File No. 70-7701
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Post-Effective Amendment No. 3
(Amendment No. 5) to
FORM U-1
APPLICATION/DECLARATION WITH RESPECT TO
ISSUANCE AND SALE OF COMMON SHARES UNDER
THE DIVIDEND REINVESTMENT PLAN
under
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
(the "Act")
NORTHEAST UTILITIES
174 Brush Hill Avenue
West Springfield, Massachusetts 01089
(Name of company filing this statement and address of principal
executive office)
NORTHEAST UTILITIES
(Name of registered holding company parent of declarant)
Robert P. Wax
Vice President, Secretary and General Counsel
Northeast Utilities Service Company
P. O. Box 270
Hartford, Connecticut 06141-0270
(Name and address of agent for service)
The Commission is requested to mail signed copies of all orders, notices
and communications to:
Jane P. Seidl, Esq. Robert C. Aronson
Senior Counsel Assistant Treasurer
Northeast Utilities Service Northeast Utilities Service
Company Company
P. O. Box 270 P. O. Box 270
Hartford, Connecticut 06141-0270 Hartford, Connecticut 06141-0270
The application/declaration in this proceeding, as previously amended,
is hereby further amended as follows:
The following paragraph is added to Section 16:
The Northeast Utilities system (the "System") is in compliance with Rule
53(a), (b) and (c), as demonstrated by the following determinations:
(i) Northeast's aggregate investment in EWGs and FUCOs (i.e., amounts
invested in or committed to be invested in EWGs and FUCOs, for which
there is recourse to Northeast) does not exceed 50% of the System's
consolidated retained earnings as reported for the four most recent
quarterly periods on Northeast's Form 10-K and 10-Qs.
(ii) Encoe Partners (Northeast's only EWG or FUCO at this time)
maintains books and records and prepares financial statements in
accordance with Rule 53(a)(2). Furthermore, Northeast has undertaken to
provide the Commission access to such books and records and financial
statements, as it may request.
(iii) No employees of the System's public utility companies have
rendered services to Encoe Partners.
(iv) Northeast has submitted (a) a copy of each Form U-1 and Rule 24
certificate that has been filed with the Commission under Rule 53 and
(b) a copy of Item 9 of Form U5S and Exhibits G and H thereof to each
state regulator having jurisdiction over the retail rates of the System
public utility companies.
(v) Neither Northeast nor any Northeast subsidiary has been the
subject of a bankruptcy or similar proceeding unless a plan of
reorganization has been confirmed in such proceeding. In addition,
Northeast's average consolidated retained earnings for the four most
recent quarterly periods has not decreased by 10% or more from the
average for the previous four quarterly periods.
(vi) In the previous fiscal year, Northeast did not report operating
losses attributable to its investment in Encoe Partners, unless such
losses did not exceed 5 percent of Northeast's consolidated retained
earnings.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned has duly caused this amendment to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: July 27, 1994
NORTHEAST UTILITIES
By /s/Jane P. Seidl
Senior Counsel
Northeast Utilities Service Company
Its Attorney
