SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [x] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 1995 or [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________ Commission file number 1-2301 BOSTON EDISON COMPANY (Exact name of registrant as specified in its charter) Massachusetts 04-1278810 ------------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 800 Boylston Street, Boston, Massachusetts 02199 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 617-424-2000 ------------ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No 	 ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at June 30, 1995 ----- ---------------------------- Common Stock, $1 par value 46,752,631 shares <Page 2> Part I - Financial Information Item 1. Financial Statements ----------------------------- Boston Edison Company Consolidated Balance Sheets (Unaudited) (in thousands) June 30, December 31, 1995 1994 	 ---------- ----------- Assets ------ Utility plant in service, at original cost $4,221,983 $4,074,810 Less: accumulated depreciation 1,409,720 1,344,452 ---------- ---------- 2,812,263 2,730,358 Nuclear fuel, net 60,609 55,597 Construction work in progress 81,625 144,048 ---------- ---------- Net utility plant 2,954,497 2,930,003 Investments in electric companies, at equity 24,145 24,678 Nuclear decommissioning trust 93,733 82,831 Current assets: Cash and cash equivalents 2,951 6,822 Accounts receivable 215,417 189,382 Accrued unbilled revenues 42,476 32,240 Fuel, materials and supplies, at average cost 61,015 71,560 Prepaid expenses and other 28,801 26,705 ---------- ---------- Total current assets 350,660 326,709 ---------- ---------- Regulatory assets: Redemption premiums 49,069 52,859 Income taxes, net 45,433 44,745 Power contracts 34,630 40,277 Pension and postretirement costs 18,729 22,761 Nuclear outage costs 28,543 17,804 Other 14,408 19,702 ---------- ---------- Total regulatory assets 190,812 198,148 Other deferred debits: Intangible asset - pension 33,184 22,849 Other 30,867 31,392 ---------- ---------- Total assets $3,677,898 $3,616,610 ========== ========== The accompanying notes are an integral part of these financial statements 3 Boston Edison Company Consolidated Balance Sheets (Unaudited) (in thousands) June 30, December 31, 1995 1994 	 ---------- ---------- Capitalization and Liabilities ------------------------------ Common stock equity: Common stock $ 699,134 $ 668,338 Retained earnings 243,917 247,409 ---------- ---------- Total common stock equity 943,051 915,747 Cumulative preferred stock: Non-mandatory redeemable series 123,000 123,000 Mandatory redeemable series 92,000 94,000 Long-term debt 1,160,266 1,136,617 Current liabilities: Long-term debt/preferred stock due within one year 203,467 102,250 Notes payable 172,477 214,786 Accounts payable 104,553 139,119 Interest accrued 25,530 24,464 Dividends payable 24,063 23,533 Pension benefits 34,763 31,908 Other 47,565 76,615 ---------- ---------- Total current liabilities 612,418 612,675 ---------- ---------- Deferred credits: Power contracts 34,630 40,277 Accumulated deferred income taxes 512,700 515,454 Accumulated deferred investment tax credits 65,002 67,048 Nuclear decommissioning reserve 103,232 92,404 Other 31,599 19,388 ---------- ---------- Total deferred credits 747,163 734,571 Commitments and contingencies - - ---------- ---------- Total capitalization and liabilities $3,677,898 $3,616,610 ========== ========== The accompanying notes are an integral part of these financial statements 4 Boston Edison Company Consolidated Statements of Income (Unaudited) (in thousands, except per share amounts) Three Months Six Months Ended June 30, Ended June 30, 1995 1994 1995 1994 	 -------- ------- -------- -------- Operating revenues $384,035 $368,655 $765,615 $746,104 -------- -------- -------- -------- Operating expenses: Fuel 34,053 39,189 74,091 83,267 Purchased power 89,555 84,446 186,810 174,014 Other operations and maintenance 109,593 102,652 216,818 210,816 Depreciation and amortization 39,663 39,308 79,179 78,424 Amortization of deferred cost of cancelled nuclear unit 0 4,948 0 9,896 Demand side management programs 12,819 10,106 24,423 18,045 Taxes - property and other 27,095 25,012 54,239 51,333 Income taxes 15,790 12,599 27,580 24,119 -------- -------- -------- -------- Total operating expenses 328,568 318,260 663,140 649,914 -------- -------- -------- -------- Operating income 55,467 50,395 102,475 96,190 Other income (expense), net (302) 863 483 1,658 -------- -------- -------- -------- Operating and other income 55,165 51,258 102,958 97,848 -------- -------- -------- -------- Interest charges: Long-term debt 26,260 25,744 51,293 51,786 Other 4,268 2,990 8,973 5,248 Allowance for borrowed funds used during construction (1,500) (1,458) (3,647) (2,980) -------- -------- -------- -------- Total interest charges 29,028 27,276 56,619 54,054 -------- -------- -------- -------- Net income 26,137 23,982 46,339 43,794 Preferred