UNITIL CORP
U-13-60, 1995-04-28
ELECTRIC SERVICES
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                          ANNUAL REPORT (1)

                           FOR THE PERIOD

 Beginning    January 1, 1994    and Ending    December 31, 1994

                             TO THE 

              US SECURITIES AND EXCHANGE COMMISSION

                               OF 

                      UNITIL RESOURCES, INC.







Date of Incorporation    May 26, 1993

State of Incorporation   New Hampshire  

Location of Principal Executive Offices of Reporting Company:
216 Epping Road
Exeter, New Hampshire  03833-4571

Name, Title and address of officer to whom correspondence
concerning this report should be addressed:       
Gail A. Siart, Vice President and Treasurer
216 Epping Road
Exeter, New Hampshire  03833-4571

Name of Principal Holding Company:
UNITIL Corporation

(1) This report is being filed pusuant to the requirements of H.C.A.R. Number
35-25816, which specifies that UNITIL Resources, Inc. must file an annual
report using, where applicable, Form U-13-60 reporting format.


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994    


LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS           Page
                                                       Number
Description of Schedules and Accounts    Schedule or 
                                          Account              
                                           Number    

COMPARATIVE BALANCE SHEET                Schedule I     4-5
  SERVICE COMPANY PROPERTY               Schedule II    6-7
  ACCUMULATED PROVISION FOR                          
DEPRECIATION                                                   
  AND AMORTIZATION OF SERVICE COMPANY   Schedule III     8
PROPERTY                                                       
  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 ACCRU       Schedule VIII    13
  ASSETS                                                   
  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       18
                                            XIII               
  NOTES TO FINANCIAL STATEMENTS         Schedule XIV     19
                                                     
COMPARATIVE INCOME STATEMENT             Schedule XV     20
  ANALYSIS OF BILLING - ASSOCIATE        Account 457     21
   COMPANIES                                                      
  ANALYSIS OF BILLING - NONASSOCIATE     Account 458     22
   COMPANIES                                                      
  ANALYSIS OF CHARGES FOR SERVICE -                  
   ASSOCIATE AND NONASSOCIATE COMPANIES Schedule XVI     23
  SCHEDULE OF EXPENSE BY DEPARTMENT OR               
  SERVICE FUNCTION                      Schedule XVII  24-25
  DEPARTMENTAL ANALYSIS OF SALARIES      Account 920     26
  OUTSIDE SERVICES EMPLOYED              Account 923     27
  EMPLOYEE PENSIONS AND BENEFITS         Account 926     28
  GENERAL ADVERTISING EXPENSES         Account 930.1     29
  MISCELLANEOUS GENERAL EXPENSES       Account 930.2     30
  RENTS                                  Account 931     31
  TAXES OTHER THAN INCOME TAXES          Account 408     32
  DONATIONS                              Account 426.1   33
  OTHER DEDUCTIONS                       Account 426.5   34
  NOTES TO STATEMENT OF INCOME          Schedule XVIII   35
  FINANCIAL DATA SCHEDULE               Schedule XIX     36


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                    
LISTING OF INSTRUCTIONAL FILING REQUIREMENTS         Page            
                                                     Number
          Description of Reports or Statements                                 
                                                    
                                                    
       ORGANIZATION CHART                              36
                                                    
                                                    
       METHODS OF ALLOCATION                           37
                                                    
                                                    
       ANNUAL STATEMENT OF                             38
       COMPENSATION FOR USE                                 
       OF CAPITAL BILLED                            
                                                    
                                                    
ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

           SCHEDULE I - COMPARATIVE BALANCE SHEET  
   Give balance sheet of the Company as of December 31 of the current
                         and prior year.

