8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549-1004

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) November 7, 2005

Commission	Registrant; State of Incorporation	I.R.S. Employer
File Number	Address; and Telephone Number	Identification No.
-----------	-----------------------------------	--------------------
1-5324	NORTHEAST UTILITIES	04-2147929
	(a Massachusetts voluntary association)
	One Federal Street, Building 111-4
	Springfield, Massachusetts 01105
	Telephone:  (413) 785-5871
0-00404	THE CONNECTICUT LIGHT AND POWER COMPANY	06-0303850
	---------------------------------------
	(a Connecticut corporation)
	107 Selden Street
	Berlin, Connecticut  06037-1616
	Telephone:  (860) 665-5000
1-6392	PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE	02-0181050
	---------------------------------------
	(a New Hampshire corporation)
	Energy Park
	780 North Commercial Street
	Manchester, New Hampshire 03101-1134
	Telephone:  (603) 669-4000
0-7624	WESTERN MASSACHUSETTS ELECTRIC COMPANY	04-1961130
	--------------------------------------
	(a Massachusetts corporation)
	One Federal Street, Building 111-4
	Springfield, Massachusetts 01105
	Telephone:  (413) 785-5871

Not Applicable

--------------

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2   -

Financial Information

Item 2.02

Results of Operations and Financial Condition.

On November 7, 2005, Northeast Utilities issued a news release announcing its unaudited results of operations for the third quarter and year to date 2005 and related financial information for certain of its subsidiaries for the same periods.  A copy of the news release and related financial reports are attached as Exhibits 99.1 and 99.2, and are incorporated herein by reference thereto.  The information contained in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by Northeast Utilities or any of its affiliates under the Securities Act of 1933, as amended, unless specified otherwise.

Section 7   -

Regulation FD

Item 7.01   

Regulation FD Disclosure

On November 7, 2005, NU made a slideshow presentation at the Edison Electric Institute’s Finance Conference in Hollywood, Florida.  The slides are attached hereto as Exhibit 99.3, incorporated in this Item 7 by reference thereto, and are furnished pursuant to Regulation FD.

The information contained in this Item 7.01, including Exhibit 99.3, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by Northeast Utilities, The Connecticut Light and Power Company, Public Service Company of New Hampshire or Western Massachusetts Electric Company under the Securities Act of 1933, as amended, unless specified otherwise.

Section 9 – Financial Statements and Exhibits

Item 9.01 –

 Financial Statements and Exhibits.

(c)

 Exhibits.

Exhibit Number	Description
Exhibit 99.1	News Release issued by Northeast Utilities on November 7, 2005.
Exhibit 99.2	Financial Report for the three, nine and twelve month periods ending September 30, 2005.
Exhibit 99.3	Northeast Utilities slide presentation before the Edison Electric Institute’s Finance Conference dated November 7, 2005.

[SIGNATURE PAGE TO FOLLOW]

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalves by the undersigned hereunto duly authorized.

NORTHEAST UTILITIES

THE CONNECTICUT LIGHT AND POWER COMPANY

PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE

WESTERN MASSACHUSETTS ELECTRIC COMPANY

(Registrants)

By:  /s/        Randy A. Shoop

       Name:  Randy A. Shoop

       Title:    Vice President and Treasurer

Date:  November 7, 2005

EX-99

NU Logo P. O. Box 270 Hartford, CT  06141-0270 107 Selden Street Berlin, CT  06037 (860)-665-5000 www.nu.com

Exhibit 99.1

News Release

CONTACT:	Jeffrey R. Kotkin (Investors)	Mary Jo Keating (Media)
OFFICE:	(860) 665-5154	(860) 665-5181

NU TO FOCUS ON ITS REGULATED BUSINESSES, DIVEST ALL COMPETITIVE BUSINESSES BY END OF 2006

Proceeds from Sale of Competitive Businesses to Be Used to Reduce Debt, Fund Continued Capital Investment in Company's Regulated Businesses

NU's Regulated Transmission, Distribution and Generation Operations Are Strong, Continue to Perform Well

Third-Quarter Results Largely Reflect Losses in Wholesale Marketing Business Being Divested

Company Reaffirms 2005 Earnings Guidance and Provides Guidance for 2006

BERLIN, Connecticut, November 7, 2005—Broadening a strategy launched earlier this year when it announced its intention to exit the competitive energy wholesale marketing and services businesses, Northeast Utilities (NU-NYSE) today announced that it will also divest its other competitive businesses—generation and retail marketing—to focus entirely on its regulated transmission, distribution and generation operations.  The company expects to complete the sale of its competitive businesses by the end of 2006, and will apply net sale proceeds to debt reduction and capital investment in its regulated businesses.

NU today also issued its financial results for the third quarter, which showed wholesale mark to market and operating losses driven primarily by higher volumes and energy prices.  Additionally, NU reaffirmed its 2005 regulated company earnings guidance; released 2006 earnings guidance for its regulated companies; and issued progress reports on its previously announced divestiture and capital investment plans.

Commenting on the company's decision to focus entirely on its strong and successful regulated operations, Charles W. Shivery, NU chairman, president and chief executive officer, said, “The steps we are taking will transform NU and better align our business strategy with New England's energy infrastructure needs.  Monetizing the value of our competitive coal-fired, pumped storage and hydroelectric generation assets will provide additional resources for our regulated capital spending programs.  That, in turn, will improve system reliability and help us better serve our customers.  Focusing solely on our regulated businesses will also simplify our business model, increase our earnings predictability, lower our risk profile, and drive our earnings and dividend growth, all of which will help us achieve a key objective: building value for all NU shareholders."

NU’s decision to divest two of its four competitive business lines—wholesale marketing and energy services—was announced in March 2005, and NU has since made significant progress in implementing that decision.  Shivery reported that accomplishments since that date include:

·

Agreeing to terminate or transfer to third parties all New England wholesale marketing obligations, including 14 long-term, below-market contracts with municipal electric systems.  Payments totaling approximately $131 million were made to several municipalities to terminate those obligations in the third quarter and approximately $97 million of additional payments will be paid to counterparties in the fourth quarter.  NU has now eliminated approximately 70 percent of the net obligations it had in its entire wholesale book.

