-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AxAoi9dihowl0nDwIZz+3/p3KjHEDovVDpLFSOTrOp6hMVNB6eWyOLlrvcZOf2A2 aqPAcbfSo8flxopBZKi9AA== 0000071297-96-000083.txt : 19961202 0000071297-96-000083.hdr.sgml : 19961202 ACCESSION NUMBER: 0000071297-96-000083 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 7 FILED AS OF DATE: 19961127 SROS: BSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENGLAND ELECTRIC SYSTEM CENTRAL INDEX KEY: 0000071297 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 041663060 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-08803 FILM NUMBER: 96673583 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5083669011 35-CERT 1 File No. 70-8803 CERTIFICATE OF NOTIFICATION (Rule 24) SECURITIES AND EXCHANGE COMMISSION BY NEES Energy, Inc. In accordance with the order of the Securities and Exchange Commission dated May 23, 1996, the following is a report for the third quarter of 1996: 1. NEES Energy, Inc. (NEES Energy), a Massachusetts Corporation, was formed on June 14, 1996. The corporation was capitalized on August 9, 1996 when one thousand shares of NEES Energy common stock were issued and sold to New England Electric System (NEES). 2. As of September 30, 1996 NEES had purchased 1,000 shares of NEES Energy common stock and made subordinated loans totaling $380,000 to NEES Energy. 3. As of September 30, 1996 NEES Energy had no permanent personnel. However, during the third quarter of 1996, the following individuals were assigned on a substantially full-time basis, to perform various duties on behalf of NEES Energy: Arthur Pearson Tom Rogers John Dickson Mary Smith Jim Whitehead Charlie Wheeler Ann Hatcher Larry Union Peter Gibson Marcy Reed Frank Bierne William O'Brien, III All of the above were employees of New England Power Service Company during the period covered by the filing. The cost of the service provided to NEES Energy reflects the compensation of the individuals assigned and the actual overhead costs of New England Power Service Company. 4. During the third quarter of 1996 NEES Energy had no kilowatt hours sold or marketed. 5. In September 1996, NEES Energy entered into a joint venture with a subsidiary of Eastern Enterprises, AllEnergy Marketing Company, Inc. and formed AllEnergy Marketing Co, LLC (AllEnergy), a limited liability corporation. NEES Energy has proposed to invest, from time to time amounts not to exceed fifty million dollars in AllEnergy. AllEnergy will engage in the business of marketing and selling energy commodities and energy related services. The proposed investment in AllEnergy is subject to SEC approval. 6. Attached in Exhibits A through C are a balance sheet, income statement, and statements of cash flow for the quarter and twelve months ended September 30, 1996. Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this certificate of notification (Commission's File No. 70-8803) to be signed on its behalf by the undersigned officer thereunto duly authorized. By: s/John G. Cochrane ___________________________ John G. Cochrane Treasurer Date: November 27, 1996 EX-99 2 EXHIBIT INDEX Exhibit No. Description Page - ----------- ----------- ---- A Balance Sheet at September 30, 1996 Filed (Unaudited, subject to adjustment) herewith B1 Statement of Income and Accumulated Deficit Filed For the Quarter ended September 30, 1996 herewith (Unaudited, Subject to Adjustment) C1 Statement of Cash Flows Filed For the Quarter Ended September 30, 1996 herewith (Unaudited, Subject to Adjustment) B2 Statement of Income and Accumulated Deficit Filed For the Twelve Months ended September 30, 1996 herewith (Unaudited, Subject to Adjustment) C2 Statement of Cash Flows Filed For the Twelve Months September 30, 1996 herewith (Unaudited, Subject to Adjustment) EX-99 3 EXHIBIT A Exhibit A NEES Energy, Inc. Balance Sheet As of September 30, 1996 (Unaudited, Subject to Adjustment) ASSETS - ------ Current assets: Cash $ 45,077 Accounts Receivable from associated companies 2,472 Tax Benefit Receivable 259,335 ------- Total Assets $306,884 ======= LIABILITIES AND PARENT COMPANY'S INVESTMENT - ------------------------------------------- Current liabilities: Accounts payable to associated companies $ 407,507 Parent Company's Investment: Common stock, par value $1 per share 1,000 Subordinated notes payable to parent 380,000 Accumulated Deficit (481,623) --------- (100,623) --------- Total Liabilities and Parent Company's Investment $306,884 ======= EX-99 4 EXHIBIT B1 Exhibit B1 NEES ENERGY, INC. Statement of Income and Accumulated Deficit For the Quarter ended September 30, 1996 (Unaudited, Subject to Adjustment) INCOME Operating Revenue $ 0 -------- EXPENSE Other Operating Expenses 740,958 Federal Income Tax (259,335) --------- Total Operating Expenses 481,623 -------- Net Income/(Loss) (481,623) Retained Earnings at beginning of period 0 -------- Accumulated Deficit at end of period $(481,623) ======== EX-99 5 EXHIBIT C1 Exhibit C1 NEES Energy, Inc. Statement of Cash Flows For the Quarter Ended September 30, 1996 (Unaudited, Subject to Adjustment) Operating Activities: Net Income/(Loss) ($481,623) Adjustments to reconcile net income/(loss) to net cash provided by operating activities: Increase in tax benefit receivable (259,335) Increase in accounts receivable (2,472) Increase in accounts payable 407,507 -------- Net cash provided by operating activities (335,923) Financing Activities: Issue of common stock 1,000 Subordinated notes payable to parent-issues 380,000 ------- Net cash provided by financing activities 381,000 Net increase in cash and cash equivalents 45,077 Cash and cash equivalents at beginning of period 0 ------- Cash and cash equivalents at end of period $45,077 ====== EX-99 6 EXHIBIT B2 Exhibit B2 NEES ENERGY, INC. Statement of Income and Accumulated Deficit For the Twelve Months ended September 30, 1996 (Unaudited, Subject to Adjustment) INCOME Operating Revenue $ 0 -------- EXPENSE Other Operating Expenses 740,958 Federal Income Tax (259,335) --------- 481,623 --------- Net Income/(Loss) (481,623) Retained Earnings at beginning of period 0 --------- Accumulated Deficit at end of period ($481,623) ========= EX-99 7 EXHIBIT C2 Exhibit C2 NEES Energy, Inc. Statement of Cash Flows For the Twelve Months September 30, 1996 (Unaudited, Subject to Adjustment) Operating Activities: Net Income/(Loss) ($481,623) Adjustments to reconcile net income/(loss) to net cash provided by operating activities: Increase in tax benefit receivable (259,335) Increase in accounts receivable (2,472) Increase in accounts payable 407,507 -------- Net cash provided by operating activities (335,923) Financing Activities: Issue of common stock 1,000 Subordinated notes payable to parent-issues 380,000 ------- Net cash provided by financing activities 381,000 Net increase in cash and cash equivalents 45,077 Cash and cash equivalents at beginning of period 0 ------ Cash and cash equivalents at end of period $45,077 ====== -----END PRIVACY-ENHANCED MESSAGE-----