-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, HmY9NviI9mmTz1mkGphqLvfUVGJQcBef0WmDwXZRRiyjg3TJSRLB1wX5L+RcGB53 t4JBZSHqBN++YYcgm8sgKQ== 0000902664-95-000037.txt : 19950421 0000902664-95-000037.hdr.sgml : 19950421 ACCESSION NUMBER: 0000902664-95-000037 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950420 SROS: CSE SROS: NYSE SROS: PSE GROUP MEMBERS: BALLENTINE CAPITAL MANAGEMENT INC GROUP MEMBERS: BALLENTINE CAPITAL MANAGEMENT, INC. GROUP MEMBERS: BALLENTINE HEDGED UTILITY FUND, L.P. GROUP MEMBERS: BALLENTINE MARKET NEUTRAL FUND, L.P. GROUP MEMBERS: STEVEN W. BALLENTINE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EASTERN UTILITIES ASSOCIATES CENTRAL INDEX KEY: 0000031224 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 041271872 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-35103 FILM NUMBER: 95529805 BUSINESS ADDRESS: STREET 1: ONE LIBERTY SQ STREET 2: P O BOX 2333 CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6173579590 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BALLENTINE CAPITAL MANAGEMENT INC CENTRAL INDEX KEY: 0000860487 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 061271680 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 10 AVON MEADOW LN P O BOX 695 CITY: AVON STATE: CT ZIP: 06001 BUSINESS PHONE: 2036761826 MAIL ADDRESS: STREET 1: 10 AVON MEADOW LANE CITY: AVON STATE: CT ZIP: 06001 SC 13D/A 1 AMENDMENT NO. 1 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Eastern Utilities Associates (Name of Issuer) Common Stock, Par Value $5.00 per share (Title of Class of Securities) 277173100 (CUSIP Number) Steven W. Ballentine Ballentine Capital Management, Inc., 10 Avon Meadow Lane, Avon, CT 06001 (203) 676-1830 (Name, address and telephone number of person authorized to receive notices and communications) April 17, 1995 (Date of event which requires filing of this statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). PAGE 1 OF 12 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Hedged Utility Fund, L.P. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 325,300 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 325,300 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 325,300 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.62% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** PN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 2 OF 12 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Market Neutral Fund, L.P. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 126,300 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 126,300 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 126,300 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.63% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** PN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 3 OF 12 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Capital Management, Inc. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** 00 _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 810,900 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 810,900 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 810,900 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.04%(inclusive of shares beneficially owned by Ballentine Hedged Utility Fund, L.P., Ballentine Market Neutral Fund, L.P., and an affiliate of Ballentine Capital Management, Inc.) _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** CO _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 4 OF 12 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Steven W. Ballentine _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** 00 _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION USA _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 810,900 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 810,900 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 810,900 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.04% (inclusive of shares beneficially owned by Ballentine Hedged Utility Fund, L.P., Ballentine Market Neutral Fund, L.P., Ballentine Capital Management, Inc. and an affiliate thereof) _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 5 OF 12 PAGES The Schedule 13D, initially filed September 26, 1994, by (i) Ballentine Hedged Utility Fund, L.P., a Connecticut limited partnership ("Hedged Utility"), with respect to shares of Common Stock (as defined below) held by it; (ii) Ballentine Market Neutral Fund, L.P., a Connecticut limited partnership ("Market Neutral"), with respect to shares of Common Stock held by it; (iii) Ballentine Capital Management, Inc., a Connecticut corporation ("Capital Management"), with respect to