ACCOUNT    ASSETS AND OTHER DEBITS                   AS OF DECEMBER 31  
                                                     CURRENT      PRIOR

         SERVICE COMPANY PROPERTY                  
         ------------------------
  101    Service company property (Schedule II)              0          0 
  107    Construction work in progress (Schedule II)         0          0 
             Total Property                                  0          0 
                                                     
  108    Less accumulated provision                  
         for depreciation                                     
         and amortization of service                 
         company property (Schedule III)                     0          0
             Net Company Property                            0          0 
                                                   
         INVESTMENTS                               
         -----------
  123    Investments in associate                            0          0 
         companies  (Schedule IV)                             
  124    Other investments (Schedule IV)                     0          0 
            Total investments                                0          0 
                                                   
         CURRENT AND ACCRUED ASSETS                
         --------------------------
  131      Cash                                         98,715      4,376
  134      Special deposits                                  0          0 
  135      Working funds                                     0          0 
  136      Temporary cash investments (Schedule IV)          0          0 
  141      Notes receivable                                  0          0 
  143      Accounts receivable                          65,565    129,074 
  144      Accumulated provision for               
           uncollectable accounts                            0          0 
  146      Accounts receivable from                
           associate companies (Schedule V)                  0          0
  152      Fuel stock expense                                0          0 
           undistributed (Schedule VI)                        
  154      Materials and supplies                            0          0 
  163      Stores expense undistributed (Schedule VII)       0          0 
  165      Prepayments                                       0          0
  173      Unbilled and Accrued Revenues               
           (Schedule VIII)                               8,948     23,186
             Total Current and Accrued Assets          173,228    156,636 
                                                   
         DEFERRED DEBITS                           
         ---------------
  181      Unamortized debt expense                          0          0 
  184      Clearing accounts                                 0          0
  186      Miscellaneous deferred debits (Schedule IX)   1,483     62,362 
  188      Research, development, or demonstration
           expenditures (Schedule X)                         0          0 
  190      Accumulated deferred income tax                   0          0 
             Total Deferred Debits                       1,483      1,483
                                                   
          TOTAL ASSETS AND OTHER DEBITS                174,711    218,998
                                                              

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                     
                   SCHEDULE I - COMPARATIVE BALANCE SHEET   
                                                     
ACCOUNT     LIABILITIES AND PROPRIETARY CAPITAL      AS OF  DECEMBER 31
                                                      CURRENT     PRIOR
         PROPRIETARY CAPITAL                         
         -------------------
  201      Common stock issued   (Schedule XI)            100        100 
  211      Miscellaneous paid-in-capital (Schedule XI)  9,900      9,900
  215      Appropriated retained earnings (Schedule XI)     0          0 
  216      Unappropriated retained                    130,264     55,400 
           earnings (Schedule XI)                               
             Total Proprietary Capital                140,264     65,400 
                                                      
         LONG-TERM DEBT                              
         --------------
  223      Advances from associate                          0          0 
           companies (Schedule XII)                             
  224      Other long-term debt (Schedule XII)              0          0 
  225      Unamortized premium on long-term debt            0          0 
  226      Unamortized discount on long-term dbt-debit      0          0 
             Total Long-Term Debt                           0          0 
                                                     
  227      Obligations under capital                        0          0
           leases - non-current                                   
                                                     
         CURRENT AND ACCRUED LIABILITIES             
         -------------------------------         
  231      Notes payable                                    0          0 
  232      Accounts payable                                 0          0
  233      Notes payable to associate                
           companies   (Schedule XIII)                      0          0
  234      Accounts payable to associate             
           companies   (Schedule XIII)                 52,003    128,693 
  236      Taxes accrued                              (17,556)    24,905 
  237      Interest accrued                                 0          0 
  238      Dividends declared                               0          0 
  241      Tax collections payable                          0          0 
  242      Miscellaneous current and accrued
           liabilities   (Schedule XIII)                    0          0
  243      Obligations under capital leases - current       0          0 
             Total Current and Accrued Liabilities     34,447    153,598 
                                                     
         DEFERRED CREDITS                            
         ----------------
  253      Other deferred credits                           0          0 
  255      Accumulated deferred investment tax credits      0          0 
             Total Deferred Credits                         0          0 
                                                     
  282    ACCUMULATED DEFERRED INCOME TAXES                  0          0
                                                     
                                                     
         TOTAL LIABILITIES AND PROPRIETARY CAPITAL    174,711    218,998


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

            SCHEDULE II - SERVICE COMPANY PROPERTY      
                                                        
                    BALANCE            RETIREMENTS   OTHER     BALANCE
                      AT                   OR     CHANGES 1/   AT CLOSE 
 DESCRIPTION BEGINNING OF YEAR ADDITIONS SALES                 OF YEAR

