8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  May 1, 2013 (May 1, 2013)

Commission File Number	Registrant; State of Incorporation Address; and Telephone Number	I.R.S. Employer Identification No.
1-5324	NORTHEAST UTILITIES (a Massachusetts voluntary association) One Federal Street, Building 111-4 Springfield, Massachusetts 01105 Telephone number:  (413) 785-5871	04-2147929
0-00404	THE CONNECTICUT LIGHT AND POWER COMPANY (a Connecticut corporation) 107 Selden Street Berlin, Connecticut  06037-1616 Telephone:  (860) 665-5000	06-0303850
1-2301	NSTAR ELECTRIC COMPANY (a Massachusetts corporation) 800 Boylston Street Boston, Massachusetts 02199 Telephone number:  (617) 424-2000	04-1278810
1-6392	PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE (a New Hampshire corporation) Energy Park 780 North Commercial Street Manchester, New Hampshire 03101-1134 Telephone:  (603) 669-4000	02-0181050
0-7624	WESTERN MASSACHUSETTS ELECTRIC COMPANY (a Massachusetts corporation) One Federal Street, Building 111-4 Springfield, Massachusetts 01105 Telephone number:  (413) 785-5871	04-1961130

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2.

Financial Information

Item 2.02.

Results of Operations and Financial Conditions.

On May 1, 2013, Northeast Utilities issued a news release announcing its unaudited results of operations for the three months ended March 31, 2013, and related financial information for certain of its subsidiaries as of and for the same period.  A copy of the news release and related unaudited financial reports are attached as Exhibits 99.1 and 99.2, and are incorporated herein by reference thereto.  

The information contained in this report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed filed with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by Northeast Utilities or any subsidiary thereof under the Securities Act of 1933, as amended, unless specified otherwise.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.  

Exhibit Number	Description
99.1	News Release of Northeast Utilities dated May 1, 2013.
99.2	Financial Report for the three months ended March 31, 2013.

[The remainder of this page left blank intentionally.]

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SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

	NORTHEAST UTILITIES THE CONNECTICUT LIGHT AND POWER COMPANY NSTAR ELECTRIC COMPANY PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE WESTERN MASSACHUSETTS ELECTRIC COMPANY (Registrants)
May 1, 2013	By: /S/ JAY S. BUTH Jay S. Buth Vice President, Controller and Chief Accounting Officer

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EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	News Release of Northeast Utilities dated May 1, 2013.
99.2	Financial Report for the three months ended March 31, 2013.

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EX-99

EXHIBIT 99.1

56 Prospect St., Hartford, Connecticut 06103-2818 800 Boylston St., Boston, Massachusetts 02199

News Release  

NU Reports First Quarter 2013 Results

(HARTFORD, Conn. and BOSTON, Mass. – May 1, 2013)  Northeast Utilities (NYSE: NU) today reported first quarter 2013 earnings of $228.1 million, or $0.72 per share, compared with earnings of $99.3 million, or $0.56 per share, in the first quarter of 2012.  Results for both years reflect costs related to the April 2012 merger of NU and NSTAR.  Those costs totaled $1.8 million, or $0.01 per share, in the first quarter of 2013 and $1.1 million in the first quarter of 2012.  NU’s first quarter 2013 results include earnings from NSTAR, while those from the first quarter of 2012 do not.

Thomas J. May, NU president and chief executive officer, said, “These financial results are consistent with our previously announced 2013 recurring earnings guidance of between $2.40 and $2.60 per share  and represent a very good start for our first full year as a merged company.”

Electric Transmission

NU’s transmission segment earned $79.9 million in the first quarter of 2013, compared with $46.3 million in the first quarter of 2012.  Higher transmission earnings reflect the inclusion of NSTAR Electric transmission earnings and a higher transmission rate base at NU’s other electric subsidiaries.  On March 4, 2013, the 345 kV portion of the Greater Springfield Reliability Project (GSRP) was energized, and the entire project is expected to be complete in late 2013.

Electric Distribution and Generation

NU’s electric distribution and generation segment earned $99.5 million in the first quarter of 2013, compared with $42 million in the first quarter of 2012.  Improved results primarily reflect the inclusion of NSTAR Electric earnings.  Additionally, current year results benefited from colder first quarter weather in 2013 than in 2012.  Retail electric sales, including NSTAR Electric for both years, rose 3.2 percent in the first quarter of 2013, compared with the first quarter of 2012, when weather was extremely mild.  Retail sales were up nearly 1 percent when adjusted for the colder weather and the absence of a “leap day” in the first quarter of 2013.  Economic growth was partially offset by the company’s successful energy conservation programs and the impact of a February 2013 blizzard.   