shares of Common Stock held in discretionary accounts managed by it and with respect to shares of Common Stock held by Hedged Utility; and (iv) Steven W. Ballentine, a resident of the State of Connecticut, with respect to shares of Common Stock held by each of the entities named in (i) through (iii) above, relating to the Common Stock, par value $5 per share (the "Common Stock"), issued by Eastern Utilities Associates, a Massachusetts corporation (the "Company"), whose principal executive offices are at One Liberty Square, Boston, Massachusetts, 02109, is hereby amended by this Amendment No. 1 to the Schedule 13D as follows. Item 5. Interest in Securities of the Issuer. Item 5 is hereby replaced in its entirety by the following: (a) As of the date hereof: (i) Hedged Utility owns beneficially 325,300 shares of Common Stock, constituting approximately 1.62% of the shares of Common Stock outstanding. (ii) Market Neutral owns beneficially 126,300 shares of Common Stock, constituting approximately 0.63% of the shares of Common Stock outstanding. (iii) Capital Management owns directly no shares of Common Stock. By reason of the provisions of Rule 13d-3 under the 1934 Act ("Rule 13d-3"), Capital Management (and an affiliate thereof) may be deemed to own beneficially 810,900 shares of Common Stock consisting of the 325,300 shares beneficially owned by Hedged Utility, the 126,300 shares beneficially owned by Market Neutral, and 359,300 shares purchased by an affiliate and for discretionary accounts managed by them. Such shares, in the aggregate, constitute approximately 4.04% of the shares of Common Stock outstanding. (iv) Mr. Ballentine owns directly no shares of Common Stock. By reason of the provisions of Rule 13d-3, Mr. Ballentine may be deemed to own beneficially the 810,900 shares owned by each of the entities named in paragraphs (i)-(iii), which constitute approximately 4.04% of the shares of Common Stock outstanding. PAGE 6 OF 12 PAGES (v) By reason of the provisions of Rule 13d-5 under the 1934 Act, the Group may be deemed to own beneficially 810,900 shares of the Common Stock in the aggregate, or approximately 4.04% of the shares of Common Stock outstanding. The percentages used herein are calculated based upon the 20,061,508 shares of Common Stock stated by the Company to be issued and outstanding as of March 17, 1995, as reflected in the Proxy Statement of the Company dated May 15, 1995. (c) The trading dates, number of shares purchased or sold and price per share for all transactions by each of Hedged Utility, Market Neutral and Capital Management (and its affiliate) with respect to certain managed accounts during the past 60 days are set forth in Schedules A, B, and C respectively. All such transactions were effected on the New York Stock Exchange, the Pacific Stock Exchange or the Chicago Stock Exchange. No other transactions were effected by any member of the Group during such period. (e) The Group ceased to be the beneficial owner of more than 5% of the shares of Common Stock on April 17, 1995. PAGE 7 OF 12 PAGES SIGNATURES After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: April 19, 1995 BALLENTINE CAPITAL MANAGEMENT, INC. By: /s/Steven W. Ballentine Steven W. Ballentine President BALLENTINE HEDGED UTILITY FUND, L.P. By: MEADOW CAPITAL CORP. General Partner By: /s/Steven W. Ballentine Steven W. Ballentine President BALLENTINE MARKET NEUTRAL FUND, L.P. By: MEADOW CAPITAL CORP. General Partner By: /s/Steven W. Ballentine Steven W. Ballentine President PAGE 8 OF 12 PAGES MEADOW CAPITAL CORP. By: /s/Steven W. Ballentine Steven W. Ballentine President STEVEN W. BALLENTINE /s/Steven W. Ballentine PAGE 9 OF 12 PAGES SCHEDULE A BALLENTINE HEDGED UTILITY FUND, L.P. Price Per Share Trade Date No. of Shares Sold (including Commissions) 04-10-95 41,800 $24.816 04-17-95 39,600 $24.440 04-18-95 79,300 $24.313 PAGE 10 OF 12 PAGES SCHEDULE B BALLENTINE MARKET NEUTRAL FUND, L.P. Price Per Share Trade Date No. of Shares Sold (including Commissions) 03-02-95 10,000 $23.324 04-10-95 61,600 $24.816 04-17-95 13,300 $24.407 04-18-95 8,300 $24.313 PAGE 11 OF 12 PAGES SCHEDULE C BALLENTINE CAPITAL MANAGEMENT, INC. AND ITS AFFILIATE ON BEHALF OF CERTAIN MANAGED ACCOUNTS (NOT INCLUDING HEDGED UTILITY AND MARKET NEUTRAL) Trade Date No. of Shares Sold (including Commissions) 03-01-95 9,000 $23.564 04-10-95 36,600 $24.764 04-17-95 47,600 $24.500 04-18-95 8,600 $24.310 PAGE 12 OF 12 PAGES _________________________________________________________________ FOLLOWING IS THE ORIGINAL SCHEDULE 13D AS PREVIOUSLY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON SEPTEMBER 26, 