 1,100
     See Notes to Financial Statements
     on page 19.
                                                  -------        -------
      TOTAL                                       $     0        $ 1,100
                                                  =======        =======
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                            SCHEDULE V
           ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES


INSTRUCTIONS:    Complete the following schedule listing accounts receivable
                 from each associate company.  Where the service company has
                 provided accommodation or convenience payments for associate
                 companies, a separate listing of total payments for each
                 associate company by subaccount should be provided.

                                             BALANCE AT      BALANCE AT
                                              BEGINNING       CLOSE
                                               OF YEAR        OF YEAR
DESCRIPTION

ACCOUNT 146 -                                ACCOUNTS RECEIVABLE FROM
            ASSOCIATE COMPANIES

 New England Electric System                       $   196       $   699
 Massachusetts Electric Company                     10,085         4,283
 New England Hydro-Trans. Electric Co., Inc.           395            43
 New England Hydro Transmission Corp.                  148             6
 New England Power Company                          15,745         4,192
 New England Electric Transmission Corp.               104            14
 Yankee Atomic Electric Company                         42            77
 Granite State Electric Company                        660           242
 Narragansett Energy Resources Company                   8           (10)
 The Narragansett Electric Company                   4,177         1,731
 New England Energy Incorporated                       233            34
 New England Energy Resources, Inc.                    202            (3)
                                                   -------       -------
      TOTAL                                        $31,995       $11,308
                                                   =======       =======
                                                               TOTAL
ANALYSIS OF CONVENIENCE OR ACCOMMODATION                     PAYMENTS
  PAYMENTS:

 New England Electric System                                      $    2
 Massachusetts Electric Company                                      411
 New England Hydro-Trans. Electric Co., Inc.                           4
 New England Hydro Transmission Corp.                                  -
 New England Power Company                                         2,501
 New England Electric Transmission Corp.                               1
 Yankee Atomic Electric Company                                      163
 Granite State Electric Company                                       18
 Narragansett Energy Resources Company                                 -
 The Narragansett Electric Company                                   595
 New England Energy Incorporated                                       4
 New England Energy Resources, Inc.                                    -
                                                                  ------
      TOTAL PAYMENTS                                              $3,699
                                                                  ======
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE VI
                FUEL STOCK EXPENSES UNDISTRIBUTED



INSTRUCTIONS:  Report the amount of labor and expenses incurred with
               respect to fuel stock expenses during the year and indicate
               amount attributable to each associate company.  Under the
               section headed "Summary" listed below give an overall report
               of the fuel functions performed by the service company.

DESCRIPTION                          LABOR     EXPENSES    TOTAL

ACCOUNT 152 -                        FUEL STOCK EXPENSES
           UNDISTRIBUTED                   None       None       None

                                           ----       ----       ----
           TOTAL                           None       None       None
                                           ====       ====       ====



SUMMARY:
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE VII
                   STORES EXPENSE UNDISTRIBUTED



INSTRUCTIONS:    Report the amount of labor and expenses incurred with
                 respect to stores expense during the year and indicate
                 amount attributable to each associate company.

DESCRIPTION                          LABOR     EXPENSES    TOTAL

ACCOUNT 163 -                        STORES EXPENSE
           UNDISTRIBUTED                   None       None       None

                                           ----       ----      -----
           TOTAL                           None       None       None
                                           ====       ====       ====

<PAGE>
       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

              For the Year Ended December 31, 1995
                         (In Thousands)

                         SCHEDULE VIII
            MISCELLANEOUS CURRENT AND ACCRUED ASSETS



INSTRUCTIONS:  Provide detail of items in this account.  Items less than
               $10,000 may be grouped, showing the number of items in
               each group.

                                         BALANCE AT       BALANCE AT
                                        BEGINNING          CLOSE
DESCRIPTION                              OF YEAR           OF YEAR

ACCOUNT 174 -                              MISCELLANEOUS CURRENT AND
           ACCRUED ASSETS                        None             None

                                                 ----             ----
           TOTAL                                 None             None
                                                 ====             ====

<PAGE>
<TABLE>
       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

              For the Year Ended December 31, 1995
                         (In Thousands)

                          SCHEDULE IX
                 MISCELLANEOUS DEFERRED DEBITS



INSTRUCTIONS:  Provide detail of items in this account.  Items less than
               $10,000 may be grouped by class, showing the number of
               items in each class.

<CAPTION>
                                               BALANCE AT  BALANCE AT
                                              BEGINNING     CLOSE
DESCRIPTION                                    OF YEAR      OF YEAR
<S>                                              <C>          <C>

ACCOUNT 186 - MISCELLANEOUS DEFERRED DEBITS

 Unbilled Computer Information Systems Costs        $1,213      $  678
 Unbilled Microwave Improvements                       624       1,913
 Unbilled Building Leasehold Improvements                -         610
 Deferred Radio Expenses                               377           -
          Employee House Purchased                     100           -
 Deferred Renovation Expenses                          357           -
 Unbilled Shared Microwave System Expenses             (53)            (102)
 Unbilled Dispatching Expenses (REMVEC)                (77)            (118)
 Unbilled Heavy Equipment Expenses                      50          42
 Unbilled Overheads                                   (123)               -
 Miscellaneous Expenses (7 items)                       11          10
                                                    ------      ------
          TOTAL                                     $2,479      $3,033
                                                    ======      ======
</TABLE>

<PAGE>
       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

For the Year Ended December 31, 1995
                         (In Thousands)

                           SCHEDULE X
      RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES



INSTRUCTIONS:  Provide a description of each material research,
               development, or demonstration project which incurred
               costs by the service corporation during the year.

DESCRIPTION                                              AMOUNT

ACCOUNT 188 - RESEARCH, DEVELOPMENT, OR
           DEMONSTRATION EXPENDITURES                        None

                                                             ----
   TOTAL                                                     None
                                                             ====

<PAGE>
<TABLE>
       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

              For the Year Ended December 31, 1995

                          SCHEDULE XI
                      PROPRIETARY CAPITAL

<CAPTION>
                                                           OUTSTANDING
                             NUMBER OF   PAR OR STATED                        CLOSE OF PERIOD
ACCOUNT                        SHARES      VALUE     NO. OF                                     TOTAL
NUMBER      CLASS OF STOCK   AUTHORIZED  PER SHARE   SHARES                                      AMOUNT
<S>              <C>             <C>         <C>       <C>                         <C>

201                             COMMON STOCK ISSUED      4,000           $25              3            $75

INSTRUCTIONS:  Classify amounts in each account with a brief
               explanation, disclosing the general nature of
               transactions which give rise to the reported amounts.