Earnings of Electric Utility Subsidiaries (net of preferred dividends)

The Connecticut Light and Power Company earned $83.6 million after preferred dividends in the first quarter of 2013, compared with $52.6 million in the first quarter of 2012.  Improved results were due primarily to higher transmission earnings and a 4.7 percent increase in retail sales in the first quarter of 2013, compared with the first quarter of 2012.

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NSTAR Electric earned $47.6 million after preferred dividends in the first quarter of 2013.

Public Service Company of New Hampshire earned $29 million in the first quarter of 2013, compared with $21.3 million in the first quarter of 2012.  Improved results reflect higher transmission and generation earnings, a 2.8 percent increase in retail sales in the first quarter of 2013, compared with the first quarter of 2012, and a change in distribution rates that took effect July 1, 2012.  Those factors were offset by higher depreciation, property tax and income tax expense.

Western Massachusetts Electric Company (WMECO) earned $18.6 million in the first quarter of 2013, compared with $14.2 million in the first quarter of 2012.  WMECO’s 2013 results improved largely as a result of higher transmission earnings, primarily related to GSRP, most of which is being built in the WMECO service territory.

Natural Gas Distribution

NU’s natural gas distribution segment, which includes both Yankee Gas Services Company and NSTAR Gas Company, earned $43.3 million in the first quarter of 2013, compared with $14.7 million in the first quarter of 2012, when it included only Yankee Gas.  In addition to the inclusion of NSTAR Gas earnings, first quarter results reflect colder first quarter weather in 2013.  Combined sales for NSTAR Gas and Yankee Gas were 21.8 percent higher in the first quarter of 2013 than they were in the first quarter of 2012.  They were up nearly 4 percent when adjusted for the colder weather and absence of a “leap day” in the first quarter of 2013.

NU parent and other companies

NU parent and other companies earned $7.2 million in the first quarter of 2013, excluding $1.8 million of merger-related expenses, compared with net expenses of $2.6 million in the first quarter of 2012, excluding $1.1 million of merger-related expenses.  The improvement was due to a number of factors, including the addition of earnings from NSTAR Communications, Inc. in 2013, a lower effective tax rate, and lower interest expense.  The following table reconciles earnings per share for the first quarters of 2013 and 2012.

		First Quarter
2012	Reported EPS	$0.56
	Higher outstanding common shares	($0.39)
	Higher NU legacy transmission earnings in 2013	$0.09
	Higher NU legacy electric sales in 2013	$0.05
	Higher NU legacy firm natural gas sales in 2013	$0.04
	Lower NU legacy O&M	$0.08
	Higher generation earnings and other distribution income	$0.04
	NSTAR earnings in 2013	$0.21
	Higher NU parent and other in 2013	$0.05
	2013 merger charges	($0.01)
2013	Reported EPS	$0.72

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Financial results for the first quarters of 2013 and 2012 for NU’s business segments and NU parent and other companies are noted below:

Three months ended:

(in millions, except EPS)	March 31, 2013	March 31, 2012	Increase/ (Decrease)	2013 EPS1
Electric Distribution/Generation	$99.5	$42.0	$57.5	$0.32
Natural Gas Distribution	$43.3	$14.7	$28.6	$0.14
Electric Transmission	$79.9	$46.3	$33.6	$0.25
NU Parent and Other Companies, ex. merger expenses	$7.2	($2.6)	$9.8	$0.02
Earnings, ex. merger impacts	$229.9	$100.4	$129.5	$0.73
Merger impacts	($1.8)	($1.1)	($0.7)	($0.01)
Reported Earnings	$228.1	$99.3	$128.8	$0.72

Retail sales data:

	March 31, 2013	March 31, 2012	% Change    Actual
Electric distribution
Gwh for three months ended*	13,796	13,365	3.2
Natural Gas Distribution
Firm volumes in mmcf for three months ended**	39,422	32,377	21.8

*

Pre-merger sales data for NSTAR Electric are included for illustrative purposes.

**

Pre-merger sales data for NSTAR Gas are included for illustrative purposes.

NU has approximately 315 million common shares outstanding.  It operates New England’s largest energy delivery system, serving approximately 3.6 million customers in Connecticut, Massachusetts and New Hampshire.

CONTACT:

Jeffrey R. Kotkin

(860) 728-4650

# # # #

Note:  NU will webcast a conference call with senior management on May 2, 2013, beginning at 9 a.m. Eastern Time.  The webcast can be accessed through NU’s website at www.nu.com.