1994. _________________________________________________________________ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Eastern Utilities Associates (Name of Issuer) Common Stock, Par Value $5.00 per share (Title of Class of Securities) 277173100 (CUSIP Number) Steven W. Ballentine Ballentine Capital Management, Inc., 10 Avon Meadow Lane, Avon, CT 06001 (203) 676-1830 (Name, address and telephone number of person authorized to receive notices and communications) September 15, 1994 (Date of event which requires filing of this statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with the statement [x]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). PAGE 1 OF 17 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Hedged Utility Fund, L.P. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 486,000 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 486,000 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 486,000 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.5% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** PN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 2 OF 17 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Market Neutral Fund, L.P. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 209,000 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 209,000 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 209,000 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.1% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** PN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 3 OF 17 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ballentine Capital Management, Inc. _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** 00 _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION CT _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 1,134,600 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 1,134,600 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,134,600 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.8% (inclusive of shares beneficially owned by Ballentine Hedged Utility Fund, L.P. and Ballentine Market Neutral Fund, L.P.) _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** CO _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 4 OF 17 PAGES 13D CUSIP No. 277173100 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Steven W. Ballentine _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [x] (b) [ ] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS ** 00 _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION USA _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 1,134,600 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 1,134,600 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,134,600 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.8% (inclusive of shares beneficially owned by Ballentine Hedged Utility Fund, L.P.; Ballentine Market Neutral Fund, L.P.; and Ballentine Capital Management, Inc. _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON ** IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 5 OF 17 PAGES ITEM 1. SECURITY AND ISSUER. This statement relates to the Common Stock, par value $5 per share (the "Common Stock"), issued by Eastern Utilities Associates, a Massachusetts corporation (the "Company"), whose principal executive offices are at One Liberty Square, Boston, Massachusetts, 02109. ITEM 2. IDENTITY AND BACKGROUND. (a) This statement is filed by (i) Ballentine Hedged Utility Fund, L.P., a Connecticut limited partnership ("Hedged Utility"), with respect to shares of Common Stock held by it; (ii) Ballentine Market Neutral Fund, L.P., a Connecticut limited partnership ("Market Neutral"), with respect to shares of Common Stock held by it; (iii) Ballentine Capital Management, Inc., a Connecticut corporation ("Capital Management"), with respect to shares of Common Stock held in discretionary accounts managed by it and with respect to shares of Common Stock held by Hedged Utility; and (iv) Steven W. Ballentine, a resident of the State of Connecticut, with respect to shares of Common Stock held by each of the entities named in (i) through (iii) above. The Managing General Partner of Hedged Utility is Capital Management. The General Partner of Market Neutral is Meadow Capital Corp., a Connecticut corporation ("Meadow Capital"). Mr. Ballentine is a General Partner of Hedged Utility and the President and sole director of Meadow Capital and Capital Management. Beth Ballentine is the Secretary of Capital Management. Michael Christiani, Mark Lunenburg, Jeffrey Molson and Louis Salera are each a Senior Vice President of Capital Management. The reporting entities named above and