·

Reaching agreements in principle or signed letters of intent to sell two of its six energy services businesses to third parties for a total of approximately $6 million.  NU Enterprises, Inc. (NUEI), the holding company for Select Energy and NU’s other competitive businesses, expects to close on those agreements by the end of this month and to sell its other services businesses in 2006.

NU’s 1,440 megawatts of competitive generation are located in Massachusetts and Connecticut and include approximately 1,110 megawatts of pumped storage units, approximately 165 megawatts of conventional hydroelectric generation, 145 megawatts of base load coal-fired generation, and about 20 megawatts of combustion turbine peaking generation.  “We expect these units to attract considerable interest,” Shivery said.

NU will retain nearly 1,200 MW of regulated generation located in New Hampshire, which cost-effectively serves customers of its Public Service Company of New Hampshire (PSNH) subsidiary.

“We are becoming a more focused company with a higher degree of financial certainty,” Shivery said.  “We believe the new business model we are creating will better enable us to make the capital investments necessary to serve our customers, reduce our risk profile, and make NU a more attractive investment.”

EARNINGS GUIDANCE

NU today reaffirmed its earlier earnings guidance for 2005 of between $1.22 per share and $1.30 per share for its regulated companies, including earnings of between $0.96 per share and $1.00 per share at its electric and natural gas distribution businesses and between $0.26 per share and $0.30 per share at its regulated electric transmission business.  NU also projects parent company expenses of between $0.08 per share and $0.13 per share.  Through the first three quarters of 2005, NU’s regulated businesses earned $0.88 per share, and NU recorded parent and other expenses of approximately $0.08 per share.

NU today established 2006 earnings guidance of between $1.21 per share and $1.31 per share for its regulated business, as well as parent company expenses of between $0.09 per share and $0.12 per share.  The regulated earnings range includes projected earnings of between $0.89 per share and $0.96 per share at NU’s electric and natural gas distribution businesses and between $0.32 per share and $0.35 per share at NU’s electric transmission businesses.  Those ranges reflect the expected issuance of additional common equity in either late 2005 or early 2006.  NU is not providing guidance for 2005 or 2006 for its competitive energy businesses.  However, Shivery said that fourth-quarter-2005 results could be adversely affected by the decision to exit the competitive retail generation business, as accounting principles may require the company to recognize impairments and mark to marke t losses in the period.

THIRD-QUARTER RESULTS

NU reported a modest improvement in third-quarter regulated results compared with 2004, and a significant loss at NU Enterprises, Inc., the holding company for NU’s competitive businesses, primarily as a result of the wholesale marketing business NU is divesting.  Overall, NU reported a third-quarter-2005 loss of $94.5 million, or $0.73 per share, compared with a loss of $7.9 million, or $0.06 per share, in the third quarter of 2004.  For the first nine months of 2005, NU lost $239.9 million, or $1.85 per share, compared with earnings of $83.5 million, or $0.65 per share, in the first nine months of 2004.  Third-quarter results in both 2005 and 2004 were significantly affected by the marking to market of Select Energy’s wholesale energy positions.

Regulated businesses

NU’s four regulated utilities earned $38.6 million in the third quarter of 2005, compared with earnings of $37.8 million in the same period of 2004.  For the nine months ended September 30, 2005, NU’s regulated companies earned $114.3 million, compared with $118.3 million in the first nine months of 2004.  Those results include transmission business earnings of $12.2 million in the third quarter and $31.6 million in the first nine months of 2005, compared with earnings of $11.0 million in the third quarter and $23.6 million in the first nine months of 2004.  Distribution and regulated generation earnings totaled $26.4 million in the third quarter and $82.7 million in the first nine months of 2005, compared with earnings of $26.8 million in the third quarter and $94.7 million in the first nine months of 2004.  Shivery said NU benefited from a much hotter summer in 2005 compared to the relatively mild summer in 2004, and from rate increases that took effect in the first half of 2005.  Those benefits, however, were mostly offset, he said, by higher interest, operation, and maintenance expense, as well as by certain nonrecurring items that benefited earnings in the third quarter of 2004.  Some of the higher operation and maintenance expense was driven by the same hotter weather that increased retail sales.

In the third quarter of 2005, regulated electric sales were up 6.8 percent compared with the same period of 2004.  Over the first nine months of 2005, regulated electric sales were up 2.3 percent compared with the same period of 2004.  On a weather-adjusted basis, however, sales were up only 0.3 percent in the third quarter and down 1.0 percent for the year.

The Connecticut Light and Power Company (CL&P) and PSNH both benefited in the third quarter of 2004 from items that did not recur in 2005.  CL&P’s third-quarter 2004 results included a $6 million after-tax benefit from an August 2004 state regulatory decision modifying a previous rate order.  PSNH’s third-quarter 2004 earnings benefited from a lower effective tax rate related to an adjustment of tax reserves.

NU today also provided progress reports on its continuing capital investment program.  Shivery said NU’s capital expenditures totaled $521.5 million through the first nine months of 2005, including $508.1 million in its regulated businesses.  NU continues to project total capital expenditures of $740 million in 2005.

Shivery said five of NU’s major infrastructure projects, representing a projected capital investment of more than $1.6 billion by the end of 2009, remain on schedule.  CL&P’s 21-mile, 345-kV transmission project between Bethel and Norwalk, Connecticut, is now approximately 50 percent complete.  The Yankee Gas Services Company’s (Yankee Gas) 1.2 billion cubic foot liquefied natural gas storage facility in Waterbury, Connecticut, is now about 35 percent complete.  Also, PSNH is approximately 65 percent complete on its conversion of a 50-MW, coal-fired generating unit at Schiller Station in Portsmouth, New Hampshire, to burn wood chips.  CL&P continues to prepare the final engineering and construction documents for a 69-mile, 345-kV transmission line between Norwalk and Middletown, Connecticut, and on a nine-mile, 115-kV transmission project between Norwalk and the Gl enbrook section of Stamford, Connecticut.  Both of those projects received regulatory approval earlier this year.

NU said it expects to spend up to $4.3 billion on capital projects in its regulated businesses from 2006 through 2010, investing up to $2.3 billion on high-voltage electric transmission, including the projects noted above, and approximately $2.0 billion on regulated electric and gas distribution and regulated generation, including the Schiller Station and gas storage facilities noted above.