dividends provided 3,890 3,951 7,792 7,913 -------- -------- -------- -------- Balance available for common stock $ 22,247 $ 20,031 $ 38,547 $ 35,881 ======== ======== ======== ======== Weighted average common shares outstanding 45,909 45,284 45,756 45,237 ====== ====== ====== ====== Earnings per share of common stock $0.48 $0.44 $0.84 $0.79 ===== ===== ===== ===== Dividends declared per common share $0.455 $0.440 $0.91 $0.88 ====== ====== ===== ===== The accompanying notes are an integral part of these financial statements 5 Boston Edison Company Consolidated Statements of Cash Flows (Unaudited) (in thousands) Six Months Ended June 30, 1995 1994 	 ------- ------- Operating activities: Net income $46,339 $43,794 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 72,495 71,195 Amortization of nuclear fuel 7,612 12,222 Amortization of deferred cost of cancelled nuclear unit, net 0 9,534 Other amortization 11,262 11,185 Deferred income taxes (3,709) 5,310 Investment tax credits (2,046) (2,037) Allowance for borrowed funds used during construction (3,647) (2,980) Net changes in: Accounts receivable and accrued unbilled revenues (36,271) (25,300) Fuel, materials and supplies 8,181 544 Accounts payable (34,566) (14,656) Other current assets and liabilities (26,695) (10,226) Other, net 8,271 18,447 ------- ------- Net cash provided by operating activities 47,226 117,032 ------- ------- Investing activities: Plant expenditures (excluding AFUDC) (91,175) (78,248) Nuclear fuel expenditures (11,911) (2,697) Capitalized demand side management expenditures 0 (10,232) Nuclear decommissioning trust investments (10,902) (7,735) Electric company investments 533 (322) ------- ------- Net cash used by investing activities (113,455) (99,234) ------- ------- Financing activities: Issuances: Common stock 31,569 5,318 Long-term debt 125,000 15,000 Redemptions: Preferred stock (2,000) (2,000) Long-term debt (600) (28,600) Net change in notes payable (42,309) 37,676 Dividends paid (49,302) (47,682) ------- ------- Net cash provided (used) by financing activities 62,358 (20,288) ------- ------- Decrease in cash and cash equivalents (3,871) (2,490) Cash and cash equivalents at beginning of year 6,822 8,768 ------- ------- Cash and cash equivalents at end of period $ 2,951 $ 6,278 ======= ======= Cash paid during the period for: Interest $59,200 $57,556 Less: amounts capitalized 3,647 2,980 ------- ------- $55,553 $54,576 ======= ======= Income taxes $40,026 $24,618 ======= ======= The accompanying notes are an integral part of these financial statements. 6 Notes to Consolidated Financial Statements ------------------------------------------ A) Basis of Presentation --------------------- The accompanying unaudited consolidated financial statements should be read in conjunction with the Boston Edison Company (the Company) 1994 Form 10-K Annual Report and Form 10-Q for the period ended March 31, 1995. In the opinion of the Company, the accompanying unaudited consolidated financial statements reflect all adjustments (which are all of a normal recurring nature) necessary to present fairly the financial position as of June 30, 1995 and the results of operations for the three and six months ended June 30, 1995 and 1994 and the cash flows for the six months ended June 30, 1995 and 1994. Certain reclassifications have been made to the prior year data to conform to the current presentation. The results of operations for the three and six months ended June 30, 1995 are not indicative of the results which may be expected for the entire year. The Company's kWh sales and revenues are typically higher in the winter and summer than in the spring and fall as sales tend to vary with weather conditions. In addition, the Company bills higher base rates to commercial and industrial customers during the billing months of June through September as mandated by the Massachusetts Department of Public Utilities (DPU). Accordingly, greater than half of the Company's annual earnings typically occurs in the third quarter. B) Commitments and Contingencies ----------------------------- In 1991 the Company was named in a lawsuit alleging discriminatory employment practices under the Age Discrimination in Employment Act of 1967 concerning 46 employees affected by the Company's 1988 reduction in force. Legal counsel continues to vigorously defend this case. Based on the information presently available the Company does not expect that this litigation or certain other legal matters in which the Company is currently involved will have a material impact on its financial condition. However, an unfavorable decision ordered against the Company could have a material impact on the results of a reporting period. The Company owns or operates 47 properties where hazardous materials were released in the past. The Company is required to clean up these properties in accordance with a timetable developed by the Massachusetts Department of Environmental Protection and is continuing to