File No. 70-8062
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________
POST-EFFECTIVE AMENDMENT NO. 5
TO THE
FORM U-1
APPLICATION AND DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
____________________________________________________
NORTHEAST UTILITIES
174 Brush Hill Avenue
West Springfield, Massachusetts 01089
CHARTER OAK ENERGY, INC.
COE DEVELOPMENT CORPORATION
107 Selden Street
Berlin, CT 06037-1616
(Name of company filing this statement and
address of principal executive offices)
NORTHEAST UTILITIES
(Name of top registered holding
company parent of each applicant or declarant)
Jeffrey C. Miller, Esq.
Assistant 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 copies of
all orders, notices and communications to:
William S. Lamb, Esq. Jeffrey C. Miller, Esq.
LeBoeuf, Lamb, Greene & MacRae Assistant General Counsel
125 W. 55th Street NORTHEAST UTILITIES
New York, New York 10019-4513 SERVICE COMPANY
P.O. Box 270
Hartford, Connecticut 06141-0270
Northeast Utilities ("NU"), West Springfield,
Massachusetts, a registered holding company, and its wholly owned
subsidiaries, Charter Oak Energy, Inc. ("Charter Oak") and COE
Development Corporation ("COE Development"), both located in
Berlin, Connecticut, (collectively, the "Applicants") hereby file
this Post-Effective Amendment No. 5 to their Application and
Declaration on Form U-1 (HCAR. 25726; December 30, 1992; File No.
70-8062) (the "Amendment"). Under this Amendment, NU and Charter
Oak request approval under Sections 6(a), 7, 9(a), 10 and 12(b)
of the Public Utility Holding Company Act of 1935 (the "Act") and
Rule 45 thereunder, for a modification of the authority
previously granted to the Applicants in the Securities and
Exchange Commission's (the "Commission") order dated December 30,
1992 (HCAR. 25726; File No. 70-8062) (the "December 30, 1992
Order") to include the authority to finance the acquisition of
EWGs, in accordance with Section 32 of the Act and rules
promulgated thereunder, and to make investments in foreign
utility companies ("FUCOs") and to finance the acquisition of
FUCOs, in accordance with Section 33 and rules to be promulgated
thereunder. In addition, the Applicants request a modification
of the authority previously granted in the December 30, 1992
Order to increase NU's authorized investment in Charter Oak to up
to $100 million and to increase Charter Oak's authorized
investment in COE Development to up to $100 million for
preliminary development activities relating to EWGs, QFs, FUCOs
and certain independent power projects including investments in
EWGs and FUCOs, the acquisition of which may not require SEC
approval under either Section 32 of the Act and rules promulgated
thereunder, or Section 33 of the Act and rules that may be
promulgated thereunder.
Item I. DESCRIPTION OF PROPOSED TRANSACTIONS
A. Description of Charter Oak
Pursuant to the December 30, 1992 Order and an order
issued on December 29, 1992 (HCAR. No. 25721; File No. 70-8064),
Charter Oak is presently authorized to pursue preliminary
development activities with regard to investment and
participation in qualifying cogeneration and small power
production facilities as defined in the Public Utility Regulatory
Policies Act of 1978 ("QFs") throughout the United States and
independent power production facilities ("IPPs"). Charter Oak
may invest in QFs and IPPs after obtaining Commission approval
and may invest in exempt wholesale generators ("EWGs") without
prior Commission approval to the extent that such authorization
is not required under the Act and any applicable rules and
regulations promulgated thereunder. In addition, Charter Oak is
authorized to provide consulting services in relation to QFs and
IPPs.
B. Request for Expansion of Authority Regarding EWGs and
FUCOs
In the December 30, 1992 Order, the Commission
authorized Charter Oak and COE Development to make investments in
EWGs without prior Commission approval to the extent that such
approval is not required under the Act, and any applicable rules
and regulations promulgated thereunder. Charter Oak and COE
Development now request authority to make investments in FUCOs
and to finance the acquisition of EWGs and FUCOs, without prior
Commission approval to the extent that such approval is not
required under the Act, and any applicable rules and regulations
promulgated thereunder.<F1> If such authority is granted by
the Commission, the Applicants will be able to use the $100
million requested in this Amendment for the acquisition and
financing of EWGs without submitting applications on Form U-1 for
approval of the use of such funds so long as the Applicants are
in compliance with the partial safe harbor requirements of Rule
53(a)(1)-(4) and (b)(1)-(3) under the Act.<F2> In addition,
if such authority is granted under the Act and the Commission
promulgates rules under Section 33 of the Act which permit the
acquisition of FUCOs without submitting applications on Form U-1
for approval of the use of such funds subject to specified
conditions, the Applicants will be able to use the $100 million
requested in this Amendment for the acquisition and financing of
FUCOs without seeking additional approval from the Commission
provided that any such acquisition or financing is carried out in
accordance with the conditions specified in such rules.