Competitive businesses

NUEI lost a total of $129.6 million in the third quarter of 2005 and $344.1 million in the first nine months of 2005, compared with losses of $43.0 million in the third quarter of 2004 and $20.2 million in the first nine months of 2004.  Shivery attributed the 2005 losses to marking to market the longer-term wholesale electricity contracts noted above, and to heavy electric loads in the summer of 2005 that required Select Energy to purchase additional energy supplies at higher than projected price levels.

NU’s four competitive businesses, all of which are now slated for divestiture, include retail marketing, wholesale marketing, energy services, and competitive generation.  As previously indicated, retail marketing results were negatively impacted by a requirement to account for the sourcing of its customers’ electric requirements at current market prices for sales contracts signed in the past at lower prices.  This was necessitated by the fact that the source of those contracts, wholesale marketing, is being divested.  As a result, a first-quarter-2005 gain on those retail contracts of $59.9 million was recorded, but second- and third-quarter 2005 results were negatively affected.  In the third quarter of 2005, that factor lowered retail marketing results by approximately $19.6 million.  Absent that impact, retail marketing earned $1.1 million in the third quarter of 2005 and $3.9 million in the first nine months of 2005.  

NUEI’s retail marketing business serves approximately 30,000 customer accounts in three power pools in the northeast and mid-Atlantic United States and is expected to generate approximately $1.1 billion in revenues in 2005.

The following table reconciles 2005 and 2004 third-quarter and year-to-date earnings.  

		Third Quarter	First Nine Months
2004	Reported EPS	($0.06)	$0.65
	Investment write-downs in 2004	---	$0.03
	Losses on natural gas contracts	$0.37	$0.36
	Adjusted EPS in 2004	$0.31	$1.04
	Lower/higher regulated results in 2005	$0.01	($0.03)
	Lower competitive results in 2005, excluding charges, retail transfer gas contracts	($0.25)	($0.51)
	Other	($0.01)	$0.03
	Adjusted EPS in 2005	$0.06	$0.53
	Competitive energy restructuring and impairment charges in 2005	($0.02)	($0.06)
	Energy services businesses restructuring and impairment charges in 2005	---	($0.09)
	Wholesale contract market changes in 2005*	($0.59)	($1.87)
	Retail Marketing transfer price from Wholesale*	($0.15)	($0.20)
	Discontinued Operations	($0.03)	($0.16)
2005	Reported EPS	($0.73)	($1.85)

Third-quarter and year-to-date financial results for NU’s regulated businesses and competitive business lines are noted below:

Three months ended:

(in millions)	September 30, 2005	September 30, 2004	Increase (Decrease)
CL&P	$26.1	$21.7	$4.4
PSNH	$11.9	$18.2	($6.3)
Western Massachusetts Electric Company (WMECO)	$4.8	$1.5	$3.3
Yankee Gas	($4.2)	($3.6)	($0.6)
Total—Utility Group	$38.6	$37.8	$0.8
Wholesale competitive energy—excluding gains/charges	($31.0)	$3.3	($34.3)
Retail competitive energy—excluding gains/charges	$1.1	$0.3	$0.8
Wholesale contract market changes	($75.0)	---	($75.0)
Losses on natural gas contracts	---	($47.0)	$47.0
Restructuring and impairment charges related to Competitive Energy	($2.6)	---	($2.6)
Retail Marketing transfer price from Wholesale	($19.6)	---	($19.6)
Total--Competitive Energy	($127.1)	($43.4)	($83.7)
Energy Services results and  NUEI Parent	$0.5	($1.0)	$1.5
Restructuring and impairment charges related to Energy Services, NUEI Parent	($0.4)	---	($0.4)
Discontinued Operations	($2.6)	$1.4	($4.0)
Total—Services, NUEI                                                                                Parent	($2.5)	$0.4	($2.9)
Total—Competitive Businesses	($129.6)	($43.0)	($86.6)
Investment write-downs	---	---	---
NU Parent and other	($3.5)	($2.7)	($0.8)
Reported Earnings	($94.5)	($7.9)	($86.6)

Nine months ended:

(in millions)	September 30, 2005	September 30, 2004	Increase (Decrease)
CL&P	$62.3	$65.1	($2.8)
PSNH	$29.8	$36.0	($6.2)
WMECO	$11.9	$8.7	$3.2
Yankee Gas	$10.3	$8.5	$1.8
Total—Utility Group	$114.3	$118.3	($4.0)
Wholesale competitive energy—excluding gains/charges	($40.4)	$24.6	($65.0)
Retail competitive energy—excluding gains/charges	$3.9	$3.0	$0.9
Wholesale contract market changes*	($239.3)	---	($239.3)
Losses on natural gas contracts	---	($45.9)	$45.9
Restructuring and impairment charges related to Competitive Energy	($7.9)	---	($7.9)
Retail Marketing transfer price from Wholesale*	($25.9)	---	($25.9)
Total Competitive Energy	($309.6)	($18.3)	($291.3)
Energy Services results and  NUEI Parent	($2.4)	($1.5)	($0.9)
Restructuring and impairment charges related to Energy Services, NUEI Parent	($10.7)	---	($10.7)
Discontinued Operations	($21.4)	($0.4)	($21.0)
Total—Services, NUEI Parent	($34.5)	($1.9)	($32.6)
Total—Competitive Businesses	($344.1)	($20.2)	($323.9)
Investment write-downs	($0.5)	($3.9)	$3.4
NU Parent and other	($9.6)	($10.7)	$1.1
Reported Earnings	($239.9)	$83.5	($323.4)

* $59.9 million gain in the first quarter of 2005 that affected the retail transfer price is classified as a wholesale contract market change.

NU has approximately 130 million common shares outstanding.  It operates New England’s largest energy delivery system, serving approximately 2 million customers in Connecticut, New Hampshire and Massachusetts.