evaluate the costs associated with their cleanup. There are uncertainties associated with these costs due to the complexities of cleanup technology, regulatory requirements and the particular characteristics of the different sites. The Company also continues to face possible liability as a potentially responsible party in the cleanup of eight multi-party hazardous waste sites in Massachusetts and other states where it is alleged to have generated, transported or disposed of hazardous waste at the sites. At the majority of these sites the Company is one of many potentially responsible parties and currently expects to have only a small percentage of the potential liability. Through June 30, 1995, the Company has accrued approximately $7 million related to its cleanup liabilities. The Company is unable to fully determine a range of reasonably possible cleanup costs in excess of the accrued amount, although based on its assessments of the specific site circumstances, it does not expect any such additional costs 7 to have a material impact on its financial condition. However, additional provisions for cleanup costs could have a material impact on the results of a reporting period. C) Income Taxes ------------ The following table reconciles the federal statutory income tax rate to the annual estimated effective income tax rate for 1995 and the actual effective income tax rate for 1994. 1995 1994 ---- ---- Statutory tax rate 35.0% 35.0% State income tax, net of federal income tax benefit 4.3 4.3 Investment tax credits (2.0) (2.3) Reversal of deferred taxes - settlement agreement - (5.5) Other 0.3 (0.1) ---- ---- Effective tax rate 37.6% 31.4% ==== ==== D) Long-Term Securities -------------------- In May 1995 the Company issued $125 million of 7.80% debentures due in 2010. In June 1995 the Company sold one million shares of common stock with net proceeds of $25.5 million to Goldman, Sachs & Co. as underwriters for a public offering. The proceeds from the debentures and common stock issuances were used to reduce short-term debt. Item 2. Management's Discussion and Analysis --------------------------------------------- Results of Operations - Three Months ended June 30, 1995 vs. Three Months -------------------------------------------------------------------------- ended June 30, 1994 ------------------- Earnings per common share for the three months ended June 30, 1995 amounted to $0.48 as compared to $0.44 per common share for the three months ended June 30, 1994. The increase was primarily due to a $29 million annual retail base rate increase effective November 1994, a 0.7% increase in retail kWh sales and the ending of amortization of deferred cancelled nuclear costs in 1994. These positive changes were partially offset by higher operations and maintenance costs resulting primarily from a refueling outage at Pilgrim Nuclear Power Station. The results of operations for the quarter are not indicative of the results which may be expected for the entire year due to the seasonality of the Company's kWh sales and revenues. See Note A to the consolidated financial statements. 8 Operating revenues Operating revenues increased 4.2% in the second quarter of 1995 as follows: (in thousands) 	 ------------------------------------------------------ Retail electric revenues $13,846 Demand side management revenues 1,073 Wholesale and other revenues 1,137 Short-term sales revenues (676) ------------------------------------------------------ Increase in operating revenues $15,380 ====================================================== Retail electric revenues increased $13.8 million. The November 1994 base rate increase resulted in $6.8 million of the increased revenues and $5.0 million is due to the increase in retail kWh sales. The remainder of the increase is from slightly higher performance revenues and fuel and purchased power revenues. A new annual conservation charge for recovery of demand side management (DSM) program costs was implemented in February 1995. Under this current charge substantially all 1995 program costs are recovered in the current year. This results in higher DSM revenues and expenses than in prior years when certain program costs were capitalized for recovery over six years. The net increase in wholesale and other revenues is due to a $3.6 million increase in subsidiary revenues, primarily from Coneco Corporation which was acquired by Boston Energy Technology Group in August 1994. Wholesale revenues decreased $1.7 million due to lower sales to contract customers as a result of the refueling outage at Pilgrim Station in 1995. Operating expenses Total fuel and purchased power expenses were $123.6 million in the second quarter of both 1995 and 1994. The timing effect of fuel and purchased power cost collection resulted in lower expenses in 1995 which were entirely offset by higher purchased power expenses, mainly due to the Pilgrim Station refueling outage. Fuel and purchased power expenses are substantially all