COMPANY PROPERTY                                                   

Account             None                                    
                                                        
301  ORGANIZATION                                      
                                                        
303  MISCELLANEOUS INTANGIBLE PLANT
                                                        
304  LAND AND LAND RIGHTS                                                
                                                        
305  STRUCTURES AND IMPROVEMENTS         
                                                        
306  LEASEHOLD IMPROVEMENTS                                                    
                                                        
307  EQUIPMENT 2/    
                                                        
308  OFFICE                                             
     FURNITURE AND EQUIPMENT                  
                                                        
309  AUTOMOBILES,OTHER
     VEHICLES AND                                                             
     RELATED GARAGE                                                          
     EQUIPMENT                                                               
310  AIRCRAFT AND                                       
     AIRPORT EQUIPMENT                                                       
                                                        
311  OTHER                                  
     COMPANY PROPERTY 3/                                               
                                                        
    SUB-TOTAL                0         0       0          0            0
                                                        
107  CONSTRUCTION                                       
     WORK IN                                                         
     PROGRESS                                       
    TOTAL                    0         0       0          0            0

1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:
                                                        


ANNUAL REPORT OF UNITIL SERVICE CORP.
FORM U-13-60
For the Year Ended December 31, 1994


                            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:
                                                                
                                                                
          SUBACCOUNT DESCRIPTION                ADDITIONS     BALANCE AT
                                                               CLOSE OF 
                                                                 YEAR   


                                                                
                                                                
                                                                
                                         TOTAL         0             0

3/  DESCRIBE OTHER COMPANY PROPERTY:                          
NONE                                                            
                                                                
                                                                
4/  DESCRIBE CONSTRUCTION WORK IN PROGRESS:
NONE                                                            
                                                                
                                                                

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                               SCHEDULE III                               
                                                       
                ACCUMULATED PROVISION FOR DEPRECIATION AND   
                 AMORTIZATION OF SERVICE COMPANY PROPERTY    
                                                       
                  BALANCE AT   ADDITIONS             OTHER       
                  BEGINNING     CHARGED             CHANGES    BALANCE AT   
DESCRIPTION        OF YEAR    TO ACCOUNT   RETIRE-    ADD       CLOSE OF    
                                403        MENTS   (DEDUCT)1/     YEAR
Account                                                
                                                       
301 ORGANIZATION                                                    
                                                       
303 MISCELLANEOUS                                                   
    INTANGIBLE PLANT                                                
                                                       
304 LAND AND LAND                                                            
    RIGHTS                                         

035 STRUCTURES                                        
    AND IMPROVEMENTS  
                                                       
306 LEASEHOLD                                         
    IMPROVEMENTS                                                    
                                                       
307 EQUIPMENT      
                                                       
308 OFFICE                                            
    FURNITURE                                                       
    AND EQUIPMENT
                                                       
309 AUTOMOBILES,                                                    
    OTHER                                          
    VEHICLES                                       
    AND RELATED                                        
    GARAGE                                                          
    EQUIPMENT        
                                                       
310 AIRCRAFT                                          
    AND AIRPORT                                            
    EQUIPMENT                                                       
                                                       
311 OTHER                                                        
    COMPANY PROPERTY                                                        
                                                       
     TOTAL             0           0          0         0          0

1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:
                                                       

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                               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.

              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                     0           0
              COMPANIES                                       
                                                             
                                                             
                                                             
ACCOUNT 124 - OTHER INVESTMENTS                           0           0
                                                             
                                                             
                                                             
                                                             
ACCOUNT 136 - TEMPORARY CASH INVESTMENTS                  0           0
                                                             
                                                             
                                                             
                                   TOTAL                  0           0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                     
          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 accomodation or convenience payments for associate
              companies, a separate listing of total payments for each
              company, number of shares or principal amount associate 
              company by subaccount should be provided.
              