¹ All per share amounts in this news release are reported on a diluted basis.  The only common equity securities that are publicly traded are common shares of NU parent.  The earnings and EPS of each business do not represent a direct legal interest in the assets and liabilities allocated to such business, but rather represent a direct interest in NU's assets and liabilities as a whole.  EPS by business is a non-GAAP (not determined using generally accepted accounting principles) measure that is calculated by dividing the net income or loss attributable to controlling interests of each business by the weighted average diluted NU parent common shares outstanding for the period.  In addition, first quarter 2013 and 2012 earnings and EPS excluding certain charges related to the April 10, 2012 closing of the merger between NU and NSTAR are non-GAAP financial measures.  Management uses these non-GAAP financial measures to evaluate earnings results and to provide details of earnings results by business and to more fully compare and explain our first quarter 2013 and 2012 results without including the impact of the non-recurring merger-related costs.  Management believes that this measurement is useful to investors to evaluate the actual and projected financial performance and contribution of NU’s businesses.  Non-GAAP financial measures

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should not be considered as alternatives to NU consolidated net income attributable to controlling interests or EPS determined in accordance with GAAP as indicators of NU’s operating performance.

This news release includes statements concerning NU’s expectations, beliefs, plans, objectives, goals, strategies, assumptions of future events, future financial performance or growth and other statements that are not historical facts.  These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  In some cases, readers can identify these forward-looking statements through the use of words or phrases such as “estimate, “expect,” “anticipate,” “intend,” “plan,” “project,” “believe,” “forecast,” “should,” “could,” and other similar expressions.  Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements.  Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but are not limited to, the possibility that expected merger synergies will not be realized or will not be realized within the expected time period; cyber breaches, acts of war or terrorism, or grid disturbances; actions or inaction of local, state and federal regulatory and taxing bodies; changes in business and economic conditions, including their impact on interest rates, bad debt expense and demand for NU’s products and services; changes in weather patterns; changes in laws, regulations or regulatory policy; changes in levels or timing of capital expenditures; disruptions in the capital markets or other events that make NU’s access to necessary capital more difficult or costly; developments in legal or public policy doctrines; technological developments; changes in accounting standards and financial reporting regulations; actions of rating agencies; and other presently unknown or unforeseen factors. Other risk factors are detailed from time to time in NU’s reports filed with the Securities and Exchange Commission.  Any forward-looking statement speaks only as of the date on which such statement is made, and NU undertakes no obligation to update the information contained in any forward-looking statements to reflect developments or circumstances occurring after the statement is made or to reflect the occurrence of unanticipated events.

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EX-99

EXHIBIT 99.2

NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
		March 31,		December 31,
(Thousands of Dollars)		2013		2012
ASSETS
Current Assets:
	Cash and Cash Equivalents	$	60,817	$	45,748
	Receivables, Net		832,989		792,822
	Unbilled Revenues		195,870		216,040
	Fuel, Materials and Supplies		239,226		267,713
	Regulatory Assets		625,542		705,025
	Marketable Securities		99,115		91,975
	Prepayments and Other Current Assets		104,452		107,972
Total Current Assets			2,158,011		2,227,295
Property, Plant and Equipment, Net			16,737,549		16,605,010
Deferred Debits and Other Assets:
	Regulatory Assets		5,015,108		5,132,411
	Goodwill		3,519,401		3,519,401
	Marketable Securities		492,003		400,329
	Derivative Assets		94,970		90,612
	Other Long-Term Assets		311,619		327,766
Total Deferred Debits and Other Assets			9,433,101		9,470,519
Total Assets		$	28,328,661	$	28,302,824
The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
	March 31,	December 31,
(Thousands of Dollars)	2013	2012
LIABILITIES AND CAPITALIZATION
Current Liabilities:

