U-1/A

                                                  FILE No. 70-9543

                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549
             -----------------------------------------------
- -
                             AMENDMENT NO. 6
                                   TO
                                FORM U-1
                         APPLICATION/DECLARATION
                                  UNDER
             THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935


          NORTHEAST UTILITIES                  NORTHEAST GENERATION SERVICES
          174 Brush Hill Avenue                  COMPANY
          West Springfield, MA 01090-0010       107 Selden Street
                                                Berlin, CT  06037

              (Name of companies filing this statement and
                addresses of principal executive offices)

                           NORTHEAST UTILITIES
                 (Name of top registered holding company)

                         Cheryl W. Grise', Esq.
          Senior Vice President, Secretary and General Counsel
                   Northeast Utilities Service Company
                              P.O. Box 270
                    Hartford, Connecticut  06141-0270
                 (Name and address of agent for service)

The Commission is requested to mail signed copies of all orders, notices
and communications to

     David R. McHale                                 Jeffrey C. Miller, Esq.
     Vice President and Treasurer             Assistant General Counsel
     Northeast Utilities                              Northeast Utilities
     Service Company                                Service Company
     P.O. Box 270                                       P.O. Box 270
     Hartford, Connecticut                        Hartford, Connecticut
     06141-0270                                         06141-0270


The Application/Declaration in this File, as amended, is hereby amended by
the filing
of the following exhibits:

Item 6. EXHIBITS AND FINANCIAL STATEMENT

(a)  Exhibits

    b.1  Form of Service Agreement*
    b.3  Assumption Agreement*
    d.1  Connecticut Department of Public Utility Control Order*
    d.2   Massachusetts Department of Telecommunications and Energy Order
dated
            November 26, 1999*
    d.3  New Hampshire Public Utility Commission Order*
    d.4  Massachusetts Department of Telecommunication and Energy Order dated
           January 31, 2000*
    d.5  Connecticut Department of Public Utility Control Clarification
Decision dated
           February 10, 2000.
    f.1   Legal Opinion*
     g     Financial Data Schedule*
     h.1  Form of Notice*

(b)  Financial Statements*

  *  previously filed


SIGNATURES



    Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, as amended, the undersigned companies have duly caused this
Amendment to be signed on their behalf by the undersigned thereunto duly
authorized.

Date: February 10, 2000



 NORTHEAST UTILITIES


By: /s/ Cheryl W. Grise
Name: Cheryl W. Grise
Title:  Senior Vice President, Secretary and General Counsel

NORTHEAST GENERATION   SERVICES COMPANY


By:    /s/ John J. Roman
Name:  John J. Roman
Title:   Vice President and Controller

EX-99

Exhibit d.5

STATE OF CONNECTICUT



DEPARTMENT OF PUBLIC UTILITY CONTROL
TEN FRANKLIN SQUARE
NEW BRITAIN, CT  06051



DOCKET NO. 98-10-08RE03   DPUC REVIEW OF THE CONNECTICUT LIGHT AND POWER
COMPANY DIVESTITURE PLAN - WMECO FINDINGS





February 9, 2000

By the following Commissioners:


Donald W. Downes
Glenn Arthur
Linda Kelly Arnold





                             DECISION

	By Decision dated February 9, 2000, in the above-captioned docket and
pursuant to Section 16-9 of the General Statutes of Connecticut, the
Department of Public Utility Control (Department) reopened the instant
proceeding for the limited purpose of considering the request of The
Connecticut Light and Power Company (CL&P) and the Western Massachusetts
Electric Company (WMECO; jointly, Companies) that the Department issue
explicit findings regarding the qualification of certain WMECO non-nuclear
generation facilities as exempt  wholesale generators (EWG) under the Public
Utilities Holding Company Act.  The WMECO assets (Assets) are those approved
for sale in the Decision dated September 15, 1999, in the instant docket
(Asset Sale Decision).

	The Department recognizes that the Assets, jointly owned by CL&P and
WMECO, are eligible and suitable to be EWGs.  The Asset Sale Decision
explicitly made the findings as applied to CL&P's ownership share.  Decision,
p. 8.  In accordance with 15 U.S.C. Section 79z-5a(c), for an asset to be
considered an "eligible facility," the Department must find that the
divestiture of the asset 1) would benefit consumers, 2) would be in the
public interest, and 3) is in conformance with state law.

	The Divestiture Plan and related sale of assets application were filed
jointly by the Companies.  CL&P and WMECO jointly own the Assets in full.(1)
It was pointed out in CL&P's original Divestiture Plan filing of October 1,
1998, that WMECO's share of various facilities would be offered in the CL&P
auction, rather than in a separate offering.  It was thought that in this
manner, both CL&P's and WMECO's share of the facilities would be enhanced at
auction.  The Application for Asset Sale Approval, filed on July 19, 1999,
was a joint filing by the Companies.  The joint Application specifically
requested that the Department make the "eligible facilities" findings for the
Assets.  Application, p. 3.  The Department's findings, however, were limited
to CL&P.  In order for closing to take place and the purchasers to seek
operation of the Assets as EWG's, it is necessary that the Department affirm
the previously issued findings as applying also to the WMECO-owned
facilities.
________________________________
(1) CL&P owns 81 percent of the Northfield Mountain Project, a 1,120 MW pumped
storage facility in Massachusetts. The remain 19% is owned by WMECO.


	Accordingly, the Department hereby clarifies that the WMECO-owned
fossil-fuel and hydroelectric assets, along with CL&P's ownership share of
the same assets, as eligible facilities will benefit consumers, is in the
public interest, and does not violate state law.


DOCKET NO. 98-10-08RE03	DPUC REVIEW OF THE CONNECTICUT 	LIGHT AND POWER
COMPANY'S 	DIVESTITURE PLAN - WMECO FINDINGS


	This Decision is adopted by the following Commissioners:





		             Donald W. Downes



				Glenn Arthur



				Linda Kelly Arnold





CERTIFICATE OF SERVICE

	The foregoing is a true and correct copy of the Decision issued by the
Department of Public Utility Control, State of Connecticut, and was forwarded
by Certified Mail to all parties of record in this proceeding on the date
indicated.







				Louise E. Rickard					Date
				Acting Executive Secretary
				Department of Public Utility Control