                                           BALANCE           BALANCE
                                              AT               AT   
       DESCRIPTION                         BEGINNING         CLOSE
                                           OF YEAR          OF YEAR
                                                     
ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM               
              ASSOCIATE COMPANIES
                                                     
NONE

                                                     
                                    TOTAL         0               0
                                                     
ANALYSIS OF CONVENIENCE OR ACCOMMODATION   
PAYMENTS:                                                      
                                                     


                                      TOTAL PAYMENTS              0
                                                               

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                         
                 SCHEDULE VI - FUEL STOCK EXPENSES UNDISTRIBUTED       
                                                     
INSTRUCTIONS:     Report the amount of labor and     
                  expenses incurred with respect            
                  to fuel stock expense 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      EXPENSE       TOTAL
                                                     
                                                     
ACCOUNT 152 - FUEL STOCK EXPENSE          0           0            0 
UNDISTRIBUTED                                               
                                                     
                                                     
                                                     
                                 TOTAL    0           0            0 

SUMMARY:                                             
                                                     
                                                     

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                       
                 SCHEDULE VII - STORES EXPENSE UNDISTRIBUTED  
                                                       
INSTRUCTIONS:  Report the amount of labor and expenses 
               incurred with respect stores expense during the
               year and indicate amount attributable to each
               associate company.                                              
                                                       
            DESCRIPTION                      LABOR   EXPENSE   TOTAL
                                                       
                                                       
ACCOUNT 163 - STORES EXPENSE                    0        0        0 
UNDISTRIBUTED                                                   
                                                       
                                                       
                                                       
                                                       
                               TOTAL            0        0        0 



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                 
                                   SCHEDULE VIII            
                                                 
                           UNBILLED AND ACCRUED REVENUE
                                                 
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
DESCRIPTION                           BEGINNING       CLOSE
                                      OF YEAR        OF YEAR
                                                 

ACCOUNT 173 - ACCRUED AND 
          UNBILLED REVENUE               23,186         8,948
                                                 
                                                 
                                                 
                                                 
                                                 
                             TOTAL       23,186         8,948



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                  
                    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.
                                                  
                                      BALANCE AT   BALANCE AT
   DESCRIPTION                         BEGINNING      CLOSE
                                        OF YEAR      OF YEAR
                                                  
ACCOUNT 186 - MISCELLANEOUS DEFERRED              
DEBITS                                                         
                                                  
                                                  
Deferred Billings                       62,362          1,483 
                                                  
                                                  
                               TOTAL    62,362          1,483 


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                              
                             SCHEDULE X           
                                              
        RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES      
                                              
INSTRUCTIONS: Provide a description of each material research,
              project which incurred costs by the service
              corporation during the year.                                  
                                              
                                                   BALANCE AT
                 DESCRIPTION                          CLOSE
                                                     OF YEAR
                                              
ACCOUNT 188 - RESEARCH, DEVELOPMENT OR        
              DEMONSTRATION EXPENDITURES                   0 
                                              
                                              
                                              
                                              
                                        TOTAL              0 



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994



                 SCHEDULE XI - PROPRIETARY CAPITAL       
                                      PAR OR       OUTSTANDING CLOSE  
                         NUMBER OF     STATED          OF PERIOD       
              CLASS OF    SHARES       VALUE         NO. OF    TOTAL
   ACCOUNT     STOCK    AUTHORIZED   PER SHARE      SHARES    AMOUNT   
   NUMBER                                                          
                                                       
     201       COMMON      10,000        1.00           100      100
STOCK ISSUED                                                     

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

              DESCRIPTION                                   AMOUNT
                                                       
ACCOUNT 207 - PREMIUM ON COMMON STOCK                       9,900
                                                       
ACCOUNT 215 - APPROPRIATED RETAINED EARNINGS           
                                                       
                                                       
                                                 TOTAL      9,900 


                          BALANCE     NET               BALANCE
                            AT      INCOME                AT     
    DESCRIPTION          BEGINNING    OR     DIVIDENDS   CLOSE
                          OF YEAR    (LOSS)     PAID    OF YEAR
ACCOUNT 216 -                                          
UNAPPROPRIATED                                         
RETAINED                                                         
EARNINGS                   55,400     74,864         0   130,264
                                                       
                                                       
                   TOTAL   55,400     74,864         0   130,264


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                                 
                             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.
                                                                 
