POS AMC

                                                 File No. 70-8283


               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                POST-EFFECTIVE AMENDMENT NO. 2 TO

                            FORM U-1

             APPLICATION-DECLARATION WITH RESPECT TO
       PARTICIPATION BY EUA ENERGY INVESTMENT CORPORATION
               IN A JOINT VENTURE TO COMMERCIALIZE
     AN ENERGY RELATED COMPUTER SOFTWARE AND HARDWARE SYSTEM

                              UNDER

         THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

           EUA ENERGY INVESTMENT CORPORATION ("EEIC")
           P.O. Box 2333, Boston, Massachusetts 02107

            (Name of companies filing this statement
           and address of principal executive office)

                  EASTERN UTILITIES ASSOCIATES

             (Name of top registered holding company
                parent of applicant or declarant)

               CLIFFORD J. HEBERT, JR., TREASURER
                  EASTERN UTILITIES ASSOCIATES
           P.O. Box 2333, Boston, Massachusetts 02107

             (Name and address of agent for service)

        The Commission is requested to mail signed copies
          of all orders, notices and communications to:

                    ARTHUR I. ANDERSON, P.C.
                     McDermott, Will & Emery
                         75 State Street
                   Boston, Massachusetts 02109

     This Post-Effective Amendment No. 2 to the Application-
Declaration on Form U-1 dated October 6, 1993, as previously
amended by Amendment No. 1 dated October 20, 1993, Amendment
No. 2 dated November 5, 1993, Amendment No. 3 dated December 8,
1993, Amendment No. 4 dated January 19, 1994, Amendment No. 5
dated January 21, 1994 and Post-Effective Amendment No. 1 dated
December 21, 1994, hereby amends said Application-Declaration as
follows.

1.   Paragraph H of Part III of Item 1 is hereby amended and
restated in its entirety to read as follows:

     H.   Request for Authority for Additional Financing of the
Joint Venture and Grounds for Request.  By order dated
January 24, 1994 (Release No. 35-25976; hereinafter, the
"Order"), EEIC was authorized, among other things, to provide
$1.85 million of initial funding, up to $1 million of additional
capital contributions and up to $2 million of open account
advances and/or loans to TransCapacity L.P. for the research,
development and commercialization of an energy-related computer
software and hardware system for the collection, compilation and
distribution of an information database composed of information
regarding natural gas pipeline capacity and capacity rights.  As
of December 31, 1994, EEIC had provided TransCapacity L.P. with
$2,275,000 in funding for its working capital, leaving EEIC with
unexercised authorization to contribute an additional $725,000 to
TransCapacity L.P.  For the reasons set forth below, EEIC hereby
requests Commission authorization to make further capital
contributions to TransCapacity L.P. (in addition to the
authorized $725,000) through December 31, 1996 in an aggregate
amount of up to $2 million.  EEIC anticipates that it will not
require additional working capital for the purpose of enabling
TransCapacity, L.P. to bring the System on-line.

     The partners of TransCapacity L.P. project that
TransCapacity L.P. will require up to $2 million of additional
funding from EEIC for working capital purposes due to unavoidable
delays in achieving TransCapacity L.P.'s target date for full
operation of its EBB system.  Exhibit G-3, for which confidential
treatment has been requested, shows the details of
TransCapacity's working capital requirements.  At the time the
Order was issued, TransCapacity L.P. and the Applicant expected
to commence on-line operation of the EBB system by June 1, 1994;
however, the EBB system did not commence full operation until
October 1994 for the following reasons:

     (i)  The work involved in creating a capacity rights
          database, and building the software and hardware
          required to update the database to interact with gas
          pipeline EBB's, was more difficult and time consuming
          than originally anticipated; and

     (ii) The deadline of June 1, 1994 for implementation of
          Federal Energy Regulatory Commission (the "FERC") Order
          636 regarding the EBB information standards to be
          achieved by the pipelines was not feasible because only
          a few pipelines were in compliance on that date.
          Accordingly, the FERC granted the pipelines an
          extension to comply with its Order 636, and the EBB
          information did not become publicly available until
          after TransCapacity L.P.'s target date.  As at year end
          1994, only 12 pipelines out of 51 were verified by
          TransCapacity L.P. to be in compliance with the FERC's
          EBB standards.  These 12 pipelines represent
          approximately 40 percent of the total on-line capacity
          in the natural gas industry (see attached Exhibit G-2).

Because commencement of the on-line operation of the EBB system
was delayed, TransCapacity L.P. postponed its scheduled date for
achieving sufficient customer service levels to meet its
operating cash requirements.  Although these delays force
TransCapacity L.P. to seek additional funding from the Applicant,
the partners of TransCapacity L.P. and the Applicant believe that
the long-term profitability of the EBB system will not be
adversely affected.  The partners of TransCapacity L.P.
anticipate that TransCapacity L.P. will be in a position to
distribute excess cash to the Applicant commencing with the first
quarter of fiscal year 1996.

3.   The following Exhibits and Financial Statements are to be
added to Item 6: (* Denotes Filed Herewith)

         *Exhibit G-2              Gas Pipelines in Compliance
                                   with FERC EBB Standards.

         *Exhibit G-3              TransCapacity L.P.
                                   1995 Financial Forecast
                                   (confidential treatment
                                   requested.)


                            SIGNATURE

     Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned Applicant has duly caused
this statement to be signed on its behalf by the undersigned duly
authorized individual.


                              EUA ENERGY INVESTMENT CORPORATION


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

Date:  January 27, 1995

EX-99

                                                      Exhibit G-2


       GAS PIPELINES IN COMPLIANCE WITH FERC EBB STANDARDS

     In Production

1    Algonquin Gas Transmission
2    ANR Pipeline
3    Colorado Interstate Gas
4    Natural Gas Pipeline
5    Panhandle Eastern Pipeline
6    Southern Natural
7    Tennessee Gas Pipeline
8    Texas Gas Transmission
9    Texas Eastern Transmission
10   Transcontinental
11   Transwestern
12   Trunkline Gas Company


     Testing

1    CNG Transmission
2    East Tennessee
3    Kern River
4    Midwestern
5    Northern Natural

EX-99

    EXHIBIT G-3

    TRANCAPACITY L.P. 1995 FINANCIAL FORECAST
    **CONFIDENTIAL TREATMENT REQUESTED**