DESCRIPTION                                                    AMOUNT

ACCOUNT 211 - MISCELLANEOUS PAID-IN CAPITAL
           Capital contributions from New England                     
           Electric System, the holding company, 
           authorized on:
           
           December 21, 1979 (SEC Release Number 35-21354)       $ 1,350,000
           December 29, 1995                              15,000,000

ACCOUNT 215 - APPROPRIATED RETAINED EARNINGS                 None
                                                          ----------
           TOTAL                                           $16,350,000
                                                          ==========


INSTRUCTIONS:           Give particulars concerning net income or (loss) during the
                        year, distinguishing between compensation for the use of
                        capital owed or net loss remaining from servicing
                        non-associates per the General Instructions of the Uniform
                        Systems of Accounts.  For dividends paid during the year in
                        cash or otherwise, provide rate percentage, amount of
                        dividend, date declared and date paid.

                      BALANCE AT  NET INCOME             BALANCE AT
                       BEGINNING      OR      DIVIDENDS    CLOSE
DESCRIPTION            OF YEAR      (LOSS)      PAID       OF YEAR

ACCOUNT 216 -
 UNAPPROPRIATED
 RETAINED EARNINGS         $157,959   $165,492    (A)           $157,959 (B)   $165,492
                           --------   --------     --------     --------
           TOTAL           $157,959   $165,492     $157,959     $165,492
                           ========   ========     ========     ========

(A) Return on equity of 11.25% as authorized by SEC File #70-6353 amendment
    No. 11 dated August 18, 1995.

(B)        DATE       DATE    NO. OF      TOTAL
        DECLARED     PAID      SHARES    DIVIDEND

              2/22/95    4/03/95                   3            $157,959

</TABLE>
<PAGE>
<TABLE>
                    ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

                           For the Year Ended December 31, 1995
                                      (In Thousands)

                                       SCHEDULE XII
                                      LONG-TERM DEBT



INSTRUCTIONS:    Advances from associate companies should be reported separately for advances on notes,
                 and advances on open account.  Names of associate companies from which advances were
                 received shall be shown under the class and series of obligation column.  For Account
                 224 - Other long-term debt provide the name of creditor company or organization, terms
                 of the obligation, date of maturity, interest rate, and the amount authorized and
                 outstanding.

<CAPTION>

             TERMS OF OBLIG         DATE                     BALANCE AT                   BALANCE AT
NAME OF      CLASS & SERIES          OF    INTEREST            AMOUNT BEGINNING      DEDUCTIONS        CLOSE
CREDITOR     OF OBLIGATION MATURITY          RATE   AUTHORIZED        OF YEAR   ADDITIONS     (1)     OF YEAR

<S>          <C>           <C>     <C>     <C>      <C>      <C>      <C>       <C>
ACCOUNT 223 -
                     ADVANCES FROM
                     ASSOCIATE
                                                     COMPANIES:                    None None


ACCOUNT 224 -
                                                     OTHER LONG-TERM
                                                     DEBT:                         None None
                                                                                    ------   ----
                                                     TOTAL                         None None
                                                                                  =====     =====


(1) Give an explanation of deductions:

                                                    None

</TABLE>
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                          SCHEDULE XIII
                 CURRENT AND ACCRUED LIABILITIES

INSTRUCTIONS:  Provide balance of notes and accounts payable to each
               associate company.  Give description and amount of
               miscellaneous current and accrued liabilities.  Items less
               than $10,000 may be grouped, showing the number of items in
               each group.

                                                 BALANCE AT  BALANCE AT
                                                BEGINNING     CLOSE
DESCRIPTION                                      OF YEAR      OF YEAR

ACCOUNT 233 -                                     NOTES PAYABLE TO ASSOCIATE
            COMPANIES                                $ 4,950      $     -

 See Notes to Financial Statements
 on Page 19.

                                                     -------      -------
      TOTAL                                          $ 4,950      $     -
                                                     =======      =======

ACCOUNT 234 -                                     ACCOUNTS PAYABLE TO ASSOCIATE
            COMPANIES

 Massachusetts Electric Company                      $   440       $   52
 New England Power Company                               437           57
 Granite State Electric Company                            2            1
 The Narragansett Electric Company                        86           30
 New England Electric Transmission Corp.                   -            8
 New England Hydro Transmission Electric
  Co., Inc.                                                4            -
 New England Electric System                               2            -
                                                     -------       ------
      TOTAL                                          $   971       $  148
                                                     =======       ======

ACCOUNT 242 -                                     MISCELLANEOUS CURRENT AND
            ACCRUED LIABILITIES

 Accrued Pension Costs                               $(2,337)      $    -
 Accrued Severance Costs                                  17            -
 Group Insurance                                          21           29
 NEES Goals                                            2,896        2,991
 Commuter Use of Company Vehicles                        (19)           -
 Workman's Compensation Insurance                        265            -
 Postemployment Benefits                               3,466        3,387
 Property Under Capital Lease                         11,658        6,943
 Healthcare Costs                                       (295)         (57)
 Municipal Taxes                                           -         (117)
 Accrued Benefit Costs                                     -          608
                                                   ---------   ----------
      TOTAL                                         $ 15,672   $   13,784
                                                   =========   ==========
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995

                           SCHEDULE XIV
                  NOTES TO FINANCIAL STATEMENTS


INSTRUCTIONS:  The space below is provided for important notes regarding
               the financial statements or any account thereof.  Furnish
               particulars as to any significant contingent assets or
               liabilities existing at the end of the year.  Notes relating
               to financial statements shown elsewhere in this report may
               be indicated here by reference.