recoverable through fuel and purchased power revenues. Other operations and maintenance expense increased 6.8% primarily due to higher nuclear costs resulting from the 73-day refueling outage. Subsidiary operation expenses also increased as a result of the Coneco Corporation acquisition. In 1994 the Company fully expensed the remaining deferred costs of the cancelled Pilgrim 2 nuclear unit. The increase in demand side management programs expense is consistent with the increase in DSM revenues. Beginning with the annual conservation charge implemented in February 1995 DSM costs are recovered and expensed primarily in the year incurred. Property and other taxes increased due to higher property taxes imposed by a majority of the municipalities in which the Company operates. 9 Interest charges Interest charges on long-term debt increased due to the $125 million debentures issuance in May 1995. Other interest charges increased due to higher short-term debt rates and a higher average short-term debt level. Results of Operations - Six Months ended June 30, 1995 vs. Six Months ended ---------------------------------------------------------------------------- June 30, 1994 ------------- Earnings per common share for the six months ended June 30, 1995 amounted to $0.84 as compared to $0.79 per common share for the six months ended June 30, 1994. The increase was primarily due to the ending of amortization of deferred cancelled nuclear costs in 1994 and the $29 million base rate increase effective November 1994. These positive changes were partially offset by higher subsidiary and nuclear operations and maintenance expenses and a 1.8% decrease in retail kWh sales, primarily caused by milder winter weather. The results of operations for the six months ended June 30, 1995 are not indicative of the results which may be expected for the entire year due to the seasonality of the Company's kWh sales and revenues. See Note A to the consolidated financial statements. Operating revenues Operating revenues increased 2.6% in the first six months of 1995 as follows: (in thousands) 	 ------------------------------------------------------ Retail electric revenues $13,091 Demand side management revenues 4,707 Wholesale and other revenues 7,076 Short-term sales revenues (5,363) ------------------------------------------------------ Increase in operating revenues $19,511 ====================================================== Retail electric revenues increased $13.1 million. The November 1994 base rate increase resulted in $9.2 million of the increased revenues, while the 1.8% decrease in retail kWh sales resulted in a $4.7 million revenue decrease. Fuel and purchased power revenues increased $9.3 million as a result of the timing effect of fuel and purchased power cost recovery, however these higher revenues are offset by higher fuel and purchased power expenses and have no effect on earnings. Performance revenues, which vary based on the annual operating performance of Pilgrim Station, decreased by $0.7 million. Performance revenues are expected to increase for the year due to Pilgrim's three month outage in late 1994, which resulted in a lower annual performance than was estimated and reflected in revenues in the first six months of 1994. A new annual conservation charge for recovery of demand side management program costs was implemented in February 1995, resulting in higher revenues, as discussed in the results of operations for the second quarter. The net increase in wholesale and other revenues is primarily due to a $5.7 million increase in subsidiary revenues and a $3.8 million decrease in revenue reserves. In 1994 $6 million of reserves were recorded related to certain wholesale and contract customers. In addition, due to the Pilgrim refueling 10 outage and lower sales to municipal customers, wholesale revenues decreased $2.4 million. Decreased short-term sales revenues are due to a decrease in short-term power purchase requirements resulting from milder weather conditions in 1995. Revenues from short-term sales serve to reduce fuel and purchased power billings to retail customers and therefore have no effect on earnings. Total fuel and purchased power expenses increased $3.6 million. A decrease in fuel expense primarily due to an 18% decrease in Company generation was more than offset by higher short-term power purchase expenses. Other operations and maintenance expense increased 2.8% primarily due to an increase in subsidiary operation expenses, as discussed in the results of operations for the second quarter, and costs associated with the nuclear refueling outage. The increase in demand side management programs expense is consistent with the increase in DSM revenues. Both revenues and expenses are higher due to the 1995 change in DSM recovery timing that results in the current year recovery and expense recognition of program costs. Interest Charges Interest charges on long-term debt decreased due to a $10 million debentures