EXHIBIT H

Form Of Notice

Northeast Utilities, et al. (70-)

Northeast Utilities ("NU"), a registered public utility holding company
located at 174 Brush Hill Avenue, West Springfield, Massachusetts 01090 (the
"Applicant") has filed an application-declaration under sections 9(a), 10 and
12(b) of the Act and rule 45 under the Act.

The Applicant requests authorization, through June 30, 2004, to issue
guarantees and other forms of credit support (collectively, the "Guarantee")
to or for the benefit of its utility subsidiary, Holyoke Water Power Company
(HWP") in an aggregate amount not to exceed $45 million, to support HWP's
obligations under certain reimbursement agreements.

HWP furnishes retail electric service to approximately 32 retail customers in
and around Holyoke, Massachusetts under contracts at negotiated rates and
sells power to its wholly-owned subsidiary, Holyoke Power and Electric
Company, at rates accepted by FERC.  HWP owns 200 Mw of generating assets
along with certain transmission and distribution assets.  HWP is a party to
three separate reimbursement agreements in connection with letters of credit
issued by certain banks (the "Banks") to support pollution control revenue
bonds.

At December 31, 2000, HWP recognized a reduction in the carrying value of
certain of its assets and accordingly its resulting common equity ratio fails
certain consolidated common equity maintenance covenants contained in each of
the reimbursement agreements.

HWP has asked the Banks to consent to the decline in HWP's common equity to
capitalization ratio and the Banks have agreed, conditioned upon the issuance
by NU of guarantees or other forms of credit support guaranteeing HWP's
obligations under the reimbursement agreements.
 .
The Application is available for public inspection through the Commission's
Office of Public Reference.  Any interested persons wishing to comment or
request a hearing on the Applications should submit their views in writing
by,               2001, to the Secretary, Securities and Exchange Commission,
Washington D.C. 20549, and serve a copy on the Applicants at the addresses
specified above.  Proof of service (by affidavit or, in the case of an
attorney at law, by certificate) should be filed with the request.  Any
request for hearing shall identify specifically the issues of fact or law
that are disputed.  A person who so requests will be notified of any hearing,
if ordered, and will receive a copy of any notice or order issued in this
matter.  After said date, the Application, as filed, or as it may be amended,
may be permitted to become effective.

For the Commission, by the Division of Investment Management, pursuant to
delegated authority.


                               Secretary