  During 1981, certain subsidiaries of New England Electric System
established a money pool to more effectively utilize cash resources of
subsidiaries and to reduce outside short-term borrowings.  The SEC authorized
the establishment of the money pool in Release No. 35-21987.  In 1983, the
terms were amended in Release No. 35-22900 to allow New England Electric
System to invest in the money pool.  In 1986, the terms were amended in
Release No. 35-24232 to allow New England Energy Incorporated and NEES Energy,
Incorporated to invest in the money pool and New England Electric Transmission
Corporation to invest in and borrow from the money pool.  In 1988, the terms
were amended in Release No. 35-24733 to allow New England Hydro-Transmission
Electric Company Incorporated and New England Hydro-Transmission Corporation
to invest in the money pool.  In 1992, the terms were amended in Release No.
35-25483 to remove NEES Energy, Incorporated from participation in the money
pool, to allow New England Hydro-Transmission Electric Company and New England
Hydro-Transmission Corporation to borrow from the money pool, to allow New
England Hydro Finance Company, Incorporated and Narragansett Energy Resources
Company to invest in the money pool and to divide the borrowing members of the
money pool into Group I and Group II, consisting of wholly owned subsidiaries
and non-wholly owned subsidiaries, respectively, with different borrowing
priorities.

  Short-term borrowing needs of subsidiaries are met first with available
funds of other subsidiaries.  Borrowing companies pay interest at a rate
designed to approximate the cost of outside short-term borrowings.  Companies
who invest in the pool share the interest earned on a basis proportionate to
their average monthly investment in the money pool.  Funds may be withdrawn
from or repaid to the pool at any time without prior notice.

  New England Power Service Company was designated to administer the pool as
agent for the member companies.  The Company has classified pool transactions
of the member companies on a net basis in the current and prior year balance
sheets.

  At December 31, 1995 the detail of this pool was as follows:

Investments in the Pool:
 New England Electric System                   $ 3,600,000
 New England Hydro-Trans. Electric Co., Inc.       950,000
 New England Hydro Transmission Corp.              150,000
 New England Energy Incorporated                 1,100,000
 Narragansett Energy Resources Company             400,000
 New England Power Service Company               1,100,000  $7,300,000
                                               -----------  ==========
Borrowings from the Pool:
 Massachusetts Electric Company                $ 1,000,000
 Granite State Electric Company                  3,550,000
 New England Power Company                       1,025,000
 The Narragansett Electric Company               1,000,000
 New England Electric Transmission Corp.           725,000  $7,300,000
                                               -----------  ==========
<PAGE>

<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                           SCHEDULE XV
                       STATEMENT OF INCOME
<CAPTION>

ACCOUNT            DESCRIPTION                    CURRENT     PRIOR
                                                   YEAR         YEAR
<S>                   <C>                          <C>          <C>

        INCOME

457     Services rendered to associate companies       $217,144            $220,618
458     Services rendered to nonassociate companies       2,177               2,432
421     Miscellaneous income or loss
                                                        -------             -------
               TOTAL INCOME                             219,321             223,050
                                                        -------             -------

        EXPENSE

920     Salaries and wages                               93,280              89,269
921     Office supplies and expenses                     39,234              53,199
922     Administrative expense transferred - credit
923     Outside services employed                        10,830               4,397
924     Property insurance                                  116                   9
925     Injuries and damages                              1,129               2,606
926     Employee pensions and benefits                   37,131              37,287
928     Regulatory commission expense                        77                 166
930.1   General advertising expenses
930.2   Miscellaneous general expenses                      102                  67
931     Rents                                            27,512              24,784
932     Maintenance of structures and equipment           2,144               3,046
403     Depreciation and amortization expense
408     Taxes other than income taxes                     7,980               7,645
409     Income taxes                                        162              (2,104)
410     Provision for deferred income taxes                 813               1,960
411     Provision for deferred income taxes - credit     (1,960)               (417)
411.5   Investment tax credit                               (26)                (39)
426.1   Donations                                           221            180
426.5   Other deductions
427     Interest on long-term debt
430     Interest on debt to associate companies            (902)          (416)
431     Other interest expense                            1,313          1,253
                                                        -------        -------
               TOTAL EXPENSE                            219,156             222,892
                                                        -------             -------
               NET INCOME OR (LOSS)                    $    165            $    158
                                                        =======             =======
</TABLE>

<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                          ANALYSIS OF BILLING

                          ASSOCIATE COMPANIES
                              ACCOUNT 457

<CAPTION>
                                    DIRECT   INDIRECT COMPENSATION           TOTAL
                                      COSTS   COSTS    FOR USE   AMOUNT
NAME OF ASSOCIATE COMPANY           CHARGED  CHARGED  OF CAPITAL BILLED
                                      457-1   457-2     457-3
<S>                                   <C>      <C>        <C>      <C>

New England Electric System           $ 2,020  $   286     $  1  $ 2,307
Massachusetts Electric Company         57,400   10,444       46   67,890
New England Hydro-Transmission
                                      Electric Co., Inc.           1,525       222         1          1,748
New England Hydro Transmission Corp.      500       64               564
New England Power Company              84,589   23,209       84  107,882
New England Electric Transmission
                                      Corp.        420       65                485
Yankee Atomic Electric Company             85       55               140
Granite State Electric Company          3,594      858        4    4,456
Narragansett Energy Resources Company      73       35               108
The Narragansett Electric Company      24,346    4,791       22   29,159
New England Energy Incorporated         1,030      102        1    1,133
New England Energy Resources, Inc.        953      318        1    1,272
                                              --------  -------     ----  --------
                                      TOTAL   $176,535 $40,449      $160       $217,144
                                              ======== =======                     ====       ========

<PAGE>
</TABLE>
<TABLE>
                       ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

                              For the Year Ended December 31, 1995
                                         (In Thousands)

                                      ANALYSIS OF BILLING

                                     NONASSOCIATE COMPANIES
                                          ACCOUNT 458
<CAPTION>
                                   DIRECT   INDIRECT  COMPENSATION                  EXCESS TOTAL
                                   COST     COST      FOR USE    TOTAL   OR         AMOUNT
NAME OF NONASSOCIATE COMPANY       CHARGED  CHARGED   OF CAPITAL COST    DEFICIENCY BILLED
                                   458-1    458-2     458-3              458-4
<S>                                <C>      <C>       <C>        <C>     <C>        <C>

1)    REMVEC Billings                   $2,031      $(31)        5    $2,005           0          $2,005
2)    Martin Marietta                      156        (1)        -       155           0             155
3)    Central Maine Power Company           17         -         -        17           0              17
                                         -----       ----      ---     -----      ---     ----
            TOTAL                       $2,204       $(32)     $ 5    $2,177           0          $2,177
                                         =====       ====      ===     =====      ===    =====