This news release includes statements concerning NU’s expectations, plans, objectives, future financial performance and other statements that are not historical facts.  These statements are “forward looking statements” within the meaning of the Private Litigation Reform Act of 1995.  In some cases the reader can identify these forward looking statements by words such as “estimate”, “expect”, “anticipate”, “intend”, “plan”, “believe”, “forecast”, “should”, “could”, and similar expressions.  Forward looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward looking statements.  Factors that may cause actual results to differ materially from those included in the forward looking statements incl ude, but are not limited to, actions by state and federal regulatory bodies, competition and industry restructuring, changes in economic conditions, changes in weather patterns, changes in laws, regulations or regulatory policy, expiration or initiation of significant energy supply contracts, changes in levels of capital expenditures, developments in legal or public policy doctrines, technological developments, volatility in electric and natural gas commodity markets, effectiveness of our risk management policies and procedures, changes in accounting standards and financial reporting regulations, fluctuations in the value of electricity positions, the methods, timing and results of the disposition of competitive businesses, terrorist attacks on domestic energy facilities, and other presently unknown or unforeseen factors. Other risk factors are detailed from time to time in our reports to the Securities and Exchange Commission.  We undertake no obligation to update the information contained in any forwa rd looking statements to reflect developments or circumstances occurring after the statement is made.

# # # #

Note:  NU will Webcast an investor meeting Monday, November 7, 2005, at 7:30 a.m. Eastern Standard Time.  The call can be accessed through NU’s website at www.nu.com.

EX-99

Exhibit 99.2
NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
	September 30,	December 31,
	2005	2004
	(Thousands of Dollars)
ASSETS
Current Assets:
Cash and cash equivalents	$                     86,194	$                    46,989
Special deposits	164,332	82,584
Investments in securitizable assets	220,942	139,391
Receivables, less provision for uncollectible
accounts of $27,652 in 2005 and $25,325 in 2004	763,976	771,257
Unbilled revenues	110,655	144,438
Taxes receivable	31,631	61,420
Fuel, materials and supplies	204,789	185,180
Marketable securities	51,467	52,498
Derivative assets - current	877,607	81,567
Prepayments and other	100,884	154,395
Assets held for sale	136,169	-
	2,748,646	1,719,719
Property, Plant and Equipment:
Electric utility	6,202,230	5,918,539
Gas utility	815,052	786,545
Competitive energy	905,134	918,183
Other	252,789	241,190
	8,175,205	7,864,457
Less: Accumulated depreciation	2,496,041	2,382,927
	5,679,164	5,481,530
Construction work in progress	548,716	382,631
	6,227,880	5,864,161
Deferred Debits and Other Assets:
Regulatory assets	2,467,689	2,746,219
Goodwill	290,791	319,986
Prepaid pension	321,267	352,750
Marketable securities	60,983	51,924
Derivative assets - long-term	548,833	198,769
Other	263,303	402,651
	3,952,866	4,072,299
Total Assets	$              12,929,392	$             11,656,179
The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

Exhibit 99.2
NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
	September 30,	December 31,
	2005	2004
	(Thousands of Dollars)
LIABILITIES AND CAPITALIZATION
Current Liabilities:
Notes payable to banks	$                   308,000	$                  180,000
Long-term debt - current portion	40,387	90,759
Accounts payable	887,689	825,247
Accrued interest	61,694	49,449
Derivative liabilities - current	853,053	130,275
Counterparty deposits	209,477	57,650
Other	213,083	230,022
Liabilities of assets held for sale	118,374	-
	2,691,757	1,563,402
Rate Reduction Bonds	1,399,143	1,546,490
Deferred Credits and Other Liabilities:
Accumulated deferred income taxes	1,358,869	1,434,403
Accumulated deferred investment tax credits	96,364	99,124
Deferred contractual obligations	345,769	413,056
Regulatory liabilities	1,223,268	1,070,187
Derivative liabilities - long-term	403,442	58,737
Other	264,697	267,895
	3,692,409	3,343,402
Capitalization:
Long-Term Debt	2,998,359	2,789,974
Preferred Stock of Subsidiary - Non-Redeemable	116,200	116,200
Common Shareholders' Equity:
Common shares, $5 par value - authorized
225,000,000 shares; 151,851,387 shares issued
and 130,036,277 shares outstanding in 2005 and
151,230,981 shares issued and 129,034,442 shares
outstanding in 2004	759,257	756,155
Capital surplus, paid in	1,123,988	1,116,106
Deferred contribution plan - employee stock
ownership plan	(50,269)	(60,547)
Retained earnings	540,642	845,343
Accumulated other comprehensive income/(loss)	18,075	(1,220)
Treasury stock, 19,642,592 shares in 2005
and 19,580,065 shares in 2004	(360,169)	(359,126)
Common Shareholders' Equity	2,031,524	2,296,711
Total Capitalization	5,146,083	5,202,885
Commitments and Contingencies
Total Liabilities and Capitalization	$              12,929,392	$              11,656,179

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

Exhibit 99.2
NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF (LOSS)/INCOME
	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2005	2004	2005	2004
	(Thousands of Dollars, except share information)
Operating Revenues	$    1,754,862	$      1,624,487	$      5,519,556	$      4,908,837
Operating Expenses:
Operation -
Fuel, purchased and net interchange power	1,135,076	1,107,113	3,697,990	3,196,842
Other	270,469	237,925	785,979	690,195
Wholesale contract market changes, net	101,218	-	359,684	-
Restructuring and impairment charges	4,807	-	28,461	-
Maintenance	56,290	47,804	153,057	137,814
Depreciation	58,963	57,033	174,979	166,787
Amortization	79,902	42,679	127,021	100,057
Amortization of rate reduction bonds	46,123	43,286	133,029	124,579
Taxes other than income taxes	63,385	55,195	195,718	188,031
Total operating expenses	1,816,233	1,591,035	5,655,918	4,604,305
Operating (Loss)/Income	(61,371)	33,452	(136,362)	304,532
Interest Expense:
Interest on long-term debt	42,327	36,995	126,369	107,486
Interest on rate reduction bonds	21,502	24,446	66,775	75,184
Other interest	3,336	19	9,695	1,011
Interest expense, net	67,165	61,460	202,839	183,681
Other Income, Net	8,173	5,977	14,838	7,574
(Loss)/Income from Continuing Operations Before
Income Tax (Benefit)/Expense	(120,363)	(22,031)	(324,363)	128,425
Income Tax (Benefit)/Expense	(29,794)	(14,124)	(110,032)	40,305
(Loss)/Income from Continuing Operations Before
Preferred Dividends of Subsidiary	(90,569)	(7,907)	(214,331)	88,120
Preferred Dividends of Subsidiary	1,390	1,390	4,169	4,169
(Loss)/Income from Continuing Operations	(91,959)	(9,297)	(218,500)	83,951
Discontinued Operations:
(Loss)/Income from Discontinued Operations Before     Income Taxes	(3,929)	2,285	(34,242)	(551)
Income Tax (Benefit)/Expense	(1,396)	896	(12,827)	(126)
(Loss)/Income from Discontinued Operations	(2,533)	1,389	(21,415)	(425)
Net (Loss)/Income	$       (94,492)	$            (7,908)	$        (239,915)	$           83,526
Basic and Fully Diluted (Loss)/Earnings Per Common Share:
(Loss)/Income from Continuing Operations	$           (0.71)	$              (0.07)	$              (1.68)	$               0.65
(Loss)/Income from Discontinued Operations	(0.02)	0.01	(0.17)	-
Basic and Fully Diluted (Loss)/Earnings Per Common Share	$           (0.73)	$              (0.06)	$              (1.85)	$               0.65
Basic Common Shares Outstanding (average)	129,957,408	128,279,814	129,585,519	128,064,364
Fully Diluted Common Shares Outstanding (average)	129,957,408	128,279,814	129,585,519	128,231,267