                                                                 
<TABLE>
<CAPTION>
                                                                 
                       TERMS OF                                  
                     OBLIG CLASS     DATE                                                   BALANCE
      NAME OF         & SERIES        OF     INTEREST   AMOUNT                        1/    AT CLOSE
     CREDITOR       OF OBLIGATION  MATURITY    RATE    AMORTIZED  ADDITIONS   DEDUCTIONS     OF YEAR
<S>                                <C>       <C>       <C>        <C>         <C>           <C>

ACCOUNT 223 -  ADVANCES  FROM                                    
          ASSOCIATE COMPANIES                                0           0            0             0  
                                                                 
                                                                 
                                                                 
                                                                 
                                                                 
ACCOUNT 224 - OTHER LONG-TERM DEBT:                          0           0            0             0
                                                                 
                                                                 
                                                                 
                                                             0           0            0             0
1/ GIVE AN EXPLANATION OF DEDUCTIONS:                            
</TABLE>


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                      SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES          
                                                  
INSTUCTIONS: 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                         0             0
                                                  
                                                  
                             TOTAL             0             0 
                                                  
ACCOUNT 234 - ACCOUNTS                            
PAYABLE TO ASSOCIATE                                             
COMPANIES                                         
                                                  
UNITIL Service Corp.                    123,693         52,003 
                                                  
                            TOTAL             0              0

ACCOUNT 242 - MISCELLANEOUS                       
CURRENT AND ACCRUED                                              
LIABILITIES                                   0               0    
                                                  
                             TOTAL            0               0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994


                          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.
            
            
Selected Notes to the Financial Statements:                     
            
UNITIL Resources, Inc. (URI), a wholly-owned subsidiary of        
UNITIL Corporation, a public utility holding company
provides consulting and other services on energy related
matters to non-affiliates.  These services include power
brokering, financial, accounting, regulatory and related
operational services. URI is subject to the jurisdiction of
the Securities and Exchange Commission (SEC) under the
Public Utility Holding Company Act of 1935. URI prepares its 
financial statements in conformity with generally accepted 
accounting principles.

Please refer to the 1994 UNITIL Corporation Form 10-K for additional disclosures


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                                   
                          SCHEDULE XV              
                                                   
                      STATEMENT OF INCOME          
                                                   
ACCOUNT         DESCRIPTION                        CURRENT          PRIOR
                                                    YEAR             YEAR
                  INCOME                                    
                  ------
  457    Services revenue                           593,111          326,823
451.01   Accrued and unbilled service revenue         1,449           23,186 
  419    Interest Income                                  0                0
  421    Miscellaneous income or loss                 2,291                0 
               Total Income                         596,851          350,009 
                                                   
                EXPENSE                                   
                -------
  920      Salaries and wages                             0                0
  921      Office supplies and expenses                 691               31
  922      Administrative expense                  
            transferred - credit                          0                0
  923      Outside services employed                472,879          259,348 
  924      Property insurance                             0                0
  925      Injuries and damages                         513                0 
  926      Employee pensions and benefits                 0                0
  928      Regulatory commission expense                  0                0 
 930.1     General advertising expense                    0                0 
 930.2     Miscellaneous general expense                  0                0 
  931      Rents                                          0                0
  932      Maintenance of structures               
            and equipment                                 0                0 
  403      Depreciation and                               0                0
            amortization expense                                   
  408      Taxes other than income taxes                  0                0
  409      Income taxes                              47,426           35,230 
  410      Provision for deferred                         0                0
            income taxes                                           
  411      Provision for deferred                  
            income taxes - credit                         0                0 
 411.5     Investment tax credit                          0                0 
 426.1     Donations                                      0                0
 426.5     Other deductions                              99                0
  427      Interest on long-term debt                     0                0 
  430      Interest on debt to associate
            companies                                     0                0
  431      Other interest expense                         0                0
              Total Expense                         521,987          294,609
                                                   
                        Net Income or (Loss)         74,864           55,400


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                     ANALYSIS OF BILLING             
                     ASSOCIATE COMPANIES             
                         ACCOUNT 451
                                                     
