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) September 30, 2003 ------------------- Commission File Number 0-7624 ------ WESTERN MASSACHUSETTS ELECTRIC COMPANY -------------------- (Exact name of registrant as specified in its charter) MASSACHUSETTS 04-1961130 ---------------------- --------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 174 BRUSH HILL AVENUE, WEST SPRINGFIELD, MASSACHUSETTS 01090-0010 - ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (413) 785-5871 (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) ITEM 5 Other Events On September 30, 2003, Western Massachusetts Electric Company ("WMECO") completed the issuance and sale to the public of $55,000,000 aggregate principal balance of its 5.00% Senior Notes, Series A, due 2013 (the "Notes"), pursuant to an Underwriting Agreement dated September 25, 2003 between WMECO and Barclays Capital, Inc., as representative of the several underwriters named therein. The Notes were issued under an Indenture and First Supplemental Indenture, both dated as of September 1, 2003, between WMECO and The Bank of New York, as Trustee. The Underwriting Agreement, Indenture, First Supplemental Indenture and Form of Note are filed herewith as exhibits hereto. ITEM 7 Financial Statements and Exhibits Exhibit 99.1 Underwriting Agreement between Western Massachusetts Electric Company and Barclays Capital, Inc. dated September 25, 2003. Exhibit 99.2 Indenture between Western Massachusetts Electric Company and The Bank of New York, as Trustee, dated as of September 1, 2003. Exhibit 99.3 First Supplemental Indenture between Western Massachusetts Electric Company and The Bank of New York, as Trustee, dated as of September 1, 2003. Exhibit 99.4 Form of Note (included as Exhibit A to the First Supplemental Indenture). [SIGNATURE PAGE TO FOLLOW] SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WESTERN MASSACHUSETTS ELECTRIC COMPANY (Registrant) By: /s/ Randy A. Shoop Name: Randy A. Shoop Title: Assistant Treasurer - Finance Date: October 8, 2003