NO. 70-9839
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
AMENDMENT NO. 10
TO
APPLICATION/DECLARATION
ON
FORM U-1
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Northeast Utilities
Western Massachusetts Electric Company
174 Brush Hill Road
West Springfield, MA 01089
The Connecticut Light and Power Company
107 Selden Street
Berlin, CT 06037
(Names of companies filing this statement and addresses of
principal executive offices)
NORTHEAST UTILITIES
(Name of top registered holding company)
Gregory B. Butler
Vice President, Secretary and General Counsel
Northeast Utilities Service Company
107 Selden Street
Berlin, CT 06037
(Name and address of agent for service)
The Commission is requested to mail signed copies of all orders,
notices and communications to:
Jeffrey C. Miller, Esq. David R. McHale
Assistant General Counsel Vice President and Treasurer
Northeast Utilities Service Northeast Utilities Service
Company Company 107 Selden Street
107 Selden Street Berlin, CT 06037
Berlin, CT 06037
The Application/Declaration in this file, as heretofore
amended, is hereby further amended as follows:
1. Paragraph 11 is deleted and restated as follows:
"11. The Utilities plan to apply the remaining net
proceeds of the sale of Millstone during the Authorization
period to retire common stock or pay dividends from capital
surplus or retained earnings. Apart from Millstone proceeds
they intend to return to NU in the form of dividends paid
from retained earnings, CL&P and WMECO presently expect to
use approximately $100 million and $21 million, respectively,
of Millstone proceeds to reduce their common equity
capitalizations (individually, "CL&P Returned Equity" and
"WMECO Returned Equity" respectively)."
2. Paragraph 27 is deleted and restated as follows:
"27. The Connecticut Department of Public Utility
Control (the "DPUC") has jurisdiction over CL&P's plan
of divestiture of Millstone, and in its order approving the
divestiture plan, the DPUC required that within 180 days
following the closing, CL&P file information regarding the
disposition of the proceeds, including an itemization of
costs that will be netted against the proceeds and detailed
tax calculations. CL&P advised the DPUC that it intended to
rebalance its capital account through the reacquisition of
equity, including the repurchase of approximately $188
million of common stock from NU. On March 16, 2001, the DPUC
issued a temporary order requiring CL&P to use the proceeds
in a way to result in a common equity ratio (not including
the RRBs as debt) for CL&P between 45% and 50% ("Common
Equity Ratio Requirement"). (See Exhibit D attached hereto).
In December, 2001, the DPUC issued its final decision in the
filing in which it discontinued the Common Equity Ratio
Requirement (See Exhibit D-1 attached hereto). NU now
anticipates that CL&P will repurchase not more than $100
million of common stock from NU and pay approximately $88
million to NU as a dividend out of retained earnings."
SIGNATURES
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, as amended, the undersigned companies
have duly caused this statement to be signed on their behalf
by the undersigned thereunto duly authorized.
NORTHEAST UTILITIES
WESTERN MASSACHUSETTS ELECTRIC COMPANY
THE CONNECTICUT LIGHT AND POWER COMPANY
By: /s/ Randy A. Shoop
Name: Randy A. Shoop
Title: Assistant Treasurer - Finance - Northeast Utilities
Service Company,
as Agent for the above named companies.
Date: April 25, 2002