____________________
<F1> The Applicants will not acquire an interest in an
intermediate holding company that holds, or will acquire, an
interest in a FUCO without prior Commission approval, unless
and until the Commission promulgates rules under the Act
that provide that intermediate holding companies themselves
may be considered FUCOs under the Act.
<F2> The Commission promulgated final rules and forms relating to
EWGs in HCAR. No. 35-25886 (September 23, 1993). In this
Post-Effective Amendment No. 5, the Applicants have amended
their previous filings where necessary to reflect the final
version of the rules and forms.
C. Request for Expansion of Authority for Preliminary
Development Activities
The order dated May 17, 1989 authorizing the
establishment of Charter Oak (HCAR No. 24893; File No. 70-7545)
(the "1989 Order") authorized Charter Oak to engage in
preliminary development activities relating to eligible private
power investments. Prior to the enactment of the Energy Policy
Act of 1992 (the "EPA"), the acquisition of an interest in any
private power project by a registered holding company system
required the prior approval of the Commission. In the 1989
Order, the scope of authorized preliminary development activities
included only certain development activities that the Commission
agreed did not constitute acquiring an interest in a project, and
therefore did not require prior approval by the Commission.
With the enactment of the Energy Policy Act and the promulgation
of rules thereunder, registered holding company systems may
acquire certain EWGs and FUCOs without prior Commission approval
(referred to herein as "Exempt Projects").<F3> Because
registered holding company systems may acquire Exempt Projects
without prior Commission approval, the Applicants' activities
with respect to Exempt Projects will not be limited to the scope
of authorized preliminary development activities provided in
previous Commission orders.
As authorized in the 1989 Order and reauthorized in the
December 30, 1992 Order, these preliminary development activities
include:
the investigation of sites, preliminary
engineering and licensing activities,
acquiring options and rights, contract
drafting and negotiating, preparation of
proposals and other necessary activities to
identify and analyze feasible investment
opportunities and to initiate the
commercialization of a project.
The Applicants now request authority to expand the current scope
of permissible preliminary development activities for projects
the acquisition of which require Commission approval (referred to
herein as "Non-exempt Projects") to include the issuance of
guarantees and assumptions of liability by NU, Charter Oak or any
Charter Oak subsidiary to unaffiliated third parties in
connection with such development activities.<F4> The
guarantees and assumptions of liability for which the Applicants
are seeking approval with respect to Non-exempt Projects are
limited to preliminary development activities and will not
include guarantees relating to construction financing or
permanent financing. Charter Oak has found that on occasion such
guarantees and assumptions of liability may provide them with
opportunities to participate in private power opportunities on a
favorable basis without expending funds. The total value of such
guarantees and assumptions of liability outstanding at any time
will not exceed $20 million. The term of any such guarantee or
assumption of liability will not exceed five years. Until such
time as there is no possibility of a claim against Charter Oak or
NU, the full contingent amount of any guarantees and assumptions
of liability would be counted as part of the authorized
development activities limit requested by the Applicants in this
Amendment.
____________________
<F3> For purposes of this Amendment, the term Exempt Projects
shall include FUCOs only to the extent that Commission
approval for the acquisition or financing of any such entity
by the Applicants is not required under the Act and
applicable rules and regulations thereunder as then in
effect.
<F4> Such guarantees and assumptions of liability may include bid
bonds, earnest money, reimbursement obligations to parties
providing letters of credit, performance bonds, and material
and payment bonds.
The Applicants also seek authority for the issuance of
guarantees and assumptions of liability in relation to
development activities for Exempt Projects, including
construction and permanent financing, in accordance with the Act.
Until such time as there is no possibility of a claim against
Charter Oak or NU, the full contingent amount of any such
guarantees and assumptions of liability would be counted as part
of the authorized development activities limit requested by the
Applicants in this Amendment.