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

Exhibit 99.2
NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	Nine Months Ended
	September 30,
	2005	2004
	(Thousands of Dollars)
Operating Activities:
Net (loss)/income	$           (239,915)	$               83,526
Adjustments to reconcile to net cash flows
provided by operating activities:
Wholesale contract market changes, net	359,684	-
Restructuring and impairment charges	53,194	-
Bad debt expense	21,758	17,008
Depreciation	175,443	167,366
Deferred income taxes and investment tax credits, net	(122,012)	65,133
Amortization	127,021	100,057
Amortization of rate reduction bonds	133,029	124,579
Amortization/(deferral) of recoverable energy costs	22,158	(30,688)
Pension expense	24,699	7,977
Wholesale contract buyout payments	(145,231)	-
Mark-to-market on natural gas contracts	40,662	45,916
Regulatory refunds	(91,796)	(23,350)
Derivative assets	47,689	(20,439)
Derivative liabilities	(83,885)	57,913
Deferred contractual obligations	(67,065)	(45,982)
Other sources of cash	60,989	76,548
Other uses of cash	(12,822)	(21,108)
Changes in current assets and liabilities:
Receivables and unbilled revenues, net	(1,137)	57,974
Fuel, materials and supplies	(33,979)	(48,684)
Investments in securitizable assets	(81,551)	(46,056)
Taxes receivable	32,332	(48,487)
Other current assets	(69,082)	(64,724)
Accounts payable	50,800	(37,533)
Counterparty deposits	151,827	20,860
Other current liabilities	(54)	(9,228)
Net cash flows provided by operating activities	352,756	428,578
Investing Activities:
Investments in property and plant:
Electric, gas and other utility plant	(508,116)	(436,156)
Competitive energy assets	(13,421)	(13,915)
Cash flows used for investments in property and plant	(521,537)	(450,071)
Net proceeds from sale of property	24,649	-
Proceeds from sales of investment securities	96,471	31,651
Purchases of investment securities	(108,944)	(95,283)
Restricted cash - LMP costs	-	93,630
Other investing activities	7,222	(32,843)
Net cash flows used in investing activities	(502,139)	(452,916)
Financing Activities:
Issuance of common shares	8,161	4,470
Issuance of long-term debt	300,000	463,113
Retirement of rate reduction bonds	(147,347)	(138,016)
Increase/(decrease) in short-term debt	128,000	(103,957)
Reacquisitions and retirements of long-term debt	(52,061)	(86,628)
Cash dividends on common shares	(64,785)	(59,221)
Other financing activities	16,620	(943)
Net cash flows provided by financing activities	188,588	78,818
Net increase in cash and cash equivalents	39,205	54,480
Cash and cash equivalents - beginning of period	46,989	43,372
Cash and cash equivalents - end of period	$               86,194	$               97,852

The data contained in this report is preliminary and is unaudited.  This report is being submitted for the sole purpose of providing information to present shareholders about Northeast Utilities and Subsidiaries and is not a representation, prospectus, or intended for use in connection with any purchase or sale of securities.

EX-99

Exhibit 99.3

SLIDE 1

NU Logo

Northeast Utilities System

EEI Financial Conference

Hollywood, Florida

November 7, 2005

SLIDE 2

Safe Harbor Provisions

This presentation contains statements concerning NU’s expectations, plans, objectives, future financial performance and other statements that are not historical facts.  These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  In some cases, a listener can identify these forward-looking statements by words such as “estimate”, “expect”, “anticipate”, “intend”, “plan”, “believe”, “forecast”, “should”, “could”, and similar expressions.  Forward-looking statements involve risks and uncertainties that may cause actual results or outcomes to differ materially from those included in the forward-looking statements.  Factors that may cause actual results to differ materially from those included in the forward-looking statements include, but ar e not limited to, actions by state and federal regulatory bodies; competition and industry restructuring; changes in economic conditions; changes in weather patterns; changes in laws, regulations or regulatory policy; expiration or initiation of significant energy supply contracts; changes in levels of capital expenditures; developments in legal or public policy doctrines; technological developments; volatility in electric and natural gas commodity markets; effectiveness of our risk management policies and procedures; changes in accounting standards and financial reporting regulations; fluctuations in the value of electricity positions; the methods, timing and results of the disposition of competitive businesses; terrorist attacks on domestic energy facilities; and other presently unknown or unforeseen factors.  Other risk factors are detailed from time to time in our reports to the Securities and Exchange Commission.  We undertake no obligation to update the information contained in any forward-lo oking statements to reflect developments or circumstances occurring after the statement is made.

