File No. 70-7202


                SECURITIES AND EXCHANGE COMMISSION
                       Washington, DC 20549


                   CERTIFICATE OF NOTIFICATION

             Pursuant to Rule 24(a) under the Public
              Utility Holding Company Act of 1935

                            Filed by

                        NATIONAL GRID USA
                 NEW ENGLAND POWER COMPANY (NEP)
       NEW ENGLAND ELECTRIC TRANSMISSION CORPORATION (NEET)

     It is hereby certified that the transactions covered by the
statement on Form U-1, as amended by Amendment Nos. 1, 2, and 3
thereto, and the Order of the Securities and Exchange Commission
dated August 7, 1986, with respect thereto, have been carried out
in accordance with the terms and conditions of and for the
purposes represented in said Statement and the Order of the
Commission, as follows:

     National Grid USA's equity interest in NEET may be reduced
from time to time through repurchase by NEET of its common stock
in accordance with the terms of the Equity Funding Agreement,
dated as of December 1, 1985, between NEET and National Grid USA
(as successor to New England Electric System).  In order to
maintain the approximate ratio of equity investment to total
capital that existed during the first year of commercial
operation of the NEET Project, on June 16, 2000, NEET purchased
15 shares of NEET stock from National Grid USA at a price of
$29,167.49 per share for a sum of $437,512.50.

     The required "Past Tense" Opinion is filed herewith as
Exhibit F.



                            SIGNATURE
                            ---------

     Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this Certificate of Notification (Commission's File No. 70-7202)
to be signed on their behalf by the undersigned officers
thereunto duly authorized.

                              NATIONAL GRID USA
                              NEW ENGLAND POWER COMPANY
                              NEW ENGLAND ELECTRIC TRANSMISSION
                              CORPORATION


                                   s/John G. Cochrane
                              By:  _________________________
                                   John G. Cochrane
                                   Treasurer

Date: June 26, 2000