Applicants existing authority includes the ability to
pursue preliminary development activities with regard to IPPs
throughout the United States. Following enactment of the EPA,
such broad authority is no longer necessary. Applicants believe
that the only circumstances in which they would be permitted to
acquire or finance a generation facility that could not qualify
as a QF, EWG or FUCO would be when such a facility constitutes a
part of NU's "integrated public utility system" as within the
meaning of Section 2(a)(29)(A) of the Act. Consequently,
Applicants seek to preserve their authority to pursue preliminary
development activities with respect to IPPs only with respect to
IPPS that would constitute a part of NU's "integrated public
utility system" within the meaning of Section 2(a)(29)(A) of the
Act.
D. Request for Authority for Additional Investment
Under the December 30, 1992 Order, during 1993 and
1994, NU is authorized to invest in Charter Oak up to $10 million
annually and Charter Oak is authorized to invest in COE
Development up to $9 million annually. In addition, Charter Oak
and COE Development are authorized to annually spend $10 million
and $9 million, respectively. The Applicants have also recently
obtained approval to invest up to $7 million to acquire an
interest in a power plant in the United Kingdom (HCAR. No. 35-
25891; September 24, 1993; File No. 70-8084) (the "U.K. Order").
The Applicants request a modification to the
Commission's December 30, 1992 Order to increase NU's authorized
investment limit in Charter Oak up to $100 million for the period
from January 1, 1993 through December 31, 1994 for additional
preliminary development activities, for investments in QFs and
IPPs (subject to the limits discussed above) for which the
Applicants will obtain prior Commission approval and for
investments in EWGs and FUCOs, that may or may not require prior
Commission approval under the Act and any rules and regulations
promulgated thereunder. In addition, the Applicants request a
modification to the Commission's December 30, 1992 Order to
increase Charter Oak's authorized investment in COE Development
up to $100 million for the period from January 1, 1993 through
December 31, 1994 for additional preliminary development
activities and for investments in QFs and IPPs (subject to the
limits discussed above) for which the Applicants will obtain
prior Commission approval and for investments in EWGs and FUCOs
that may or may not require prior Commission approval under the
Act and any rules and regulations promulgated thereunder.
Charter Oak and COE Development also seek authority to spend up
to $100 million for the period from January 1, 1993 through
December 30, 1994. The $100 million authorization requested in
this Amendment includes the $7 million investment approved in the
U.K. Order.
This request for increased funding is based on the
Applicants' desire to further increase its preliminary
development activities and to make investments in QFs, certain
IPPs, EWGs and FUCOs. This request is consistent with intent of
the U.S. Congress to promote private power activities by utility
companies in the U.S. and abroad when Congress enacted the
amendments to the Act in the EPA. In addition, this request for
up to $100 million, together with the Applicants' present
investments in private power, is relatively small compared to the
total EWG and FUCO investment limit in Rule 53 under the
Act.<F5>
NU's investment in Charter Oak, and Charter Oak's
investment in COE Development, may take the form of additional
acquisitions of common stock, capital contributions, open account
advances and/or subordinated loans (collectively, "Investments").
Any such open account advances or subordinated loans would bear
interest at a rate based on NU's cost of funds in effect on the
date of issue, but in no case in excess of the prime rate at a
bank designated by NU. In addition, pursuant to the initial
authorization of Charter Oak in the 1989 Order, which was
extended by the December 30, 1992 Order, Charter Oak may obtain
debt financing from unaffiliated third parties<F6> ("Debt
Financing"), as long as the total of all Investments together
with any Debt Financing does not exceed the total funding
authorization of Charter Oak. Such Debt Financing may require a
guarantee by NU.<F7> Pursuant to the 1989 Order, non-
affiliate Debt Financing obtained by Charter Oak will not exceed
a term of 15 years or bear a floating interest rate in excess of
125% of the prime rate in effect at the time of issuance or a
fixed interest rate more than 350 basis points above that borne
by U.S. Treasury securities of comparable maturities. If any
nonaffiliated Debt Financing obtained by Charter Oak is
guaranteed by NU, the term of such Debt Financing will not exceed
15 years and the interest rate will not exceed the prime rate in
effect on the date of issue at a bank designated by NU from among
the major lenders to the companies in the NU system. In
connection with any Debt Financing obtained by Charter Oak,
Charter Oak may be required to pay commitment and other fees not
to exceed 25 basis points per annum on the total amount of the
Debt Financing. Pursuant to the 1989 Order, Charter Oak has an
exception from the competitive bidding requirements of Rule 50
pursuant to Rule 50(a)(5) with respect to the proposed issuance
of securities in connection with such Debt Financing.