SLIDE 3

Today’s Announcements

·

Divest all competitive business and focus solely on regulated utilities

·

Update five-year regulated capital expenditure estimates

·

Issue third-quarter results and reaffirm 2005 guidance

·

Establish 2006 guidance

·

Report on divestiture of wholesale, energy services business

SLIDE 4

Third-Quarter Results

·

Consolidated loss of $94.5 million

·

Regulated business earnings of $38.6 million, up 2.1% from 2004

-

Hot weather, rate increases, higher transmission earnings offset by higher costs, absence of 2004 nonrecurring benefits

·

Competitive business loss of $129.6 million

-

Wholesale and retail mark-to-market losses of $95 million

·

Parent, other costs of $3.5 million

-

Consistent with guidance

SLIDE 5

Key Developments in 2005

·

Transmission

-

Approvals of key southwest Connecticut projects

-

Bethel/Norwalk project ahead of schedule

-

Earnings growth continuing to track increased investment

·

Distribution

-

Major projects (LNG, Northern Wood) on schedule

-

Earnings on track

-

Full pass-through of rising energy, capacity costs

·

Competitive

-

Decided on full divestiture

-

Continued progress exiting wholesale marketing, energy services

-

Signed agreements to divest New England wholesale marketing book by 1/1/06 at a total cost of $230 million; $155 million paid to date

-

Negotiating reduction of PJM, New York wholesale marketing obligations

-

Expect to close on two of six services businesses this month

SLIDE 6

Corporate Strategy for 2006 and Beyond

-

Divest all non-regulated businesses during 2006

-

Simplify business model

-

Reduce business risk and improve financial flexibility

-

Enhance earnings visibility

-

Capitalize on increasing valuation of generation assets

-

Focus on regulated utility infrastructure capital expenditure programs

-

Transmission: To meet customers needs, up to $2.3 billion of capex in 2006-2010 vs. projected 12/31/05 rate base of $650 million

-

Distribution and generation: Approximately $2 billion of capex in 2006-2010 vs. projected 12/31/05 rate base of $2.85 billion

-

Finance regulated capital expenditures with appropriate combination of debt and equity to maintain investment grade ratings

2006: A year of transformation strategically and financially

SLIDE 7

Why Are We Moving in This Direction?

The Reason		The Result
New England’s energy infrastructure needs investment		Simplified business model
		Lower risk profile and increased financial flexibility
Greater transmission investment provides attractive use of capital	→
		Increased earnings predictability driven by rate base growth
Coal, hydro generation asset values rising
Capacity markets tightening		Attractive value proposition

SLIDE 8

We Will Transform Ourselves Into a 100% Regulated Utility

[Chart illustrating transformation of business into a regulated utility]

			Year End 2005
			Northeast Utilities
	Regulated				Competitive
Electric Distribution		Electric Transmission		Retail		Wholesale
Gas Distribution		Regulated Generation		Generation		Services

	Year End 2006
	Northeast Utilities
Electric Distribution		Electric Transmission
Gas Distribution		Regulated Generation

SLIDE 9

Necessary Regulated Capital Investment Will Produce

Substantial Rate Base Growth

Bar Chart Illustrating Cash Capital Expenditures in Millions and comparing Regulated Capital Expenditures and Depreciation

Regulated Rage Base CAGR of 14%

		Cash Captial Expenditures (shown in millions of $)
	Regulated Capex		Depreciation
2004 Actual	$611		$206
2005 Est.	$723		$216
2006 Est.	$864		$229
2007 Est.	$890		$262
2008 Est	$926		$238
2009 Est.	$778		$296
2010 Est.	$773		$323

SLIDE 10

NU is the Focus of New England’s Transmission

Infrastructure Update

-

ISO-NE has identified 272 transmission projects in its Regional System Plan

-

NU’s projects comprise 55% of the projected capital expenditures in the plan

[Pie Chart Illustrating breakdown in percentages by company of the projected capital expenditures in the ISO-NE’s Regional System Plan]

NU	55%
National Grid	14%
VELCO	12%
NSTAR	9%
United Illuminating	6%
Bangor Hydro	3%
Central Maine Power	1%

SLIDE 11

Transmission Will Comprise a Much Larger Share of

NU’s Regulated Mix

Northeast Utilities System

	Electricity Transmission
YTD Net Income:		$31.6 million
Rate Base:		$650 million (Est. 12/31/05)
’06-’10 Capex:		$2.3 billion

	Electricity Distribution and Generation
YTD Net Income:		$72.4 million
Rate Base:		$2.41 billion (Est 12/31/05)
’06-’10 Capex:		$1.8 billion

	Gas LDC
YTD Net Income:		$10.3 million
Rate Base:		$440 million (Est 12/31/05)
’06-’10 Capex:		$0.3 billion

SLIDE 11 (Continued)

2005E Rate Base Composition

2005E Rate Base: $3.5 billion

[Pie Chart illustrating percentages of $3.5 billion rate base]

Transmission	19%
Gas	12%
Dist. & Reg. Generation	69%

2010E Rate Base Composition

2010E Rate Base: $6.5 billion

Transmission	36%
Gas	9%
Dist. & Reg. Generation	55%

SLIDE 12

Projected Transmission Rate Base Growth

[Bar Chart illustrating Projected Transmission Rate Base Growth]

Projected Transmission Rate Base CAGR of 29%

Shown in millions of dollars

	CL&P	PSNH	WMECO
2005	$459	$131	$67
2006	$803	$149	$72
2007	$1,036	$163	$72
2008	$1,291	$254	$72
2009	$1,503	$270	$75
2010	$1,913	$332	$79

SLIDE 13

Projected Distribution and Regulated Generation Rate Base

[Bar Chart illustrating Projected Distribution and Regulated Generation Rate Growth]

 Projected Distribution & Generation Rate Base CAGR of 8%

Shown in millions of dollars

	CL&P	PSNH	WMECO	Yankee Gas
2005	$1,460	$704	$250	$438
2006	$1,566	$840	$271	$469
2007	$1,742	$915	$292	$578
2008	$1,882	$987	$314	$596
2009	$2,016	$1,033	$331	$608
2010	$2,153	$1,087	$349	$620

SLIDE 14

Transmission Strategy

SLIDE 15

We are Confident in Our Ability to Execute the Strategic Plan

A review of our status over the past year shows significant forward progress

	Fall 2004	Fall 2005
Bethel-Norwalk project ($350 million	Final engineering and design; appeals just concluded	60% expected this year versus 45% targeted; full completion in 2006
Middletown-Norwalk project ($1 billion)	Contentious CT siting process ongoing	Siting approved; detailed design underway; construction expected to begin in 2006
Glenbrook Cables project ($120 million)	Preparing for siting application	Siting approved; detailed design underway; construction expected to begin in 2006
Other major projects	Several substation and line projects under construction	Haddam, Tioga, Huse Rd & Rochester in service, on budget & on schedule ($41M)
2005 Plant-in-service projections	$66 million in-service	Projected $173 million in-service due to accelerated project work
Capital spending deployment	2004 spending of $170 million	2005 spending of $256 million