Mr. Ballentine (collectively, the "Group") are making a joint filing pursuant to Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended (the "1934 Act"), since, by reason of their relationship as described herein, they may be deemed to be a "group" within the meaning of Section 13(d)(3) of the 1934 Act with respect to acquiring, holding and disposing of shares of the Common Stock. (b) The address of the principal business and principal office of each of the entities and each individual named above is 10 Avon Meadow Lane, Avon, Connecticut, 06001. (c) The principal business of each of Hedged Utility and Market Neutral is that of a private investment partnership engaged in the purchase and sale of securities for investment in PAGE 6 OF 17 PAGES its own account. The principal business of Capital Management is that of managing general partner of Hedged Utility and an investment manager with respect to discretionary accounts which it manages, including Market Neutral. (d) Neither the entities nor the individuals named above have, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Neither the entities nor the individuals named above have, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Each of the individuals named above is a United States citizen. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. The total purchase price for the 486,000 shares of Common Stock beneficially owned by Hedged Utility was $10,274,768. The total purchase price for the 209,800 shares of Common Stock beneficially owned by Market Neutral was $5,468,401. The total purchase price for the 438,800 shares of Common Stock beneficially owned by Capital Management on behalf of certain managed accounts, not including shares held by Market Neutral, was $10,322,973. The source of funds used for the purchases made by each of Hedged Utility and Market Neutral was the investment capital of the respective entities. The source of funds used for the purchases made by Capital Management on behalf of discretionary accounts was cash in such accounts. No part of the purchase price of the shares of Common Stock beneficially owned by Hedged Utility, Market Neutral or Capital Management was represented by funds or other consideration borrowed or otherwise obtained for the specific purpose of acquiring, holding, trading or voting the shares of Common Stock. Should any of Hedged Utility, Market Neutral or Capital Management make additional purchases of Common Stock, they each reserve the right to do so on margin or with funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting such shares. In addition, each entity may use the shares of Common Stock it beneficially owns as collateral for purposes of obtaining loans. PAGE 7 OF 17 PAGES ITEM 4. PURPOSE OF THE TRANSACTION. Each member of the Group has acquired shares of the Common Stock for the purpose of investment. Each member of the Group may make further purchases of the Common Stock from time to time and may dispose of any or all shares of Common Stock held by it at any time. None of the members of the Group has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (b) through (j), inclusive, of Item 4 of Schedule 13D. Each member may, at any time and from time to time, review or reconsider its position with respect to the Company, and formulate plans or proposals with respect to any such matters, but has no present intention of doing so. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) As of the date hereof: (i) Hedged Utility owns beneficially 486,000 shares of Common Stock, constituting approximately 2.5% of the shares of Common Stock outstanding. (ii) Market Neutral owns beneficially 209,800 shares of Common Stock, constituting approximately 1.1% of the shares of Common Stock outstanding. (iii) Capital Management owns directly no shares of Common Stock. By reason of the provisions of Rule 13d-3 under the 1934 Act ("Rule 13d-3"), Capital Management may be deemed to own beneficially 1,134,600 shares of Common Stock consisting of the 486,000 shares beneficially owned by Hedged Utility, the 209,800 shares beneficially owned by Market Neutral, and 438,800 shares purchased for discretionary accounts managed by it. Such shares, in the aggregate, constitute approximately 5.8% of the shares of Common Stock outstanding. (iv) Mr. Ballentine owns directly no shares of Common Stock. By reason of the provisions of Rule 13d-3, Mr. Ballentine may be deemed to own beneficially the 1,134,600 shares owned by each of the entities named in paragraphs (i)-(iii), which constitute approximately 5.8% of the shares of Common Stock outstanding. By reason of the provisions of Rule 13d-5 under the 