____________________
<F5> Rule 53(a)(1) places a limit on EWG and FUCO investments of
50% of system consolidated retained earnings for purposes of
determining whether such investments are "not reasonably
adapted to the earning power of such company or to the
security structure of such company and other companies in
the same holding company system, or that the circumstances
are such as to constitute ... an improper risk for such
company..." Under this limitation, the NU system's present
investment limitation is over $400 million.
<F6> It is anticipated that such unaffiliated third parties will
be banks, insurance companies and other institutional
investors.
<F7> Since the Debt Financing is included within the total
funding authorization of Charter Oak, any guarantee by NU
will not be counted towards the total funding authorization
limitation.
The Applicants request that the Commission renew the
exception from the competitive bidding requirements of
Rule 50(a)(5) with respect to the proposed issuance of securities
in connection with such Debt Financing. Due to the nature of the
business ventures contemplated by this Amendment and the
uncertainty regarding the exact nature of contractual and
investment opportunities which may become available, flexibility
to negotiate specific financing provisions with third parties
without further Commission authorization, subject to the monetary
caps listed earlier in this Amendment, is required. The
requirements of Rule 50 are unnecessary in this instance for the
protection of investors or consumers.
The proposed development activities and investment
authorization are modest relative to the size of the NU system.
At June 30, 1993, the NU system's consolidated total
capitalization, stockholders' equity and retained earnings were
$7,092,945,000, $2,203,429,000 and $867,083,000, respectively.
The authorization sought herein is for up to $100 million total
authorization for the two years, including the existing $10
million authorization approved in the December 30, 1992 Order,
which as a percentage of the NU system's consolidated total
capitalization, stockholders' equity and retained earnings at
June 30, 1993 would be 1.4%, 4.5% and 11.5%, respectively.
Charter Oak currently has $2.3 million invested in one qualifying
cogeneration facility in Texas and approximately $6.5 million
invested in a power plant in the United Kingdom. Accordingly,
the Applicants have adequate assets to make the potential
investment and expenditures without endangering the financial
health of the registered holding company system or the system's
operating public utility companies. Furthermore, only
investments in Exempt Projects and EWG and FUCO financings that
do not require Commission approval under the Act and any rules
and regulations promulgated thereunder would be made pursuant to
the general authority requested above in paragraph B.<F8>
Other investments would be submitted to the Commission for prior
approval.
E. Retained Earnings Tests of Rule 53(a)(1) and 53(b)(2)
As discussed above, this Amendment requests approval
for up to an additional $100 million investment by the NU system
in EWGs, FUCOs and certain other independent power projects. The
maximum aggregate investment by the NU System, including this
proposed investment, would be no more than $102.3 million, which
is well below fifty percent of the NU system's consolidated
retained earnings as of June 30, 1993. Accordingly, this level
of investment does not present a risk of substantial adverse
impact as described in Sections 32 and 33 of the Act and Rule
53(a)(1). In addition, because the Applicants's total investment
in EWGs, FUCOs and other power projects does not exceed more than
two percent of the total capital invested in utility operations,
there cannot be an exclusion under Rule 53(b)(2) from the safe
harbor.
____________________
<F8> As noted in paragraph B above, if such authority is granted
by the Commission, the Applicants will be able to use the
$100 million requested in this Amendment for the acquisition
and financing of EWGs without submitting applications on
Form U-1 for approval of the use of such funds so long as
the Applicants are in compliance with the partial safe
harbor requirements of Rule 53(a)(1)-(4) and (b)(1)-(3)
under the Act.
In addition, if such authority is granted by the Commission
and the Commission promulgates rules under Section 33 of the
Act to permit the acquisition of FUCOs without submitting
applications on Form U-1 for approval of the use of such
funds, the Applicants will be able to use the $100 million
requested in this Amendment for the acquisition and
financing of FUCOs without seeking additional approval from
the Commission so long as the Applicants are in compliance
with the conditions specified in such rules.