SLIDE 16

New England’s Transmission Needs Provide for a Significant

Investment Opportunity

-

New England faces significant energy challenges, including the need for new transmission infrastructure

-

The current 345 kV backbone grid in New England is inadequate

-

Regional load pockets exist where uneconomic generation resources must be committed for reliability

-

Comprehensive plan will improve reliability while further enabling competitive markets, and creating savings for customers

-

It will also reward NU shareholders with a fair, FERC-regulated return on their invested capital

SLIDE 17

New England uses an Open Stakeholder Process to

Identify Regional Needs and Develop Solutions

{Wagon wheel chart illustrating the ISO NE Regional Plan System)

		ISO-NE Inclusive Planning Process
Gas Supply				Operational Control
		Regional System Plan
Fuel Diversity				Demand Side Resources
	Generation Resources		Transmission Projects

-

The Regional System Plan is a comprehensive approach to meet regional needs

-

The transmission aspect of that plan forms the basis of NU’s transmission business strategy

SLIDE 18

We Will Deploy Significant Capital Over the Next Five Years

[Bar chart showing capital spending historic and forecast for the period from 2006 – 2010]

(Shown in Millions of $)

Historic

$508 Million

	Major CT	Other	Preliminary	Total
2001		26		26
2002	16	39		55
2003	13	86		99
2004	65	106		171
2005	143	113		256
		Forecast Up to $2.3 Billion
2006	353	100		453
2007	422	131		553
	$1.3 Billion of major CT projects in 2006-2010 forecast period; $1.5 Billion in total
2008	393	142		535
2009	120	219	56	395
2010	1	221	142	364

•

Spending on major projects in Connecticut represents 80% of capital spending over the next three years.

•

The majority of our capital spending is secure from a siting viewpoint.

•

During 2006 we expect to complete the Bethel-Norwalk project and be well into the construction phase on the Middletown-Norwalk and the Glenbrook Cables projects.

SLIDE 19

The Changes in the Capital Program from Last Year are

Largely Driven by New Regional System Plan Projects

Bar Chart illustrating costs for new regional system plan projects, comparing prior forecast (2005-2009) to current forecast (2006-2010)

Shown in Millions of $

	Cost
Prior Forecast (2005-2009)	$1,410
A New Middletown-Norwalk and Bethel-Norwalk Estimates	$360
B Southern New England Transmission Reliability Project	$265
C New Regional System Plan Projects	$162
D Preliminary Projects	$198
E Construction Work in Progress in Rate Base	($95)
Current Forecast (2006-2010)	$2,300

SLIDE 20

NU’s Transmission Revenue Requirements are 100%

FERC Regulated

100% of Revenue Requirements Regulated At FERC

•

NU’s FERC-approved transmission tariffs fully track all transmission costs

-

Rates are forward looking, based on forecasted investment level

-

Rates are adjusted every six months

-

Rates are trued up annually

•

The combination of forward looking rates and the annual true-up provision lowers the risk associated with recovery of transmission investment

•

FERC’s policies provide strong incentives for transmission investment, including ROE and CWIP in rate base treatment

SLIDE 21

NU Collects its Revenue Requirements Through a

Combination of Regional and Local Tariffs

100% of Revenue Requirements Regulated At FERC

NU Local Network Service

Others	CL&P	WMECO	PSNH
10%	59%	9%	22%

New England Regional Network Service

Others	CL&P	WMECO	PSNH
70%	20%	3%	7%

Recovery at the Retail Distribution Level

CL&P	WMECO	PSNH
Tracker	Tracker	Rate Case Required

-

ISO determines cost allocation for each project

-

Regionalized cost allocation results in a large component of our revenue requirements being recovered from non-NU companies in New England

-

At the distribution level, we have trackers in Connecticut and Massachusetts that allow for timely recovery

SLIDE 22

Transmission Investment Provides for Strong Growth

Based on current transmission investment schedule, NU’s transmission-related rate base is expected to grow at a 29% CAGR

[Bar chart illustrating growth rate of transmission rate base growth]

Shown in Millions of $

	Capex	Depreciation	Rate Base
2003	$99	$21	$430
2004	$171	$22	$456
2005	$256	$24	$620
$1035	$453	$26	$1035
2007	$553	$39	$1271
2008	$535	$43	$1617
2009	$395	$50	$1848
2010 Transmission Rate Base CAGR of 29%	$364	$67	$2325

*  

Spending levels depend on final level and timing of all projects.  Capital expenditures reflect 50% CWIP in Rate Base treatment for four southwest Connecticut projects.

SLIDE 23

Our Investments Will Provide Significant Benefits for Customers

and Earnings for Shareholders

-

Customers will benefit from:

–

Improved system reliability and operational flexibility

–

Ability to connect much needed generation resources to the grid

–

Increases in deliverability of power within the region, thereby lowering congestion and energy costs

-

Investors will be rewarded through:

–

Strong earnings growth driven by increased rate base

–

Solid returns on equity, consistent with FERC policies and incentives

–

Certainty of cash flow

–

Limited cost recovery risk due to FERC-based tariffs

SLIDE 24

Financial Update

SLIDE 25

Financial Highlights

-

2005 results

–

Overall

–

Utility Group

–

NUEI

-

2005 – 2006 earnings guidance and drivers

-

Cash sources and uses

SLIDE 26

Year-To-Date Results

Shown in Millions of $

($ in millions)	September 30, 2005	EPS	September 30, 2004	EPS	Increase (Decrease)
Regulated, Parent Results
CL&P	$62.3	$0.48	$65.1	$0.51	($2.8)
PSNH	29.8	0.23	36.0	0.28	(6.2)
WMECO	11.9	0.09	8.7	0.07	3.2
Yankee Gas	10.3	0.08	8.5	0.07	1.8
Total Utility Group Earnings	$114.3	$0.88	$118.3	$0.92	($4.0)
Parent Expenses & Investment Writedowns	(10.1)	(0.07)	(14.6)	(0.11)	4.5
Earnings Excluding Competitive Results	$104.2	$0.81	$103.7	$0.81	$0.5