INSTRUCTION:  Provide a brief description of the services rendered to each nonassociated company:

1)   Centralized Eastern N.E. Dispatching System
2)   Testing of HVDC Transmission/Cost Reduction
3)   Storm Restoration Services

</TABLE>

<PAGE>
<TABLE>
                            ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

                                   For the Year Ended December 31, 1995
                                              (In Thousands)
                                               SCHEDULE XVI
                   ANALYSIS OF CHARGES FOR SERVICE ASSOCIATE AND NONASSOCIATE COMPANIES
<CAPTION>
                                ASSOCIATE COMPANY CHARGESNONASSOCIATE COMPANY CHARGESTOTAL CHARGES FOR SERVICE
                                ------------------------------------------------------------------------------
                                DIRECT  INDIRECT           DIRECT  INDIRECT         DIRECTINDIRECT
                                 COST      COST    TOTAL   COST      COST   TOTAL    COST    COST    TOTAL
<S>                               <C>      <C>       <C>     <C>      <C>    <C>      <C>    <C>      <C>
920  Salaries and Wages         $ 81,490 $11,750 $ 93,240    $ 40          $   40 $ 81,530 $11,750$ 93,280
921  Office Supplies and Expenses 26,988  10,194   37,182   2,052           2,052   29,040  10,194  39,234
922  Administrative Expense
       Transferred-Credit
923  Outside Services Employed     9,937     781   10,718     112             112   10,049     781  10,830
924  Property Insurance                      116      116                                      116     116
925  Injuries and Damages            986     143    1,129                              986     143   1,129
926  Employee Pensions and Benefits       32,453    4,678  37,131                           32,453   4,678    37,131
928  Regulatory Commission Expense    72       5       77                               72       5      77
930.1  General Advertising Expenses
930.2  Miscellaneous General Expenses                 102     102                                      102       102
931  Rents                        16,313  11,199   27,512                           16,313  11,199  27,512
932  Maintenance of Structures and
       Equipment                           2,144    2,144                                    2,144   2,144
403  Depreciation and Amortization
       Expense
408  Taxes Other Than Income Taxes 6,974   1,006    7,980                            6,974   1,006   7,980
409  Income Taxes                            157      157             $ 5       5              162     162
410  Provision for Deferred Income
      Taxes                                  787      787              26      26              813     813
411  Provision for Deferred Income
       Taxes-Credit                       (1,898)  (1,898)            (62)    (62)          (1,960) (1,960)
411.5  Investment Tax Credit                 (25)     (25)             (1)     (1)             (26)    (26)
426.1  Donations                      21     200      221                               21     200     221
426.5  Other Deductions
427  Interest on Long-Term Debt
431  Other Interest Expense        1,301      12    1,313                            1,301      12   1,313
                                -------- -------  -------  ------    ----  ------ -------- ------- -------
       TOTAL EXPENSES           $176,535 $41,351  217,886  $2,204    $(32)  2,172 $178,739 $41,319 220,058
                                ======== =======  =======  ======    ====  ====== ======== ======= =======
     Compensation for use of
       Equity Capital                                 160                       5                      165
                                                  -------                  ------                  -------
430  Interest on Debt to
       Associate Companies                           (902)                      -                     (902)
                                                 --------                  ------                 --------
       TOTAL COST OF SERVICE                     $217,144                  $2,177                 $219,321
                                                 ========                  ======                 ========
     INSTRUCTION:     Total cost of service will equal for associate and nonassociate companies the total amount billed under
                      their separate analysis of billing schedules.
</TABLE>
<PAGE>
<TABLE>
                            ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

                                   For the Year Ended December 31, 1995
                                              (In Thousands)

                                               SCHEDULE XVII
                    SCHEDULE OF EXPENSE DISTRIBUTION BY DEPARTMENT OR SERVICE FUNCTION
<CAPTION>
                                               TOTAL
     DESCRIPTION OF ITEMS                      AMOUNT OVERHEAD   01       02      03      04       05
                                               ------ -------- ------   ------  ------  ------   ------
<S>                                             <C>     <C>      <C>      <C>     <C>     <C>      <C>
920  Salaries and wages                     $ 93,280           $3,406   $410   $2,350   $10,124  $1,500
921  Office supplies and expenses             39,234              672     62    1,095     3,298   1,024
922  Administrative expense transferred - credit
923  Outside services employed                10,830              124              20     1,861
924  Property insurance                          116                 
925  Injuries and damages                      1,129                                           
926  Employee pensions and benefits           37,131                       3       22       156      49
928  Regulatory commission expense                77                                 
930.1          General advertising expenses
930.2          Miscellaneous general expense     102                                         14
931  Rents                                    27,512                              311       536     210
932  Maintenance of structures and equipment   2,144                                                   
403  Depreciation and amortization expense
408  Taxes other than income taxes             7,980
409  Income taxes                                162     162         
410  Provision for deferred income taxes         813     813
411  Provision for deferred income taxes - credit     (1,960)  (1,960)
411.5          Investment tax credit             (26)    (26)
426.1          Donations                                 221
426.5          Other deductions
427  Interest on long-term debt
430  Interest on debt to associate companies    (902)
431  Other interest expense                    1,313               21
                                            -------- -------  -------   ----   ------   -------  ------
               TOTAL EXPENSES               $219,156        $  (1,011)        $ 4,223      $475  $3,798   $15,989    $2,783
                                            ======== =======  =======   ====   ======   =======  ======


INSTRUCTION:     Indicate each department or service function.  (see Instruction 01-3 General Structure of Accounting
                 System: Uniform System of Accounts)
</TABLE>
<PAGE>
<TABLE>
                            ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

                                   For the Year Ended December 31, 1995
                                              (In Thousands)