F. Bankruptcy Exclusion of Rule 53(b)(1)
Neither the Applicants nor any other members of the NU
registered holding company system have been the subject of a
bankruptcy or similar proceeding while a part of the NU system.
Public Service Company of New Hampshire entered into bankruptcy
proceedings before it was acquired by Northeast Utilities in
June, 1992. Public Service Company of New Hampshire's plan of
reorganization was confirmed by the bankruptcy court on April 20,
1990.
G. Operating Loss Limitations of Rule 53(b)(3)
The companies in which Charter Oak invested pursuant to
its U.K. Order do not have any losses attributable to operations.
The Applicants presently do not have any other EWGs and FUCOs.
The Paris, Texas cogeneration facility, in which Charter Oak has
an interest, did not report losses attributable to operations
during 1992. Accordingly, the present investments of the
Applicants in EWGs and FUCOs as well as other power projects do
not present a risk of substantial adverse impact as described in
Sections 32 and 33 of the Act and Rule 53.
H. Compliance with Safe Harbor Provisions
The authority being sought by the Applicants in this
Amendment will allow the Applicants to finance an investment in
an EWG without further Commission approval if two conditions are
met: (i) the investment is within the $100 million authorization
requested herein, and (ii) the investment satisfies the criteria
in Rule 53(a)(1)-(4) and (b)(1)-(3). Accordingly, it is
important that the Applicants ensure that subsections (a)(1)-(4)
and (b)(1)-(3) of Rule 53 are satisfied before proceeding with
the financing of an investment in an EWG without submitting an
application on Form U-1 to obtain prior Commission approval.
In conjunction with receipt of an order approving this
Amendment, the Applicants will take certain steps to ensure
compliance with Section 32 and the regulations promulgated
thereunder. First, all employees of Charter Oak responsible for
evaluating potential EWG and FUCO investments will be briefed on
the requirements of Section 32 and Rule 53. Second, in
connection with evaluating an investment in an EWG or FUCO, the
Charter Oak employees responsible for evaluating potential EWG
and FUCO investments will prepare, for internal review, an
analysis of the impact of the proposed investment on the
requirements of Rule 53(a) and (b). Third, after preparing an
analysis of the proposed investment, the Charter Oak employees
responsible for evaluating the investment will consult with in-
house counsel or outside counsel to confirm compliance with the
requirements of Section 32 and the regulations promulgated
thereunder. These same procedures shall be followed with regard
to any investments made pursuant to Section 33 of the Act and any
rules that may be promulgated thereunder.
Applicants are not requesting approval for the use of
system operating company employees for the rendering of services
to affiliated EWGs and FUCOs, and no such use of employees will
occur without prior Commission approval unless expressly
permitted under the Act.<F9> To the extent that any such
services are necessary, they will be performed by Charter Oak
employees (who are employees of Northeast Utilities Service
Company) or other service company employees.
____________________
<F9> The Commission issued proposed rules relating to intrasystem
service, sales and construction contracts involving EWGs and
FUCOs in HCAR. No. 25887. The comment period has expired
but the Commission has not yet promulgated, or taken any
other action regarding, the proposed rules. The proposed
rules would explicitly exclude intrasystem contracts
involving EWGs and FUCOs from Rule 87's general exemption of
intrasystem contracts. In its comment letter on the
proposed rules, NU requested a modification of the proposed
amendment to Rule 87 in order to allow for a partial safe
harbor for contracts employing a de minimis percentage of
system employees. In the event that the Commission issues
rules that allow for such de minimis use of system
employees, the Applicants would not seek Commission approval
for use of system employees within such safe harbor.
I. Maintenance of Books and Records
Charter Oak will comply with Rule 53(a)(2) with regard
to the maintenance of books and records in connection with
investments in EWGs and FUCOs authorized by this Amendment.
J. Reporting of Activities
Charter Oak will report its use of the funds requested
herein in its quarterly reports of Charter Oak's activities to be
filed with the Commission pursuant to the December 30, 1992
Order.
