-----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, WsJDJaVpDDsU/ZjtcW/HIkgQODOT+T9WsZLJGmk8QyrEySZz1E8SdOearpFm/pSI EBQIWpg/blIrIMOwOt2XRw== 0000071297-95-000030.txt : 19950421 0000071297-95-000030.hdr.sgml : 19950421 ACCESSION NUMBER: 0000071297-95-000030 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19950420 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: 070-08571 FILM NUMBER: 95529858 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5083669011 35-CERT 1 File No. 70-8571 SECURITIES AND EXCHANGE COMMISSION 45 Fifth Street, N.W. Washington, DC 20549 CERTIFICATE OF NOTIFICATION Pursuant to Rule 24(a) under the Public Utility Holding Company Act of 1935 Filed by NEW ENGLAND ENERGY INCORPORATED NEW ENGLAND ELECTRIC SYSTEM NEW ENGLAND POWER COMPANY It is hereby certified that as of April 13, 1995, certain transactions covered by the statement on Form U-1 and amendments thereto, and the Order of the Securities and Exchange Commission in this file dated April 7, 1995, with respect thereto have been carried out, in accordance with the terms and conditions of and for the purpose represented in said statement and Order of the Commission, as follows: New England Energy Incorporated (NEEI) executed with New England Electric System, Amendment No. 7 to the Capital Funds Agreement, Amendment No. 6 to the Loan Agreement, and Amendment No. 2 to the Capital Maintenance Agreement; and executed with New England Power Company, Amendment No. 5 to the Fuel Purchase Contract; all such amendments dated as of April 13, 1995. Copies of these executed contracts are filed with this Certificate of Notification as Exhibits A, B, C, and D, respectively. NEEI executed the Credit Agreement dated as of April 13, 1995, with a group of banks led by Credit Suisse as Agent, a copy of which is also attached as an exhibit to this Certificate of Notification as Exhibit E, and issued notes to each of the banks in the form of Exhibits A-1, A-2- CMA, and A-2-FPC attached to the Credit Agreement. The required "past tense" opinion of counsel is attached hereto. SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, each of the undersigned companies has duly caused this Certificate of Notification (Commission's File No. 70-8571) to be signed on its behalf, as indicated, by the undersigned officer thereunto duly authorized. NEW ENGLAND ELECTRIC SYSTEM s/Michael E. Jesanis By:____________________________________________ Michael E. Jesanis, Treasurer NEW ENGLAND ENERGY INCORPORATED s/John G. Cochrane By:____________________________________________ John G. Cochrane, Treasurer NEW ENGLAND POWER COMPANY s/John G. Cochrane By:____________________________________________ John G. Cochrane, Assistant Treasurer Date: April 20, 1995 The name "New England Electric System" means the trustee or trustees for the time being (as trustee or trustees but not personally) under an agreement and declaration of trust dated January 2, 1926, as amended, which is hereby referred to, and a copy of which as amended has been filed with the Secretary of the Commonwealth. Any agreement, obligation or liability made, entered into or incurred by or on behalf of New England Electric System binds only its trust estate, and no shareholder, director, trustee, officer or agent thereof assumed or shall be held to any liability therefor. EX-99 2 EXHIBIT INDEX - ------------- Exhibit No. Description Page - ----------- ----------- ---- Exhibit A Amendment No. 7 to the Filed under Capital Funds Agreement Cover of Form SE Exhibit B Amendment No. 6 to the Filed under Loan Agreement Cover of Form SE Exhibit C Amendment No. 2 to the Filed under Capital Maintenance Agreement Cover of Form SE Exhibit D Amendment No. 5 to the Filed under Fuel Purchase Contract Cover of Form SE Exhibit E Credit Agreement Filed under Cover of Form SE Exhibit I Past Tense Opinion of Counsel Filed Herewith EX-5 3 EXHIBIT I 25 Research Drive, Westborough, Massachusetts 01582 =================================================== Exhibit I April 19, 1995 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: New England Electric System New England Energy Incorporated New England Power Company File No. 70-8571 Dear Sirs: The statement on Form U-1 filed in the above proceeding was permitted to become effective by the Commission's Order dated April 7, 1995. As counsel for the above named companies, I have reviewed the following actions taken subsequent to my opinion dated March 17, 1995, to carry out the transactions described in the statement: New England Energy Incorporated (NEEI) executed with New England Electric System, Amendment No. 7 to the Capital Funds Agreement, Amendment No. 6 to the Loan Agreement, and Amendment No. 2 to the Capital Maintenance Agreement; and executed with New England Power Company, Amendment No. 5 to the Fuel Purchase Contract; all such amendments dated as of April 13, 1995. Copies of these executed contracts are filed as exhibits with the Certificate of Notification to which this opinion is also an exhibit. NEEI executed the Credit Agreement dated as of April 13, 1995, with a group of banks led by Credit Suisse as Agent, a copy of which is also attached as an exhibit to the Certificate of Notification. I have reviewed the above mentioned opinion, which was filed by amendment as Exhibit F-1 to the statement on Form U-1 in the above proceeding, and I hereby confirm the various opinions and statements contained therein. It is my further opinion that the foregoing transactions have been carried out in accordance with the statement. Very truly yours, s/Kirk L. Ramsauer Kirk L. Ramsauer Assistant General Counsel -----END PRIVACY-ENHANCED MESSAGE-----