                                         SCHEDULE XVII - CONTINUED

<CAPTION>
ACCOUNT
NUMBER     06        07       08      09       10        11       12      13       14        15       16
- -------  -------   -------  ------- -------  -------   -------  ------- -------  -------   -------  -------
<S>          <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>     <C>
920       $1,462     $209  $ 3,919  $10,484   $4,550   $1,151     $947  $27,811 $  1,834    $ 814 $ 6,367
921          174      110    2,363   13,891    4,322       86       82    4,619    1,106       76     115
922
923                   128    1,276    6,058      278        2       68      122       18       18      80
924                                                                                  116         
925                            560                                  58               429                 
926            5        1   36,091      282       37       11        4      180       59       11      77
928                                                        38                          1                1
930.1
930.2                           42                 2                                  25
931                          1,792   20,030       58                 4    2,184        1              838
932                          2,144                                                                       
403
408                                                                                                 7,980
409
410
411
411.5
426.1                          155                                                                     66
426.5
427
430                                                                                                  (902)
431                           (394)                                           1       22            1,663
          ------     ----  -------  -------   ------   ------   ------  -------  -------   ------ -------
          $1,641     $448  $47,948  $50,745   $9,247   $1,288   $1,163  $34,917  $ 3,611   $  919 $16,285
          ======     ====  =======  =======   ======   ======   ======  =======  =======   ====== =======
</TABLE>
<PAGE>
<TABLE>
                            ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY
                                   For the Year Ended December 31, 1995
                                              (In Thousands)

                                         SCHEDULE XVII - CONTINUED
<CAPTION>
ACCOUNT
 NUMBER     17      18       19        20       21
- -------  -------   -------  ------- -------  -------   -------  ------- -------  -------   -------  -------
<S>          <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>
920       $1,134   $  695   $4,163   $5,980   $3,970
921           45       30      264    4,831      969
922
923            7       75       21      168      506
924
925                                      31       51
926            3       12       10       30       88
928                                       2       35
930.1
930.2                                             19

931                             15    1,511       22
932                                                 
403
408                      
409
410
411
411.5
426.1
426.5
427
430
431
          ------   ------   ------  -------   ------   ------   ------    -----    -----   ------   ------
          $1,189   $  812   $4,473  $12,553   $5,660
          ======   ======   ======  =======   ======   ======   ======    =====    =====   ======   ======
</TABLE>
<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                DEPARTMENTAL ANALYSIS OF SALARIES
                           ACCOUNT 920
<CAPTION>


                                     DEPARTMENTAL SALARY EXPENSE
NAME OF DEPARTMENT                   INCLUDED IN AMOUNTS BILLED TO           NUMBER
                                     -------------------------------        PERSONNEL
Indicate each dept. or      TOTAL          PARENT   OTHER      NON           END OF
service function           AMOUNT        COMPANY  ASSOCIATES               ASSOCIATES         YEAR
<S>                         <C>            <C>        <C>      <C>             <C>

01 Management                 $ 3,406             $139           $ 3,267                            16
02 Research &
    Development                   410                                410                             6
03 Customer Service             2,350                              2,350                            51
04 Engineering                 10,124                             10,095           $ 29            154
05 REMVEC                       1,500                              1,500                            19
06 Purchase Material
    Management                  1,462                              1,462                            36
07 Labor Relations                209                                209                             3
08 Human Resources              3,919              272             3,647                            44
09 Information Services        10,484                             10,484                           182
10 Demand Side Management       4,550                4             4,546                            72
11 Rates                        1,151                              1,151                            17
12 Environmental                  947                                947                            13
13 Construction                27,811                             27,800             11            481
14 Treasury/Financial           1,834               59             1,775                            31
15 Financial Forecasting          814                                814                            14
16 Corporate Accounting         6,367               17             6,350                           151
17 Fuel Procurement             1,134                              1,134                            18
18 Internal Audit                 695                                695                            12
19 Planning & Power
    Supply                      4,163                              4,163                            57
20 Transmission
    Distribution
    Supervision                 5,980                              5,980                            99
21 Corporate Legal              3,970              111             3,859                            52
                              -------             ----           -------           ----         ------
    TOTAL                     $93,280             $602           $92,638           $ 40         $1,528
                              =======             ====           =======           ====         ======

</TABLE>



<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                    OUTSIDE SERVICES EMPLOYED
                           ACCOUNT 923

INSTRUCTIONS: Provide a breakdown by subaccount of outside services
              employed.  If the aggregate amounts paid to any one payee
              and included within one subaccount is less than $25,000,
              only the aggregate number and amount of all such payments
              included within the subaccount need be shown.  Provide a
              subtotal for each type of service.
<CAPTION>
                                              RELATIONSHIP
                                             "A"- ASSOCIATE
FROM WHOM PURCHASED         ADDRESS        "NA"- NON ASSOCIATE          AMOUNT
<S>                   <C>                      <C>                    <C>

AUDITING SERVICES
 Coopers & Lybrand    1 Post Office Square     NA                 $   143
                      Boston, MA  02109
                                                                   ------
LEGAL SERVICES

 Skadden, Arps, Slate,                         919 Third Avenue     NA           60
   Meagher & Flom     New York, NY 10022-9931


 Swidler & Berlin     3000 K Street NW         NA                     294
                      Washington, DC 20007

 Covington & Burlington                        1201 Pennsylvania Ave     NA           71
                      Washington, DC 20044

 Glenn Dawson         101 Tremont Street       NA                     126
                      Boston, MA 02108

 Keller & Heckman     1001 G Street NW         NA                      29
                      Suite 500 West
                      Washington, DC 20001

 Nineteen Vendors                              NA                      29
 (Each Under $25,000)                                                ----

                      TOTAL LEGAL SERVICES                            609
                                                                     ----
OTHER SERVICES

 The Ayco Corporation One Wall Street          NA                      52
                      Albany, NY  12205

 Reliance Systems     40 Washington Street     NA                     393
                      Wellesley Hills, MA  02181

 Paul L. Joskow       7 Chilton Street         NA                      30
                      Brookline, MA  02146

 Bailey Research
   Assoc., Inc.       292 Madison Avenue       NA                     104
                      New York, NY  10017
</TABLE>

<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

              OUTSIDE SERVICES EMPLOYED - CONTINUED
                           ACCOUNT 923
<CAPTION>
                                               RELATIONSHIP
                                              "A"- ASSOCIATE
FROM WHOM PURCHASED         ADDRESS         "NA"- NON ASSOCIATE     AMOUNT
<S>                   <C>                       <C>                    <C>
 Mercer Management    P.O. Box 3800-28          NA                     164
                      Boston, MA  02241