                     DIRECT   INDIRECT  COMPENSATION   TOTAL
                     COSTS      COSTS      FOR USE    AMOUNT
NAME OF ASSOCIATE   CHARGED    CHARGED   OF CAPITAL   BILLED
COMPANY                                                       
                     451         451       451    
                                                     
                                                     
NONE                                                     
                                                     
      TOTAL              0           0         0           0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                      ANALYSIS OF BILLING                 
                     NONASSOCIATE COMPANIES               
                          ACCOUNT 451
                                                          
              DIRECT   INDIRECT  COMPENSATION           EXCESS  
  NAME OF      COSTS     COSTS      FOR USE    TOTAL     OR        TOTAL
NONASSOCIATE  CHARGED   CHARGED   OF CAPITAL  CHARGES DEFICIENCY   AMOUNT
  COMPANY      451        451       451                 451        BILLED
                                                          
Great Bay Power
 Corporation   529,739                   0    529,739        0      529,739
Milford LP      47,734                   0     47,734        0       47,734
World Bank      15,638                   0     15,638        0       15,638
                                                          
                                                          
                                                          
      Total    593,111      0            0    593,111        0      593,111
                                                                
INSTRUCTIONS:  Provide a brief description of the services 
               rendered to each nonassociate company.                           
                                                          
GBPC - Power brokering, asset management, and administrative services for
12.1324% ownership in Seabrook nuclear power station.
Milford LP - Power brokering services
World Bank - Consulting Services

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994
                                                                 
<TABLE>
<CAPTION>

                                  SCHEDULE XVI
                         ANALYSIS OF CHARGES FOR SERVICE
                      ASSOCIATE COMPANY AND NONASSOCIATE COMPANIES
                                         
       DESCRIPTION OF ITEMS      DIRECT     INDIRECT           DIRECT  INDIRECT          DIRECT    INDIRECT  
                                  COST        COST    TOTAL     COST     COST    TOTAL    COST       COST     TOTAL
<S>  <S>                         <C>        <C>      <C>      <C>      <C>       <C>    <C>        <C>      <C>
920  SALARIES AND WAGES                                   0                           0         0        0         0           
921  OFFICE SUPPLIES AND EXPENSES   Non-applicable        0                           0         0        0         0
922  ADMIN EXPENSE TRANS-CREDIT                           0                           0         0        0         0  
923  OUTSIDE SERVICES EMPLOYED                            0                           0         0        0         0
924  PROPERTY INSURANCE                                   0                           0         0        0         0
925  INJURIES AND DAMAGES                                 0                           0         0        0         0
926  EMPLOYEE PENSIONS                                    0                           0         0        0         0
     AND BENEFITS 
928  REGULATORY COMMISSION                                0                           0         0        0         0
     EXPENSE   
930.1 GENERAL ADVERTISING                                 0                           0         0        0         0
      EXPENSE                                                        
930.2 MISC. GENERAL EXPENSE                               0                           0         0        0         0
931   RENTS                                               0                           0         0        0         0
932   MAINT. OF STRUCT.& EQUIP                            0                           0         0        0         0
403   DEPR. AND AMORT. EXPENSE                            0                           0         0        0         0
408   TAXES OTHER THAN INCOME                             0                           0         0        0         0
409   INCOME TAXES                                        0                           0         0        0         0
410   PROV FOR DEF INC TAXES                              0                           0         0        0         0
411   PROV FOR DEF INC TAX CREDIT                         0                           0         0        0         0
411.5 INVESTMENT TAX CREDIT                               0                           0         0        0         0
419   INTEREST INCOME                                     0                           0         0        0         0
426.1 DONATIONS                                           0                           0         0        0         0
426.5 OTHER DEDUCTIONS                                    0                           0         0        0         0
427   INTEREST ON LONG-TERM DEBT                          0                           0         0        0         0
431   OTHER INTEREST EXPENSE                              0                           0         0        0         0