Notes Payable		$	1,287,000	$	1,120,196
Long-Term Debt - Current Portion			947,328		763,338
Accounts Payable			633,458		764,350
Regulatory Liabilities			191,707		134,115
Derivative Liabilities			108,964		117,194
Other Current Liabilities			671,180		744,497
Total Current Liabilities			3,839,637		3,643,690
Rate Reduction Bonds			19,610		82,139
Deferred Credits and Other Liabilities:
Accumulated Deferred Income Taxes			3,614,278		3,463,347
Regulatory Liabilities			531,546		540,162
Derivative Liabilities			840,043		882,654
Accrued Pension, SERP and PBOP			2,097,550		2,130,497
Other Long-Term Liabilities			873,637		967,561
Total Deferred Credits and Other Liabilities			7,957,054		7,984,221
Capitalization:
Long-Term Debt			7,011,561		7,200,156
Noncontrolling Interest - Preferred Stock of Subsidiaries			155,568		155,568
Equity:
	Common Shareholders' Equity:
	Common Shares		1,664,760		1,662,547
	Capital Surplus, Paid In		6,173,801		6,183,267
	Retained Earnings		1,914,371		1,802,714
	Accumulated Other Comprehensive Loss		(70,898)		(72,854)
	Treasury Stock		(336,803)		(338,624)
Common Shareholders' Equity			9,345,231		9,237,050
Total Capitalization			16,512,360		16,592,774
Total Liabilities and Capitalization		$	28,328,661	$	28,302,824
The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
			For the Three Months Ended March 31,
(Thousands of Dollars, Except Share Information)			2013		2012
Operating Revenues			$	1,995,023	$	1,099,623
Operating Expenses:
	Purchased Power, Fuel and Transmission			747,809		395,344
	Operations and Maintenance			346,092		261,963
	Depreciation			154,977		80,839
	Amortization of Regulatory Assets, Net			54,049		5,426
	Amortization of Rate Reduction Bonds			34,499		18,347
	Energy Efficiency Programs			105,771		37,273
	Taxes Other Than Income Taxes			132,881		86,038
		Total Operating Expenses		1,576,078		885,230
Operating Income				418,945		214,393
Interest Expense:
	Interest on Long-Term Debt			85,295		59,968
	Interest on Rate Reduction Bonds			611		1,431
	Other Interest			(9,651)		5,048
		Interest Expense		76,255		66,447
Other Income, Net				7,765		8,773
Income Before Income Tax Expense				350,455		156,719
Income Tax Expense				120,487		55,964
Net Income				229,968		100,755
Net Income Attributable to Noncontrolling Interests				1,879		1,493
Net Income Attributable to Controlling Interest			$	228,089	$	99,262
Basic and Diluted Earnings Per Common Share			$	0.72	$	0.56
Dividends Declared Per Common Share			$	0.37	$	0.29
Weighted Average Common Shares Outstanding:
	Basic			315,129,782		178,055,716
	Diluted			316,002,538		178,437,453

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
			For the Three Months Ended March 31,
(Thousands of Dollars)			2013		2012
Operating Activities:
	Net Income		$	229,968	$	100,755
	Adjustments to Reconcile Net Income to Net Cash Flows
		Provided by Operating Activities:
		Depreciation		154,977		80,839
		Deferred Income Taxes		168,938		52,474
		Pension, SERP and PBOP Expense		53,102		42,268
		Pension and PBOP Contributions		(47,048)		(98,910)
		Regulatory Over/(Under) Recoveries, Net		39,218		(27,569)
		Amortization of Regulatory Assets, Net		54,049		5,426
		Amortization of Rate Reduction Bonds		34,499		18,347
		Proceeds from DOE Damages Claim		77,936		-
		Other		(51,106)		(5,484)
	Changes in Current Assets and Liabilities:
		Receivables and Unbilled Revenues, Net		(129,431)		29,276
		Fuel, Materials and Supplies		28,487		30,108
		Taxes Receivable/Accrued, Net		(21,295)		11,758
		Accounts Payable		(86,916)		(190,232)
		Other Current Assets and Liabilities, Net		(32,235)		(40,240)
Net Cash Flows Provided by Operating Activities				473,143		8,816
Investing Activities:
	Investments in Property, Plant and Equipment			(388,950)		(304,294)
	Proceeds from Sales of Marketable Securities			141,500		40,947
	Purchases of Marketable Securities			(233,429)		(41,570)
	Other Investing Activities			33,966		2,448
Net Cash Flows Used in Investing Activities				(446,913)		(302,469)
Financing Activities:
	Cash Dividends on Common Shares			(116,431)		(52,104)
	Cash Dividends on Preferred Stock			(1,879)		(1,390)
	Increase/(Decrease) in Short-Term Debt			(228,000)		343,000
	Issuance of Long-Term Debt			400,000		300,000
	Retirements of Rate Reduction Bonds			(62,529)		(17,903)
	Other Financing Activities			(2,322)		(1,130)
Net Cash Flows (Used in)/Provided by Financing Activities				(11,161)		570,473
Net Increase in Cash and Cash Equivalents				15,069		276,820
Cash and Cash Equivalents - Beginning of Period				45,748		6,559
Cash and Cash Equivalents - End of Period			$	60,817	$	283,379
The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.