 New Boston Systems   146 Bowdoin Street        NA                   1,012
                      Boston, MA  02108

 William Mercer, Inc. P.O. Box 6010             NA                      96
                      Boston, MA  02212

 Chapman Associates   P.O. Box 915              NA                     127
    Consulting Engineers                        Northfield, MA 01360

 Command Systems, Inc.                          One Corporate Center NA          309
                      15th Floor
                      Hartford, CT 06103

 Price Waterhouse     160 Federal Street        NA                     337
                      Boston, MA 02110

 Stone & Webster
   Management         One Penn Plaza            NA                     110
   Consultants        250 W 34th Street
                      New York, NY 10119-1265


 Towers, Perrin, Forster                        P.O. Box 8500, S-6110     NA               320
   and Crosby         Philadelphia, PA 19178

 Fuessler Group, Inc. 324 Shawmut Avenue        NA                     181
                      Boston, MA 02118

 International Business                         P.O. Box 7247-0298 BO-WBW NA               562
                      Philadelphia, PA 19170-0298


 Pentagram Design, Inc.                         212 Fifth Avenue     NA           54
                      New York, NY 10010

 Baradat & Chamberlin 1800 Harrison Street      NA                      70
                      Oakland, CA 94612

 Blackstone Group     360 North Michigan Avenue NA                      34
                      Chicago, IL 60601

 Cambridge Reports
   Research           955 Massachusetts Avenue  NA                     136
   International      Cambridge, MA 02139

 Combined
   Properties, Inc.   25 Riverview Business     NA                      38
                      300 Commercial Park
                      Malden, MA 02148
</TABLE>

<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

              OUTSIDE SERVICES EMPLOYED - CONTINUED
                           ACCOUNT 923
<CAPTION>

                                               RELATIONSHIP
                                              "A"- ASSOCIATE
FROM WHOM PURCHASED         ADDRESS         "NA"- NON ASSOCIATE     AMOUNT
<S>                           <C>                  <C>            <C>
 Communications
   Strategies         33 Spruce Road            NA                      54
                      North Reading, MA 01864

 Corey & Company      9 Golen Street            NA                      80
                      Watertown, MA 02172

 Employee Communications                        
   Services           16 Tech Drive             NA                      55
                      Natick, MA 01760-1029

 Daniel Engel         135 Martens Boulevard     NA                      29
                      San Rafael, CA 94901-0005

 GE Information Services                        P.O. Box 640611 NA           40
                      Pittsburgh, PA 15264-0611

 Lee Hecht Harrison   4310 Prudential Tower     NA                     124
                      Boston, MA 02199

 Russell Minkwitz     6 Old Meadow Lane         NA                     123
                      Canton, MA 02021


 NDT Engineering      P.O. Box 128              NA                      31
                      Westborough, MA 01581

 Parsons Main, Inc.   Prudential Center         NA                      41
                      Boston, MA 02199

 Pendleton Productivity
   Center             Pendleton Square          NA                      49
                      386 West Main Street
                      Northborough, MA 01532-2128

 Power Technologies   P.O. Box 160              NA                      63
                      Franklin Park, NJ 08823

 RHR International    P.O. Box 95122            NA                      56
                      Chicago, IL 60694-5122

 Standish Partners    105 Chestnut Street       NA                      26
                      Needham, MA 02192
</TABLE>



<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

              OUTSIDE SERVICES EMPLOYED - CONTINUED
                           ACCOUNT 923
<CAPTION>
                                               RELATIONSHIP
                                              "A"- ASSOCIATE
FROM WHOM PURCHASED      ADDRESS             "NA"- NON ASSOCIATE          AMOUNT
<S>                           <C>                  <C>            <C>
 Triad Employment Services 131 Middlesex Turnpike                     NA        1,293
                       Burlington, MA 01803


 Adept, Inc.           P.O. Box 11512                   NA         65
                       Boston, MA 02211

 Alpine Computer
   Systems, Inc.       125 Jeffrey Avenue               NA         69
                       Holliston, MA 01746

 Business Softworks
   Associates, Inc.    51 Fearing Drive                 NA         114
                       Westwood, MA 02090

 Camelot Contractors Ltd.  172 Route 101 Unit 9         NA         83
                       Bedford, NH 03110

 Data Based
   Development Systems 71 Shepard Drive                 NA         58
                       Manchester, CT 06040

 Database Systems      179 Putnam Avenue                NA         59
                       Cambridge, MA 02139-2946

 Digital Financial
   Services            1400 Computer Drive              NA         348
                       Westboro, MA 01581

 J A T Computer
   Consulting, Inc.    1124 Route 202 South             NA         63
                       Suite A2
                       Raritan, NJ                        

 Maxima Consulting, Inc.   27 Water Street              NA         142
                       Wakefield, MA 01880

 Palmer and Associates 400 Pinnacle Way                 NA         140
                       Suite 430
                       Norcross, GA 30071


 Pratt Partners        303 Congress Street              NA         46
                       Suite 600
                       Boston, MA 02110

</TABLE>

<PAGE>

<TABLE>

        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)
<CAPTION>
              OUTSIDE SERVICES EMPLOYED - CONTINUED
                           ACCOUNT 923

                                               RELATIONSHIP
                                              "A"- ASSOCIATE
FROM WHOM PURCHASED      ADDRESS             "NA"- NON ASSOCIATE          AMOUNT

<S>                      <C>                        <C>          <C>

 Technology Consulting, Inc.                    1800 Meidinger Tower        NA        84
                         Louisville, KY 40202

 Walker Interactive Systems                     303 Second Street           NA           2,253
                         San Francisco, CA 94107

 Eighty-five Vendors                           NA               361
 (Each Under $25,000)
                                                               ------
                         TOTAL OTHER SERVICES                  10,078
                                                               ------
                                               GRAND TOTAL        $10,830
                                                                   ======

</TABLE>
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                  EMPLOYEE PENSIONS AND BENEFITS
                           ACCOUNT 926



INSTRUCTIONS:  Provide a listing of each pension plan and benefit program
               provided by the service company.  Such listing should be
               limited to $25,000.


