35-CERT

               SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.

   In the matter of                           )
                                              )
EASTERN UTILITIES ASSOCIATES                  )
Boston, Massachusetts                         )
                                              )
EUA COGENEX CORPORATION                       ) Certificate of
Lowell, Massachusetts                         ) Notification
                                              ) Pursuant to
                                              ) Rule 24
   (70-8255)                                  )
                                              )
(Public Utility Holding Company Act of 1935)  )



   Eastern Utilities Associates and its wholly-owned subsidiary, EUA
Cogenex Corporation, in accordance with the Order of the Securities
and Exchange Commission entered in the above matter on December 8,
1993 (Release No. 35-25941), hereby certify pursuant to Rule 24 that:
(i) the initial closing of the acquisition of James L. Day Co., Inc.
by merger into EUA Cogenex Corporation, pursuant to which James L. Day
Co., Inc. became the EUA/Day division of EUA Cogenex Corporation, and
(ii) the post-closing purchase price adjustment for the above-
referenced acquisition, all as described in the Application-
Declaration, as amended, and filed in said matter were carried out on
December 20, 1993 and on April 29, 1994, respectively, in accordance
with the terms and conditions of and for the purposes represented by
said Application-Declaration, as amended, and said Order with respect
thereto; and enclosed herewith for filing pursuant to the above-
referenced Order are the balance sheet, the income statement, and the
statement of cash flows of the EUA/Day division of EUA Cogenex
Corporation for the quarter ended September 30, 1994.

                                 EASTERN UTILITIES ASSOCIATES

                                 By: /s/ Clifford J. Hebert, Jr.
                                     Clifford J. Hebert, Jr.
                                     Treasurer


                                 EUA COGENEX CORPORATION

                                 By: /s/ Basil G. Pallone
                                     Basil G. Pallone
                                     Vice President


Dated:  November 15, 1994

EX-99

                                       EUA DAY
                                    BALANCE SHEET
                                  SEPTEMBER 30, 1994
                                  ($ IN THOUSANDS)


                    ASSETS

Current assets:
          Cash and cash equivalents                               144
          Customer accounts receivable                          1,362
          Other accounts receivable                                33
          Notes receivable                                        321
          Inventory                                                18
                    Total current assets                        1,878


Property and equipment                                          1,910
Less: accumulated amortization                                   (647)

                    Net property and equipment                  1,263



                              Total assets                      3,141



                                    EUA DAY
                                 BALANCE SHEET
                              SEPTEMBER 30, 1994
                               ($ IN THOUSANDS)





                    LIABILITIES


Current liabilities:
          Accounts payable - other                                568
                           - associated companies                  77
          Notes payable                                         1,177
          Accrued taxes                                             3
          Miscellaneous current liabilities                        75

                    Total current liabilities                   1,900


Other non current liabilities:

          Deferred credits                                         12

                    Total other non current liabilities            12

Paid in Capital                                                 1,097
Retained Earnings                                                 132

                    Total liabilities and equity                3,141




                                EUA DAY
                              INCOME STATEMENT
                             NINE MONTHS ENDED
                             SEPTEMBER 30, 1994
                               (In Thousands)





Operating Revenues                                  $4,664
Cost of Goods Sold                                   3,096

          Gross Profit                               1,568

Operating Expenses                                   1,402

          Income from Operations                       166

Other Income                                             0

Interest Expense:
   Interest Debt                                        60
   Other Interest                                       (2)
      Total Interest Expense                            58

          Net Income                                  $108


                   EUA DAY
           STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1994
              (In Thousands)



Cash flow from operating activities:

Net income                                                 $108
Adjustments to reconcile net income to net
    cash provided by operating activities:
        Depreciation and amortization                        50
        Other - net                                        (251)
        Changes in operating assets and liabilities        (103)

         Net cash used in operating activities             (196)


Cash flow from investing activities:

        Construction expenditures                           (28)

         Net cash used in investing activities              (28)


Cash flow from financing activities:

        Net increase in short-term debt                     210

         Net cash provided from financing activities        210


Net increase in cash and cash equivalents                   (14)

Cash and cash equivalents at beginning of year              158

Cash and cash equivalents at end of year                   $144



Supplemental disclosures of cash flow information:
    Cash paid during the year for:
            Interest, net of amounts capitalized                 $0

EX-27

 

<ARTICLE> OPUR1
<MULTIPLIER> 1000
       
                             
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-END>                               SEP-30-1994
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                         1263
<OTHER-PROPERTY-AND-INVEST>                          0
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<CAPITAL-SURPLUS-PAID-IN>                         1097
<RETAINED-EARNINGS>                                132
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<GROSS-OPERATING-REVENUE>                         4664
<INCOME-TAX-EXPENSE>                                 0
<OTHER-OPERATING-EXPENSES>                        1402
<TOTAL-OPERATING-EXPENSES>                        4498
<OPERATING-INCOME-LOSS>                            166
<OTHER-INCOME-NET>                                   0
<INCOME-BEFORE-INTEREST-EXPEN>                     166
<TOTAL-INTEREST-EXPENSE>                            58
<NET-INCOME>                                       108
<PREFERRED-STOCK-DIVIDENDS>                          0
<EARNINGS-AVAILABLE-FOR-COMM>                      108
<COMMON-STOCK-DIVIDENDS>                             0
<TOTAL-INTEREST-ON-BONDS>                            0
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<EPS-PRIMARY>                                        0
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