Competitive Business Results
Merchant Energy
Natural gas contract losses	$0.0	$0.00	($45.9)	($0.36)	$45.9
Wholesale market charges	(239.3)	(1.85)	$0.0	0.00	(239.3)
Earnings (excl. charges)	(36.5)	(0.28)	27.6	0.21	(64.1)
Restructuring charges	(7.9)	(0.06)	0.0	0.00	(7.9)
Retail transfer price to   wholesale	(25.9)	(0.20)	0.0	0.00	(25.9)
Total Merchant	($309.6)	($2.39)	($18.3)	($0.15)	($291.3)
Services
Net earnings & NUEI Parent	($2.4)	($0.02)	($1.5)	($0.01)	($0.9)
Restructuring charges	(10.7)	0.08	0.0	0.00	(10.7)
Discontinued Operations	(21.4)	(0.17)	(0.4)	0.00	(21.0)
Total Services & Other	($34.5)	($0.27)	($1.9)	($0.01)	($32.6)
Total Competitive Business Earnings	($344.1)	($2.66)	($20.2)	($0.16)	($323.9)

Net Income ($239.9) ($1.85) $83.5 $0.65 ($323.4)

SLIDE 27

Third-Quarter Regulated Earnings

[Bar Chart Showing Third-Quarter Regulated Earnings for 2004 & 2005]

Distribution and PSNH Generation

$26.8 million in 2004;

$26.4 million in 2005

Shown in Millions of $

	CL&P	PSNH	WMECO	Yankee
2004	$14.6	$14.5	$1.3	($3.6)
2005	$16.5	$10.4	$3.7	($4.2)

Transmission

$11.0 million in 2004;

$12.2 million in 2005

Shown in Millions of $

	CL&P	PSNH	WMECO
2004	$7.1	$3.7	$0.2
2005	$9.6	$1.5	$1.1

SLIDE 28

Year-To-Date Regulated Earnings

[Bar Chart Showing Year-To-Date Regulated Earnings for 2004 & 2005]

Distribution and PSNH Generation Distribution

$94.7 million in 2004;

$82.7 million in 2005

Shown in Millions of $

	CL&P	PSNH	WMECO	Yankee
2004	$49.6	$30.1	$6.5	$8.5
2005	$39.8	$24.0	$8.6	$10.3

Transmission

$23.6 million in 2004;

$31.6 million in 2005

Shown in Millions of $

	CL&P	PSNH	WMECO
2004	$15.5	$5.9	$2.2
2005	$22.5	$5.8	$3.3

SLIDE 29

2005 NUEI Results

Shown in Millions of $

[Bar Chart Showing NUEI Results for 3Q05 and YTD 2005]

	Wholesale, Excl. Contract Market Changes	Wholesale Market Changes, Restructuring	Retail, Excl. Transfer Price	Retail Transfer Price	Services, Parent
3Q05	($31.0)	($77.6)	$1.1	($19.6)	($2.5)
YTD 2005	($40.4)	($247.2)	$3.9	($25.9)	($34.5)

SLIDE 30

2005 and 2006 Earnings Guidance

	2004 Actual	2005 Guidance	2006 Guidance
Regulated Distribution   and Generation	$0.98	$0.96 - $1.00	$0.89 - $0.96
Transmission	$0.23	$0.26 - $0.30	$0.32 - $0.35
Total Regulated Business	$1.21	$1.22 - $1.30	$1.21 - $1.31
Parent, Other	($0.19)	($0.13 - $0.08)	($0.12 - $0.09)
Total Excluding NUEI	$1.02	$1.09 - $1.22	$1.09 - $1.22

SLIDE 31

Earnings Drivers at NUEI in 2005-2006 Until Divestiture

is Complete

-

Earnings on generation, retail, services until divested

-

Managing wholesale contracts not divested

-

Marking to market remaining wholesale, retail positions

-

Cash termination payments on wholesale contracts

-

Proceeds from competitive business divestitures

SLIDE 32

2006 Regulated Company Earnings Drivers

Distribution	Transmission
-  Retail sales	-  Capital investment progress
-  Operating expenses	-  Rate base growth
-  Distribution rates	-  Outcome of FERC ROE case
-  Regulatory incentives
-  NH generation ROE

SLIDE 33

Earnings To Be Driven By Investment Growth

Target Utility Capitalization Structure = 45% equity, 55% debt

Estimated Transmission ROE = 11%-12%

Estimated Cost of Capital Distribution ROE = 9 -10%

Rate Base in Millions OF $

Regulated

Rate Base

2004-2010

CAGR of 14%

[Bar Chart illustrating Estimated Earnings in Electric Transmission and Regulated Distribution and Generation]

	2005 Est.	2006 Est.	2007 Est.	2008 Est.	2009 Est.	2010 Est.
Electric Transmission	$657	$1,039	$1,271	$1,619	$1,848	$2,325
Regulated Distribution and Generation	$2,852	$3,152	$3,527	$3,778	$3,988	$4,208
Total	$3,509	$4,187	$4,798	$5,395	$5,837	$6,533

SLIDE 34

Items Affecting Q4 2005 and 2006 Cash Flows

Additional Sources:	Uses:
Internal:
Sales Growth	Higher transmission capex
Higher transmission rates, including 50%	Stable distribution capex
CWIP in rates for SW CT projects	Divestiture expenses
Lower CL&P regulatory refunds	Dividend payments
CL&P, WMECO rate increases	Higher operating, interest expenses
Tax benefits from wholesale buyouts	Taxes on merchant plant sales   Minimal maturities
External:
Competitive business divestitures
NU equity issuance
CL&P debt issuance
Larger NU Parent revolvers

SLIDE 35

Focus

-

NU will transition toward a 100% regulated business

- -

Simplified business model

-

Reduced operating risk profile and improved financial flexibility

-

Enhanced earnings predictability

Growth

-

Substantial regulated investment opportunities will drive superior regulated earnings growth

Financial Success Factors

-

EPS growth

-

Balance sheet strength to finance capital program

-

  Achieved ROEs

-

Consistent dividend policy

SLIDE 36

Questions

and

Answers