            DESCRIPTION                                    AMOUNT

            Pensions                                                    $16,776
            Postretirement Benefits Other than Pensions        11,090
            Postemployment Benefits                               (79)
            Group Insurance Premiums                            1,018
            Executive Life Insurance                           (1,681)
            Medical Insurance Premiums                          5,258
            Employee Publications                                 182
            Employee Health Program                               472
            Employee Educational Aid                              453
            Employee Thrift Plan                                2,521
            Employee Occupational Health Service                  186
            Employee Benefits Administration                      361
            Employee Severance Costs                              560
            Miscellaneous (Each Under $25,000)                     14
                                                              -------
                    TOTAL                                     $37,131
                                                              =======

<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                   GENERAL ADVERTISING EXPENSES
                          ACCOUNT 930.1



INSTRUCTIONS:  Provide a listing of the amount included in Account 930.1,
               "General Advertising Expenses", classifying the items
               according to the nature of the advertising and as defined in
               the account definition.  If a particular class includes an
               amount in excess of $3,000 applicable to a single payee,
               show separately the name of the payee and the aggregate
               amount applicable thereto.


            DESCRIPTION           NAME OF PAYEE          AMOUNT

                                                              None
                                                             -----
                    TOTAL                                     None
                                                             =====

<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                  MISCELLANEOUS GENERAL EXPENSES
                          ACCOUNT 930.2



INSTRUCTIONS:  Provide a listing of the amount included in Account 930.2,
               "Miscellaneous General Expenses", classifying such expenses
               according to their nature.  Payments and expenses permitted
               by Sections 321(b)(2) of the Federal Election Campaign Act,
               as amended by Public Law 94-283 in 1976 (2 U.S.C. Section
               441(b)(2)) shall be separately classified.


            DESCRIPTION                           AMOUNT

            Membership Dues - Company                       $102
                                                            ----
                    TOTAL                                   $102
                                                            ====
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                              RENTS
                           ACCOUNT 931



INSTRUCTIONS:  Provide a listing of the amount included in Account 931,
               "Rents", classifying such expenses by major groupings of
               property, as defined in the account definition of the
               Uniform System of Accounts.

            TYPE OF PROPERTY                             AMOUNT

            Building Rents                                   $ 2,507

            Microwave and Telemetering Equipment               1,253

            Computers                                          6,077

            Transportation Equipment                           1,457

            Capital Lease - Computer Information Systems      13,851

            Office and Other Equipment                         2,367
                                                              ------
                         TOTAL                               $27,512
                                                              ======

<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                  TAXES OTHER THAN INCOME TAXES
                           ACCOUNT 408



INSTRUCTIONS:  Provide an analysis of Account 408, "Taxes Other Than Income
               Taxes".  Separate the analysis into two groups: (1) other
               than U.S. Government taxes, and (2) U.S. Government taxes. 
               Specify each of the various kinds of taxes and show the
               amounts thereof.  Provide a subtotal for each class of tax.


            KIND OF TAX                                        AMOUNT

            1) OTHER THAN U.S. GOVERNMENT TAXES
                State Unemployment                                $1,288
                Municipal & Fuel- Motor Vehicle Excise                52
                Use - Purchases                                      270
                                                                  ------
                         SUBTOTAL                                  1,610
                                                                  ------
            2) U.S. GOVERNMENT TAXES
                Federal Unemployment                                 100
                Federal Insurance Contribution Act - Company       6,275
                Miscellaneous                                         (5)
                                                                  ------
                         SUBTOTAL                                  6,370
                                                                  ------
                         TOTAL                                    $7,980
                                                                  ======
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                            DONATIONS
                          ACCOUNT 426.1



INSTRUCTIONS:  Provide a listing of the amount included in Account 426.1,
               "Donations", classifying such expenses by its purpose.  The
               aggregate number and amount of all items of less than
               $3,000 may be shown in lieu of details.


NAME OF RECIPIENT             PURPOSE OF DONATION           AMOUNT

W.G.B.H.                     Matching Gifts Program               $ 9

United Way                   Matching Gifts Program                78

St. John's Seminary          Matching Gifts Program                 5

Pine Street Inn              Human Services Agency                  4

Massachusetts Institute of
 Technology                  Matching Gifts Program                 6

Shriners Hospital            Matching Gifts Program                 3

Central Catholic High
  School                     Matching Gifts Program                 3

Miscellaneous (426 Items)    Matching Gifts Program
 (Each Vendor Under $3,000)  for colleges, universities,
                             and other charitable
                             organizations                        113
                                                                -----
                             TOTAL                               $221
                                                                =====

<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995
                          (In Thousands)

                         OTHER DEDUCTIONS
                          ACCOUNT 426.5



INSTRUCTIONS:  Provide a listing of the amount included in Account 426.5,
               "Other Deductions", classifying such expenses according to
               their nature.


            DESCRIPTION               NAME OF PAYEE         AMOUNT

                                                                 None
                                                                 ----
                    TOTAL                                        None
                                                                 ====

<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995

                          SCHEDULE XVIII
                   NOTES TO STATEMENT OF INCOME



INSTRUCTIONS:  The space below is provided for important notes regarding
               the statement of income or any account thereof.  Furnish
               particulars as to any significant increase in services
               rendered or expenses incurred during the year.  Notes
               relating to financial statements shown elsewhere in this
               report may be indicated here by reference.


                    No Significant Notes
<PAGE>
<TABLE>
                            ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY
                                            ORGANIZATION CHART

                                   For the Year Ended December 31, 1995
<CAPTION>
                                                           Chairman NEES
                                                 !  (01)
                                                 !
                                                    President & Chief Executive
                                                            Officer NEES
                                                 
                                                 !  (01)
                                                 !
         ---------------------------------------------------------------------------------------------------------------
<S>               <C>              <C>                      <C>                <C>          
                  !                  !                      !                   !
                Vice                 Sr. Vice             Sr. Vice              Vice
                President            President            President          President
                NEES                 Finance - NEES            NEES                     NEES
                                   President - NEPSCo
                  ! (01)             !  (01)                !  (01)           !  (01)
                  !                  !                      !                  !
                  -Customer Service     -Human Resources     -Environmental    -Research &
                  ! (03)             !  (08)                !  (12)                     Development
                  !                  !                      !                  !  (02)    
                  -Engineering       -Information Services   -Corporate Legal           !
                  ! (04)             !  (09)                !  (21)            -Engineering
                  !                  !                                        !  (04)
                  -Purchase Material    -Rates                                !
                   Management        !  (11)                                  -REMVEC
                  ! (06)             !                                        !  (05)
                  !                  -Treasury/Financial                      !
                  -Demand Side       !  (14)                                  -Labor Relations
                   Management        !                                        !  (07)
                  ! (10)             -Financial Forecasting                    !
                  !                  !  (15)                                  -Environmental
                  -Transmission      !                                        !  (12)
                   Distribution      -Corporate Accounting                     !
                   Supervision       !  (16)                                  -Construction
                    (20)             !                                        !  (13)
                                     -Internal Audit                           !
                                        (18)                                  -Fuel Procurement
                                                                              !  (17)
                                                                              !
                                                                              -Planning & Power Supply
                                                                                 (19)

