File No. 33-59145
                                                         Rule 424(b)(2)


PRICING SUPPLEMENT NO. 3 Dated September 8, 1995

(To Prospectus Dated June 13, 1995)

                        MASSACHUSETTS ELECTRIC COMPANY
                 (A SUBSIDIARY OF NEW ENGLAND ELECTRIC SYSTEM)

                           SECURED MEDIUM-TERM NOTES
                       (First Mortgage Bonds, Series V)
                                  Issue 95-3

Interest Rate:             7.60%

Maturity Date:             September 12, 2025

Principal Amount:          $10,000,000

Acceptance Date:           September 7, 1995

Original Issue Date:       September 12, 1995

Form of Delivery:          Book-entry only

Depositary:                The Depository Trust Company
                           55 Water Street
                           New York, New York

Issue:                     95-3

Original Issue
Discount New Bond:         No

Price of New Bonds:
                                       Initial
                                       Price to    Underwriting   Proceeds to
                                        Public      Discounts       Company  
                                     -----------   ------------   -----------

                      Per New Bond     100.00%         0.750%        99.250%
                      Total          $10,000,000       $75,000      $9,925,000


                             REDEMPTION PROVISIONS

    The New Bonds will not be redeemable prior to September 12, 2005. 
Thereafter the New Bonds will be redeemable at the option of the Company, as a
whole or in part, at any time prior to maturity, whether or not on an interest
payment date, on at least 30 days' notice, given as provided in the Indenture,
at the following general redemption prices expressed as percentages of the
principal amount.  The New Bonds will also be redeemable, on like notice,
through the application of replacement fund, insurance, eminent domain, or
other moneys held by the Trustee, at the following special redemption prices
similarly expressed, together in each case with accrued and unpaid interest to
the redemption date.


                               REDEMPTION PRICES

    If redeemed at any time in the respective twelve months' period beginning
September 12 in each of the following years:

                                GENERAL           SPECIAL
                               REDEMPTION        REDEMPTION
         YEAR                   PRICES            PRICES
         ----                  ----------        ----------

         2005                  103.80%           100.00%
         2006                  103.42%           100.00%
         2007                  103.04%           100.00%
         2008                  102.66%           100.00%
         2009                  102.28%           100.00%
         2010                  101.90%           100.00%
         2011                  101.52%           100.00%
         2012                  101.14%           100.00%
         2013                  100.76%           100.00%
         2014                  100.38%           100.00%
         2015                  100.00%           100.00%
         2016                  100.00%           100.00%
         2017                  100.00%           100.00%
         2018                  100.00%           100.00%
         2019                  100.00%           100.00%
         2020                  100.00%           100.00%
         2021                  100.00%           100.00%
         2022                  100.00%           100.00%
         2023                  100.00%           100.00%
         2024                  100.00%           100.00%

If this New Bond is called in whole or in part, and if provision has been duly
made for notice of such call and for payment as required in the Indenture,
thereafter this New Bond, or such called part of the principal amount hereof,
shall cease to be secured by the lien of the Indenture, no interest shall
accrue on this New Bond or such called part hereof on and after the date fixed
for redemption, and the Company after said date fixed for redemption shall be
under no further liability in respect of the principal of or premium, if any,
or interest on this New Bond or such called part hereof (except as expressly
provided in the Indenture); and if less than the whole principal amount hereof
shall be so called, the registered owner hereof shall be entitled, in addition
to the sums payable on account of the part called, to receive, without expense
to such owner, on surrender of this New Bond duly endorsed or accompanied by a
duly executed instrument of transfer, one or more Secured Medium-Term Notes
(First Mortgage Bonds - Series V, Issue 95-3) for an aggregate principal
amount equal to that part of the principal amount hereof not then called and
paid.

                         DISTRIBUTION OF THE NEW BONDS

    The New Bonds were sold in the amount of $3,000,000 to CS First Boston
Corporation and $7,000,000 to Merrill Lynch, Pierce, Fenner & Smith
Incorporated, as Agents in connection with the offering of the New Bonds
described in this Pricing Supplement.