SECURITIES AND EXCHANGE COMMISSION
                         Washington, DC  20549


                               FORM 8-K

                            CURRENT REPORT


                     Pursuant to Section 13 of the
                    Securities Exchange Act of 1934


           Date of Earliest Event Reported:  August 16, 1995


                       NEW ENGLAND POWER COMPANY

          (exact name of registrant as specified in charter)


Massachusetts
(state or other
jurisdiction of
incorporation)
1-6564
(Commission
File No.)
04-1663070
(I.R.S. Employer
Identification No.)

          25 Research Drive, Westborough, Massachusetts 01582

(Address of principal executive offices)

(508) 389-2000

(Registrant's telephone number, including area code)


Item 5.  Other Events
---------------------

     As previously reported, New England Power Company (NEP), a
wholly owned subsidiary of New England Electric System, commenced
arbitration in November 1994 to compel the termination of its
charter with Intercoastal Bulk Carriers, Inc. (IBC), the owner of
the SS ENERGY INDEPENDENCE, a self-unloading coal ship.  On
August 17, 1995, the Massachusetts Superior Court dismissed a
lawsuit filed against NEP in May 1995 by Keystone Shipping
Company (Keystone), an affiliate of IBC, challenging NEP's right
to terminate the charter.  The Court held that Keystone's claims
are subject to mandatory arbitration under the charter between
NEP and IBC.  On August 21, 1995, the arbitration panel
unanimously ruled in NEP's favor, declaring that NEP is entitled
to terminate the charter and purchase the vessel.  IBC has asked
a federal court to set aside the arbitration award.

     NEP derives over 95 percent of its operating revenue from
sales of electricity to three retail affiliates of NEP.  As
previously reported, the three states served by these retail
affiliates have been considering proposals for allowing customers
greater choice over their electricity supplier.  The
Massachusetts Department of Public Utilities (MDPU) held hearings
on the regulation and structure of the electric utility industry. 
The Rhode Island Public Utilities Commission (RIPUC) convened a
task force of utilities, commercial and industrial customers, and
other interested parties to prepare a report on restructuring the
industry.  In these two proceedings, Massachusetts Electric
Company (Mass. Electric) and The Narragansett Electric Company
(Narragansett) filed with the respective commissions a set of
interdependent principles for industry restructuring.  These
principles were agreed to by groups representing environmental
protection advocates, governmental agencies, non-utility
generators, investor-owned utilities, and large and small
customer interests.  They include provisions for increased
customer choice, while allowing utilities the opportunity to
recover the cost of their past commitments, as well as provisions
for protecting residential customers, encouraging renewable
resources and energy conservation, and honoring contracts with
independent power producers.

     On August 16, 1995, the MDPU and RIPUC issued separate
decisions in these proceedings.  The MDPU adopted principles,
similar to those filed by Mass. Electric and the other parties
listed above, by which future electric utility restructuring
proposals shall be guided.  These principles include a reasonable
opportunity for recovery of stranded costs over a period not to
exceed 10 years.  The MDPU directed Mass. Electric to file by
February 16, 1996 a detailed plan consistent with the principles
for moving to a competitive generation market.  Other
Massachusetts utilities were similarly required to file plans.

     The RIPUC order adopted the principles (except for one
regarding temporary support for renewable fuel technologies)
filed by Narragansett and the task force listed above.  These
principles also include an opportunity for recovery of stranded
costs.  The RIPUC ordered Narragansett and the task force to file
a report no later than February 1, 1996 on its progress in
negotiating specific issues regarding competition and open access
as outlined in the adopted principles.  As previously reported,
Narragansett committed to filing with the RIPUC, no later than
July 1, 1996, a plan for open access for industrial customers in
Rhode Island. 

                               SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this Current Report on
Form 8-K to be signed on its behalf by the undersigned thereunto
duly authorized.

                                 NEW ENGLAND POWER COMPANY

                                     s/Michael E. Jesanis

                                 By                            
                                    Michael E. Jesanis
                                    Treasurer


Date:   August 23, 1995