The numbers that appear with Department are a cross reference to Page 27.
</TABLE>
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995

                      METHODS OF ALLOCATION



            Inventory, less fuel

            Microwave air line circuit miles

            Number of employees

            Number of customers

            Number of meters in service

            Adjusted gross revenue

            Number of purchase orders

            Archive space occupied

            Number of budget reports

            Budgeted transmission/distribution
            operation and maintenance expenditures

            Budgeted transmission/distribution
            capital expenditures

            Number of aerial devices

            Average of number of purchase orders issued,
            number of checks processed and inventory balances

            Total billings to associated companies
            for services rendered (excluding
            convenience payments)
<PAGE>
<TABLE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995

    ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED

  As authorized by Commission's File No. 70-6353 and amendment No. 11 dated
August 18, 1995, New England Power Service Company included in its service
charge to customers for the year 1995  the amount of $165,492.00.  The
following is a schedule indicating a breakdown of this billing:
<CAPTION>
                              Associated   Non-Associated
                               Companies      Companies     Total
                             ------------  ----------------         ---------
<S>                              <C>             <C>          <C>
Total Compensation                 $160,242        $ 5,250     $165,492

Excess of Revenues Billed
  Over Costs Incurred to
  Non-Associated Companies                -              -            -
                                                   -------      -------              ------
Compensation for Use of
  Equity Capital Billed            $160,242        $ 5,250     $165,492
                                                   =======       ======              ======


  The Company is authorized by this order and amendment thereto to use a rate
of return on Common Equity of New England Power Company as authorized in FERC
proceedings.  The calculation of the authorized amount is as follows:

  Common Equity:

     Capital Contribution from NEES
     (December 21, 1979)                                    $ 1,350,000
     Common Shares                                                   75
                                                            -----------
                                                                                                    $ 1,350,075
                                                            -----------

      Amount of Equity return
      January - December @ 11.25%                              $151,883
                                                            -----------

     Capital Contribution from NEES
     (December 29, 1995)                                    $15,000,000
                                                            -----------

      Amount of Equity Return
      December 29 - 31 @ 11.25%                                 $13,609
                                                            -----------

     Total Amount of Equity Return                                                   $   165,492
                                                            ===========
</TABLE>
<PAGE>
        ANNUAL REPORT OF NEW ENGLAND POWER SERVICE COMPANY

               For the Year Ended December 31, 1995

                         SIGNATURE CLAUSE



     Pursuant to the requirements of the Public Utility Holding Company Act
of 1935 and the rules and regulations of the Securities and Exchange
Commission issued thereunder, the undersigned company has duly caused this
report to be signed on its behalf by the undersigned officer thereunto duly
authorized.



                New England Power Service Company
                ---------------------------------
                   (Name of Reporting Company)



                                   s/ H. W. McDowell
                               By:
                                   -------------------------------
                                   (Signature of Signing Officer)




                    H. W. McDowell, Controller
           -------------------------------------------
           (Printed Name and Title of Signing Officer)



<PAGE>
                          EXHIBIT INDEX

Exhibit No.    Description                      Page
- -----------    -----------                      ----

   27          Financial Data Schedule          Filed herewith



WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

<PAGE>
<ARTICLE>      OPUR2
<LEGEND>                                      THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
                                              EXTRACTED FROM THE BALANCE SHEET AND RELATED STATEMENTS OF
                                              INCOME, RETAINED EARNINGS AND CASH FLOWS OF NEW ENGLAND
                                              POWER SERVICE COMPANY, AND IS QUALIFIED IN ITS ENTIRETY BY
                                              REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>   1,000
       
<S>                                                                     <C>
<FISCAL-YEAR-END>                    DEC-31-1995
<PERIOD-END>                         DEC-31-1995
<PERIOD-TYPE>                             12-MOS
<BOOK-VALUE>                            PER-BOOK
<NET-SERVICE-COMPANY-PROPERTY>            18,037
<TOTAL-INVESTMENTS>                       45,215
<TOTAL-CURRENT-ASSETS>                    25,947
<TOTAL-DEFERRED-DEBITS>                    8,529
<OTHER-ASSETS-AND-DEBITS>                      0
<TOTAL-ASSETS-AND-DEBITS>                 97,728
<TOTAL-PROPRIETARY-CAPITAL>               16,515
<TOTAL-LONG-TERM-DEBT>                         0
<NOTES-PAYABLE>                                0
<NOTES-PAYABLE-ASSOCIATE-COMP>                 0
<OTHER-CURR-AND-ACCRUED-LIAB>             25,962
<TOTAL-DEFERRED-CREDITS>                  55,251
<DEFERRED-INCOME-TAX>                          0
<TOTAL-LIABIL-AND-PROPRIET-CAP>           97,728
<SERVICES-ASSOCIATE-COMPANIES>           217,144
<SERVICES-NON-ASSOCIATE-COMP>              2,177
<MISC-INCOME-OR-LOSS>                          0
<TOTAL-INCOME>                           219,321
<SALARIES-AND-WAGES>                      93,280
<EMPLOYEE-PENSION-AND-BENEFIT>            37,131
<OTHER-EXPENSES>                          88,745
<TOTAL-EXPENSES>                         219,156
<NET-INCOME>                                 165
<TOTAL-EXPENSES-DIRECT-COST>             178,739
<TOTAL-EXPENSES-INDIRECT-COST>            41,319
<TOTAL-EXP-DIRECT-AND-INDIRECT>          220,058
<PERSONNEL-END-OF-YEAR>                    1,528
        



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