File No.70-9109


CERTIFICATE OF NOTIFICATION

(Rule 24)

SECURITIES AND EXCHANGE COMMISSION

by

NEW ENGLAND ELECTRIC SYSTEM (NEES)

     It is hereby certified that the transactions detailed below, which were
covered by the Statement on Form U-l as amended and the Order of the
Securities and Exchange Commission dated December 10, 1997 with respect
thereto, have been carried out in accordance with the terms and conditions of
and for the purposes represented in said Statement and Order of the Commission
as follows:

     During the quarter ended June 30, 1999, NEES made no new money borrowings
and had no short-term debt outstanding.



SIGNATURE

     Pursuant to the requirements of the Public Utility Holding Company Act of
l935, the undersigned company has duly caused this certificate of notification
to be signed on its behalf by the undersigned officer thereunto duly
authorized.

          NEW ENGLAND ELECTRIC SYSTEM


             s/ John G. Cochrane
          By
             John G. Cochrane
             Vice President and
             Treasurer

Date: August 12, 1999

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 of Massachusetts.  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 assumes or shall be held to any liability therefor.