         SUBTOTAL EXPENSES              0           0     0          0      0         0         0        0         0

COMPENSATION FOR USE OF                
EQUITY CAPITAL                                            0                           0                  0
430  INTEREST ON DEBT TO                0           0     0          0      0         0         0        0         0
     ASSOCIATE COMPANIES                                                                       
          TOTAL EXPENSES                0           0     0          0      0         0         0        0         0      
421  MISCELLANEOUS INCOME               0           0     0          0      0         0         0        0         0
TOTAL COST OF SERVICE                   0           0     0          0      0         0         0        0         0

</TABLE>


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                          SCHEDULE XVII                  
                SCHEDULE OF EXPENSE DISTRIBUTION         
                               BY                        
                     DEPARTMENT OR FUNCTION          
                                                       DEPARTMENT OR  
                                                         FUNCTION  
                                TOTAL      OVER-     
                               AMOUNT      HEAD        NONE

920 SALARIES AND WAGES                0
921 OFFICE SUPPLES AND                0                Non-applicable
    EXPENSES                                                          
922 ADMIN. EXPENSE                    0
    TRANS-CREDIT                                                   
923 OUTSIDE SERVICES EMPLOYED         0
924 PROPERTY INSURANCE                0
925 INJURIES AND DAMAGES              0
926 EMPLOYEE PENSIONS AND             0
    BENEFITS                                                          
928 REGULATORY COMMISSION             0                    
    EXPENSE                                                           
930.1  GENERAL ADVERTISING            0
    EXPENSE                                                           
930.2  MISC. GENERAL EXPENSE          0
931 RENTS                             0
932 MAINT. OF STRUCT. &               0
    EQUIP.                                                            
403 DEPR. AND AMORT. EXPENSE          0                   
408 TAXES OTHER THAN INCOME           0                   
409 INCOME TAXES                      0                   
410 PROV. FOR DEF. INC. TAXES         0                   
411 PROV. FOR DEF. INC. TAX           0                    
    CREDIT                                                            
411.5  INVESTMENT TAX CREDIT          0                    
426.1  DONATIONS                      0                    
426.5  OTHER DEDUCTIONS               0                    
427 INTEREST ON LONG-TERM DEBT        0                    
430 INTEREST ON DEBT TO               0                    
    ASSOCIATE COMPANIES                                                         
431 OTHER INTEREST EXPENSE            0                   

            TOTAL EXPENSES -          0           0           0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994


                      DEPARTMENTAL ANALYSIS OF SALARIES       
                                 ACCOUNT 920                  
                                                      
                          DEPARTMENTAL SALARY EXPENSE

 NAME OF                         INCLUDE IN AMOUNTS             NUMBER
DEPARTMENT                            BILLED TO                PERSONNEL   
Indicate each     TOTAL     PARENT     OTHER         NON        END OF
department        AMOUNT    COMPANY  ASSOCIATES   ASSOCIATES     YEAR       
or service        
function                             
                                                      
                                                      
Non-applicable
                                                      
                                                      
         TOTAL        0         0           0            0          0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                       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.                      
                                                    
                                                    
                                             RELATIONSHIP 
                                             "A"=         
                                             ASSOCIATE                 
 FROM WHOM PURCHASED            ADDRESS     "NA"=NON             AMOUNT
                                             ASSOCIATE  
                                                    
Outside Services-Accounting and Management
                                                    
UNITIL Service Corp.         216 Epping Road     A               457,490
                             Exeter, NH 03833                       
Outside Services - Legal
                                                    
LeBoef, Lamb, Green &       260 Franklin Street NA                15,389
MacRae                      Boston, MA 02110-3173
                                                    
                                                                -------
Total                                                            472,879 
                                                    
                                                    
ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                 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
                                             
                                             
                  NONE                                             
                                             
                                             
                                       TOTAL                  0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                   GENERAL ADVERTISING EXPENSES     
                           ACCOUNT 930.1            

INSTRUCTIONS:  Provide a listing of the amounts included in Account 930.1
              "General Advertising Expenses", classifying the items
               according to the nature of the advertising and as defined in
               the account description. If a particular class includes an 
               amount 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               0


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                       MISCELLANEOUS GENERAL EXPENSES                           
                                ACCOUNT 930.2        