redemption and a first mortgage bond refinancing in 1994. Other interest charges increased due to higher short-term interest rates and a higher average short-term debt level. Financial Condition ------------------- The Company's 1992 settlement agreement with the DPU limits the annual rate of return on equity during 1995 to 11.75%, excluding any penalties or rewards from performance incentives. The Company's ability to achieve or exceed the 11.75% rate of return on equity is primarily dependent upon its ability to control costs and to earn performance incentives, primarily based on Pilgrim Station's annual capacity factor. Pilgrim's capacity factor for the performance year ending October 1995 is currently expected to be approximately 68%. Liquidity --------- The Company supplements internally generated funds with external financings, primarily through the issuance of short-term commercial paper and bank borrowings. The Company has authority from the Federal Energy Regulatory Commission (FERC) to issue up to $350 million of short-term debt. The Company has a $200 million revolving credit agreement and arrangements with several banks to provide additional short-term credit on a committed as well as on an uncommitted and as available basis. At June 30, 1995 the Company had $172 million of short-term debt outstanding, none of which was incurred under the revolving credit agreement. In 1994 the DPU approved the Company's financing plan to issue up to $500 million of securities through 1996 using the proceeds to refinance short and long-term securities and for capital expenditures. See 11 Note D to the consolidated financial statements for specific information relating to recent financing activities. Outlook for the Future ---------------------- A significant portion of the Company's electricity sales is made to commercial customers rather than industrial customers. As a result the Company's sales have been only moderately impacted by the unfavorable economic factors affecting the manufacturing industry in Massachusetts and have been positively impacted by economic growth in the commercial sector. Retail electricity sales decreased 1.8% in the first six months of 1995 primarily due to mild winter weather conditions compared to extremely cold weather conditions in 1994. On July 6, 1995, the Company's largest retail customer, the Massachusetts Port Authority (Massport), issued a request for proposals for a wholesale supplier of electricity. Current estimated annual revenues from Massport are approximately $7 million, excluding fuel revenues. It is uncertain as to whether Massport is eligible to become a wholesale customer under current state and federal law. In addition, if Massport is able to become a wholesale customer, it is uncertain what Massport's responsibility would be for obligations previously incurred by the Company on Massport's behalf. The Company is actively involved in efforts to retain Massport as a customer. On July 17, 1995, the Company and 17 other parties filed with the DPU an agreement consisting of a set of Massachusetts Interdependent Principles for restructuring the state's electric utility business. The parties include four other Massachusetts electric utilities, the Massachusetts Attorney General's Office and several other state agencies, and various businesses and public interest groups. The principles, which provide a broad outline for changes in the industry, were submitted for the DPU's review and consideration. The principles include a reasonable opportunity for electric utilities to recover investments made to meet previous regulatory obligations, the movement to a competitive market and customer choice at the retail level, and the continuation of cost effective environmental and DSM programs. The DPU is expected to issue an order on industry restructuring in the third quarter of 1995, after which individual utilities will begin to negotiate their own restructuring plans consistent with the DPU's order. The effects of industry restructuring and the transition to a competitive market could ultimately result in charges to earnings associated with unrecoverable investments. The extent and timing of any potential charges will be determined by the DPU's directives and the market transition rules implemented. On July 27, 1995, the Company announced its reorganization into four separate business units effective November 1, 1995: Customer, Generating-Fossil, Generating-Nuclear and Corporate Services. The new corporate organization is consistent with the Company's plan and expectations for a restructured electric utility industry. The Customer Business Unit will have primary responsibility for interaction with customers and will consolidate energy delivery, system operations, sales, marketing and customer service. A Company 12 president and chief operating officer currently being recruited from outside the Company will lead this unit and have overall responsibility for the other three business