SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
NORTHEAST OPTIC NETWORK, INC.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
664 334 109
(CUSIP Number)
Date of Event Which Requires Filing of
this Statement: December 31, 1998
Check the appropriate box to designate the rule pursuant to which this
Schedule is Filed:
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
1) Names of Reporting Persons Northeast Utilities
I.R.S. Identification Nos. of Above
Persons (entities only) 04-2147929
2) Check the Appropriate Box if a (a)
Member of a Group (See Instructions) (b)
3) SEC Use Only
4)Citizenship or place of organization Massachusetts
Number of shares beneficially owned by each
reporting person with:
(5) Sole voting power: 0
(6) Shared voting power 4,774,038
(7) Sole dispositive power 0
(8) Shared dispositive power 4,774,038
(9) Aggregate amount beneficially owned by
each reporting person 4,774,038
10) Check if the aggregate amount in row (9)
excludes certain shares
11) Percent of class represented by amount
in row (9) 29.7 percent
12) Type of reporting person OO
CUSIP Number: 664 334 109
1) Names of Reporting Persons Mode 1 Communications, Inc.
I.R.S. Identification Nos. of Above
Persons (entities only) 06-1455488
2) Check the Appropriate Box if a (a)
Member of a Group (See Instructions) (b)
3) SEC Use Only
4) Citizenship or place of organization Connecticut
Number of shares beneficially owned by each
reporting person with:
(5) Sole voting power: 0
(6) Shared voting power 4,774,038
(7) Sole dispositive power 0
(8) Shared dispositive power 4,774,038
9) Aggregate amount beneficially owned by
each reporting person 4,774,038
10) Check if the aggregate amount in row (9)
excludes certain shares
11) Percent of class represented by amount
in row (9) 29.7 percent
12) Type of reporting person CO
CUSIP Number: 664 334 109
1) Names of Reporting Persons NU Enterprises, Inc.
I.R.S. Identification Nos. of Above
Persons (entities only) 06-1533877
2) Check the Appropriate Box if a (a)
Member of a Group (See Instructions) (b)
3) SEC Use Only
4)Citizenship or place of organization Connecticut
Number of shares beneficially owned by each
reporting person with:
(5) Sole voting power: 0
(6) Shared voting power 4,774,038
(7) Sole dispositive power 0
(8) Shared dispositive power 4,774,038
9) Aggregate amount beneficially owned by
each reporting person 4,774,038
10) Check if the aggregate amount in row (9)
excludes certain shares
11) Percent of class represented by amount
in row (9) 29.7 percent
12) Type of reporting person CO
SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b)
Item 1(a). Name of Issuer:
NorthEast Optic Network, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
391 Totten Pond Rd., Suite 401
Waltham, MA 02154
Item 2(a). Name of Person Filing:
Northeast Utilities (NU), on behalf of itself, its wholly
owned subsidiary NU Enterprises, Inc. (NUEI) and Mode 1
Communications, Inc. (Mode 1), a wholly owned subsidiary of NUEI.
Item 2(b). Address or Principal Business Office or, if None, Residence:
The principal business office address of NU, NUEI and Mode 1 is:
107 Selden Street
Berlin, CT 06037
Item 2(c). Citizenship:
NU is a Massachusetts Voluntary Trust.
NUEI and Mode 1 are both Connecticut Corporations.
Item 2(d). Title of Class of Securities:
Common Stock $.01 par value per share
Item 2(e). CUSIP Number: 664 334 109
Item 3. Not Applicable
Item 4. Ownership
(a) Amount Beneficially Owned:
4,774,038
(b) Percent of Class:
29.7 percent
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
0
(ii) shared power to vote or to direct the vote:
4,774,038
(iii) sole power to dispose or to direct the disposition of:
0
(iv) shared power to dispose or to direct the disposition of:
4,774,038
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
Not Applicable
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Schedule 13G is true, complete
and correct.
March 3, 1999
Northeast Utilities
By: /s/John H. Forsgren
John H. Forsgren
Executive Vice President and
Chief Financial Officer
The undersigned persons, on March 3, 1999, agree and consent to the
joint filing on their behalf of this Schedule 13G in connection with their
beneficial ownership of the common stock of NorthEast Optic Network, Inc.
at December 31, 1998.
Northeast Utilities.
By: /s/John H. Forsgren
John H. Forsgren
Executive Vice President and
Chief Financial Officer
NU Enterprises, Inc.
By: /s/John H. Forsgren
John H. Forsgren
Executive Vice President and
Chief Financial Officer
Mode 1 Communications, Inc.
By: /s/John H. Forsgren
John H. Forsgren
Executive Vice President and
Chief Financial Officer