   INSTRUCTIONS:    Provide a listing of the amount includedin Account 930.02
                    "Miscellaneous General Expense", classifying such expenses
                    according to their nature.  Payments and expenses permitted
                    by Section 321 (b) (2) of the Federal Election Campaign Act,
                    as amended by Public Law 94-283 in 1976 (2 U.S.C. 441(b)(2)
                    shall be separately classified.             
                                                
               DESCRIPTION                         AMOUNT
                                                    
                                                
State of New Hampshire                                100
                                                
SEC Filing Fees                                       250 
                                                
Miscellaneous                                          29
                                                
                                                
                                     TOTAL            379


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                       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
                                                    
                                                    
                   NONE                                                    
                                                    
                                                    
                                              TOTAL         0



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                       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 and (2) U.S. Government taxes.  Specify
                  each of the various kinds of taxes and show the amounts
                  there of. Provide a subtotal for each class of tax.     
                                                
                                                
                                                
                   KIND OF TAX                          AMOUNT
                                                
                                                
                    NONE                                                
                                                
                                          TOTAL        309,066 


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                   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
                                                   
                                                   
          NONE                                                   

                                             TOTAL              0

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994


                               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
                                                    
                                                    
Penalty                  Internal Revenue Service            99
                                                    
                                                    
                                              TOTAL          99


ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994

                                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 increases 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.
            
            
                                See page 19.                           
            
            
ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994


                            ORGANIZATION CHART

                               See page 36A.



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994



                ORGANIZATION CHART AS OF DECEMBER 31, 1994


               POSITION                                 NAME

President                                              G.R. GANTZ
                                     
Vice President                                         M.J. Dalton
Vice President                                         J.G. Daly
Vice President - Treasurer                             G.A. Siart
Secretary                                              S.L. Walker

ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994


                          METHODS OF ALLOCATION

                   See UNITIL Service Corp. U-13-60



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994



          ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED

                                Non applicable



ANNUAL REPORT OF UNITIL RESOURCES, INC.
For the Year Ended December 31, 1994



                                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,
     
     
                      UNITIL Resources, Inc.
                   (Name of Reporting Company)


     By:                 George R. Gantz
                 -----------------------------
                 (Signature of Signing Officer)
     
     
                    George R. Gantz, President
           (Printed Name and Title of Signing Officer)


     Date:               April 26, 1995
                                                      



<TABLE> <S> <C>

<ARTICLE> OPUR2
<SUBSIDIARY>
   <NUMBER> 06
   <NAME> UNITIL Resources, Inc.
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<PERIOD-TYPE> YEAR
<BOOK-VALUE> PER-BOOK
       

<S>                                      <C>
<NET-SERVICE-COMPANY-PROPERTY>                 0
<TOTAL-INVESTMENTS>                            0
<TOTAL-CURRENT-ASSETS>                   173,228
<TOTAL-DEFERRED-DEBITS>                    1,483
<OTHER-ASSETS-AND-DEBITS>                      0
<TOTAL-ASSETS-AND-DEBITS>                174,711
<TOTAL-PROPRIETARY-CAPITAL>              140,264
<TOTAL-LONG-TERM-DEBT>                         0
<NOTES-PAYABLE>                                0
<NOTES-PAYABLE-ASSOCIATE-COMP>                 0
<OTHER-CURR-AND-ACCRUED-LIAB>             34,447
<TOTAL-DEFERRED-CREDITS>                       0
<DEFERRED-INCOME-TAX>                          0
<TOT-LIABIL-AND-PROPRIET-CAP>            174,711
<SERVICES-ASSOCIATE-COMPANIES>           593,111
<SERVICES-NON-ASSOCIATE-COMP>              1,449
<MISC-INCOME-OR-LOSS>                      2,291
<TOTAL-INCOME>                           596,851
<SALARIES-AND-WAGES>                           0
<EMPLOYEE-PENSION-AND-BENEFIT>                 0
<OTHER-EXPENSES>                         521,987
<TOTAL-EXPENSES>                         521,987
<NET-INCOME>                              74,864
<TOTAL-EXPENSES-DIRECT-COST>                   0
<TOTAL-EXPENSES-INDIRECT-COST>                 0
<TOT-EXP-DIRECT-AND-INDIRECT>            521,987
<PERSONNEL-END-OF-YEAR>                        0


</TABLE>


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