units. The Fossil Generating Business Unit will be responsible for the production of electricity at the Company's fossil fuel-fired plants and will be led by Ronald A. Ledgett, currently Senior Vice President - Power Delivery. The Nuclear Generating Business Unit will be responsible for the operation of Pilgrim Station and all nuclear support functions and will continue to be led by current Senior Vice President E. Thomas Boulette. The Corporate Services Business Unit will be responsible for providing central business services to other business units including finance and accounting, information services, materials management and engineering services. This unit will be led by James J. Judge, currently Director of Corporate Planning. Corporate policy functions will report directly to Chief Executive Officer Thomas J. May: Corporate Relations, led by current Senior Vice President L. Carl Gustin; Human Resources, led by current Senior Vice President John J. Higgins, and Strategy and Regulation, led by current Vice President and General Counsel Douglas S. Horan. Under the new corporate structure, approximately 70 of the Company's 200 upper and middle management positions and related administrative support positions are expected to be eliminated in 1995. A special severance program was announced for these affected employees, which will result in a one-time charge to third quarter earnings of approximately $7 million. The estimated payback period for this first phase of the restructuring is approximately one year. The Company plans to further reduce its staffing level by approximately 400 employees by the end of 1996. No specific severance program has been announced for employees that may be affected by this second phase of staffing cuts, however, the Company currently expects to implement a severance program and incur a charge to earnings in the first quarter of 1996. The extent of this charge has not yet been determined. The Company anticipates substantial ongoing savings as a result of this reorganization. 13 Part II - Other Information Item 4. Submission of Matters to a Vote of Security Holders ------------------------------------------------------------ The Company's Annual Meeting of Stockholders was held on May 12, 1995. The following five Class I directors were reelected to serve until the 1998 Annual Meeting: Total vote Total vote for each withheld from director each director --------- ------------- Nelson S. Gifford 35,950,892 566,741 Kenneth I. Guscott 35,854,584 663,050 Matina S. Horner 35,945,407 572,227 Bernard W. Reznicek 35,700,472 817,162 Paul E. Tsongas 35,793,379 724,254 Item 5. Other Information -------------------------- The following additional information is furnished in connection with the Registration Statement on Form S-3 of the Registrant (File No. 33-57840), filed with the Securities and Exchange Commission on February 3, 1993. Price and dividend information per share of common stock: Price Dividend High Low Paid 	 ------- ------- -------- First quarter 1995 $25 1/2 $23 1/8 $0.455 Second quarter 1995 27 23 3/8 0.455 The last sales price of the Company's common stock on the New York Stock Exchange as reported in the Wall Street Journal for August 10, 1995 was $25 per share. Ratio of earnings to fixed charges and ratio of earnings to fixed charges and preferred stock dividend requirements: Twelve months ended June 30, 1995: --------------------------------- Ratio of earnings to fixed charges 2.47 Ratio of earnings to fixed charges and preferred stock dividend requirements 2.08 14 Item 6. Exhibits and Reports on Form 8-K ----------------------------------------- a) Exhibits filed herewith: Exhibit 12 - Computation of ratio of earnings to fixed charges 12.1 - Computation of ratio of earnings to fixed charges for the twelve months ended June 30, 1995 12.2 - Computation of ratio of earnings to fixed charges and preferred stock dividend requirements for the twelve months ended June 30, 1995 Exhibit 15 - Letter re unaudited interim financial information 15.1 - Report of Independent Accountants Exhibit 27 - Financial Data Schedule 27.1 - Schedule UT Exhibit 99 - Additional Exhibits 99.1 - Letter of Independent Accountants Re Form S-3 Registration Statements filed by the Company on September 14, 1990 (File No. 33-36824), February 3, 1993 (File No. 33-57840) and May 31, 1995 (File No. 33-59693); Form S-8 Registration Statements filed by the Company on October 10, 1985 (File No. 33-00810), July 28, 1986 (File No. 33-7558), December 31, 1990 (File No. 33-38434), June 5, 1992 (33-48424 and 33-48425), March 17, 1993 (33-59662 and 33-59682) and April 6, 1995 (33-58457) b) No Form 8-K was filed during the second quarter of 1995. 15 Signature --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BOSTON EDISON COMPANY --------------------- (Registrant) Date: August 14, 1995 /s/ Robert J. Weafer, Jr.	 ---------------------------- Robert J. Weafer, Jr. Vice President, Controller and Chief Accounting Officer