1934 Act, the Group may be deemed to own beneficially 1,134,600 shares of the Common Stock in the aggregate, or approximately 5.8% of the shares of Common Stock outstanding. The percentages used herein are calculated based upon the 19,714,980 shares of Common Stock stated by the Company to be PAGE 8 OF 17 PAGES issued and outstanding as of June 30, 1994, as reflected in the Form 10-Q of the Company dated June 30, 1994. (b) Hedged Utility has the power to vote (or to direct the vote of) and to dispose of (or to direct the disposition of) the shares of Common Stock owned by it, which power may be exercised by Capital Management, as Managing General Partner. Market Neutral has the power to vote (or to direct the vote of) and to dispose of (or to direct the disposition of) the shares of Common Stock owned by it, which power may be exercised by Capital Management, as investment adviser. Capital Management does not directly own any shares of Common Stock, but has the power to vote (or to direct the vote of) and to dispose of (or to direct the disposition of) the shares of Common Stock which it has purchased on behalf of Hedged Utility, Market Neutral and certain managed accounts. Mr. Ballentine is the President and sole director of Capital Management. (c) The trading dates, number of shares purchased or sold and price per share for all transactions by each of Hedged Utility, Market Neutral and Capital Management with respect to certain managed accounts during the past 60 days are set forth in Schedules A, B, and C, respectively. All such transactions were effected on the New York Stock Exchange or the Pacific Stock Exchange. No other transactions were effected by any member of the Group during such period. (d) No person other than each respective record owner referred to herein of shares of Common Stock is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds of sale of such shares of Common Stock. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. Meadow Capital has acquired an option on the portfolio of a discretionary account. This discretionary account currently includes 341,500 shares of Common Stock, which shares have been included in the shares of Common Stock reported herein as beneficially owned by Capital Management. There are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 hereof and between such persons or any other person with respect to any securities of the Company, PAGE 9 OF 17 PAGES including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. There is filed herewith as Exhibit 1 a written agreement relating to the filing of joint acquisition statements, as required by Rule 13d-1(f)(1) under the 1934 Act. PAGE 10 OF 17 PAGES SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: September 23, 1994 BALLENTINE CAPITAL MANAGEMENT, INC. By: /s/Steven W. Ballentine Steven W. Ballentine President BALLENTINE HEDGED UTILITY FUND, L.P. By: /s/Steven W. Ballentine Steven W. Ballentine General Partner BALLENTINE MARKET NEUTRAL FUND, L.P. By: MEADOW CAPITAL CORP. General Partner By: /s/Steven W. Ballentine Steven W. Ballentine President PAGE 11 OF 17 PAGES MEADOW CAPITAL CORP. By: /s/Steven W. Ballentine Steven W. Ballentine President STEVEN W. BALLENTINE /s/Steven W. Ballentine PAGE 12 OF 17 PAGES SCHEDULE A BALLENTINE HEDGED UTILITY FUND, L.P. Price Per Share Trade Date No. of Shares Purchased (including Commissions) 08-01-94 3,100 $24.810 09-15-94 33,700 $22.040 PAGE 13 OF 17 PAGES SCHEDULE B BALLENTINE MARKET NEUTRAL FUND, L.P. Price Per Share Trade Date No. of Shares Purchased (including Commissions) 9-15-94 10,800 $22.040 PAGE 14 OF 17 PAGES SCHEDULE C BALLENTINE CAPITAL MANAGEMENT, INC. ON BEHALF OF CERTAIN MANAGED ACCOUNTS (NOT INCLUDING HEDGED UTILITY AND MARKET NEUTRAL) Price Per Share Trade Date No. of Shares Purchased (including Commissions) 07-21-94 28,000 $24.060 08-01-94 900 $24.810 08-02-94 16,000 $25.060 09-15-94 65,500 $22.040 09-20-94 20,000 $22.060 09-22-94 25,000 $22.310 PAGE 15 OF 17 PAGES EXHIBIT 1 JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(f)(1) The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate. Dated: BALLENTINE CAPITAL MANAGEMENT, INC. By: /s/Steven W. Ballentine Steven W. Ballentine President BALLENTINE HEDGED UTILITY FUND, L.P. By: /s/Steven W. Ballentine Steven W. Ballentine General Partner PAGE 16 OF 17 PAGES BALLENTINE MARKET NEUTRAL FUND, L.P. By: MEADOW CAPITAL CORP. General Partner By: /s/Steven W. Ballentine Steven W. Ballentine President MEADOW CAPITAL CORP. By: /s/Steven W. Ballentine Steven W. Ballentine President STEVEN W. BALLENTINE /s/Steven W. Ballentine PAGE 17 OF 17 PAGES -----END PRIVACY-ENHANCED MESSAGE-----