Item II. FEES, COMMISSIONS AND EXPENSES
The fees, commissions and expenses of NU and Charter
Oak expected to be paid or incurred, directly or indirectly, in
connection with this Amendment are estimated as follows:
Commission filing fee
relating to Application
on Form U-1 . . . . . . . . . . . . $ N/A
Legal fees and expenses . . . . . . . $8,000
Miscellaneous related expenses
(such as telephone, courier and
travel) . . . . . . . . . . . . $500
Total . . . . . . . . . . . . $8,500
Item III. APPLICABLE STATUTORY PROVISIONS
The sections of the Act and rules or exemptions
thereunder that Applicants consider applicable to the
transactions and the basis for exemption therefrom are set forth
below:
(i) Authority for Charter Sections 6(a), 7
Oak and COE Development and 32, Rule 53
to finance the
acquisition of EWGs.
(ii) Authority for Charter Sections 6(a), 7
Oak and COE Development and 33, Rule 53
to make investments in
and finance the
acquisition of FUCOs
(iii) Authorization for Sections 6(a)
Charter Oak to obtain and 7, Rule 50
Debt Financing from non-
affiliates
(iv) Authorization for NU to Sections 9(a), 10,
invest up to $100 12(b), Rules 45(a)
million in Charter Oak and 45(b)(1)
and Charter Oak to
invest up to $100
million in COE
Development in the form
of acquisitions of
common stock, capital
contributions, open
account advances and
subordinated loans.
Item 4. REGULATORY APPROVAL
No commission, other than this Commission, has
jurisdiction over any of the proposed transactions described in
this Amendment. Pursuant to Rule 53(a)(4), the Applicants will
file this Amendment with the Connecticut Department of Public
Utility Control, the Massachusetts Department of Public Utilities
and the New Hampshire Public Utilities Commission.
Item 5. PROCEDURE
On September 17, 1993, the Commission issued and
published the requisite notice under Rule 23 with respect to the
filing of this request for authority and no intervention occurred
within the specified time period. Consequently, we hereby
request that the Commission enter not later than February
24, 1994 an appropriate order granting and permitting this
Amendment to become effective.
Applicants respectfully request that appropriate and
timely action be taken by the Commission in this matter.
Applicants hereby waive any recommended decision by a hearing
officer or by any other responsible officer of the Commission and
waive the 30-day waiting period between issuance of the
Commission's order and the date on which it is to become
effective, since it is desired that the Commission's order, when
issued, become effective forthwith. Applicants hereby consent
that the Office of Public Utility Regulation within the Division
of Investment Management may assist in the preparation of the
Commission's decision and/or order unless the Office opposes the
transactions covered by this Amendment.
Item 6. EXHIBITS AND FINANCIAL STATEMENTS
a. Exhibits
F-1 Opinion of Counsel (previously filed)
G-1 Proposed Form of Notice (previously filed)
b) Financial Statements
1.1 Balance Sheet (Actual and Pro
Forma) - NU (parent only), as
of June 30, 1993 (previously filed)
1.2 Statement of Income (Actual and Pro Forma) - NU
(parent only), as of June 30, 1993 (previously
filed)
2.1 Balance Sheet (Actual and Pro Forma) - Charter Oak
(consolidated), as of June 30, 1993 (previously
filed)
2.2 Statement of Income (Actual and Pro Forma) -
Charter Oak (consolidated), as of June 30, 1993
(previously filed)
3.1 Balance Sheet (Actual and Pro Forma) - NU
(consolidated), as of June 30, 1993 (previously
filed)
3.2 Statement of Income (Actual and Pro Forma) - NU
(consolidated), as of June 30, 1993 (previously
filed)
Item 7. INFORMATION AS TO ENVIRONMENTAL EFFECTS
None of the matters that are the subject of this
Amendment involve a "major federal action" nor do they
"significantly affect the quality of the human environment" as
those terms are used in section 102(2)(C) of the National
Environmental Policy Act. None of the transactions that are the
subject of this Amendment will result in changes in the operation
of the Applicants that will have an impact on the environment.
The Applicants are not aware of any federal agency which has
prepared or is preparing an environmental impact statement with
respect to the transactions which are the subject of this
Amendment.
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned companies have duly
caused this Amendment to be signed on their behalf by the
undersigned thereunto duly authorized.
NORTHEAST UTILITIES
CHARTER OAK ENERGY, INC.
COE DEVELOPMENT CORPORATION
By: /s/
William S. Lamb
LeBoeuf, Lamb, Greene & MacRae
A Partnership Including
Professional Corporations
125 W. 55th Street
New York, NY 10019-4513
Attorney for Northeast Utilities,
Charter Oak Energy, Inc. and COE
Development Corporation
Date: January 21, 1994
