FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-1004 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1994 ------------------ 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 0-7624 ------ WESTERN MASSACHUSETTS ELECTRIC COMPANY -------------------------------------- (Exact name of registrant as specified in its charter) MASSACHUSETTS 04-1961130 ------------- ---------- (State or other jurisdiction (I.R.S. Employer of 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, former address and former fiscal year, if changed since last report) 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 October 31, 1994 ----- ------------------------------- Common Shares, $25.00 par value 1,072,471 shares WESTERN MASSACHUSETTS ELECTRIC COMPANY TABLE OF CONTENTS Page No. -------- Part I. Financial Information Item 1. Financial Statements Balance Sheets - September 30, 1994 and December 31, 1993 2 Statements of Income - Three and Nine Months Ended September 30, 1994 and 1993 4 Statements of Cash Flows - Nine Months Ended September 30, 1994 and 1993 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Part II. Other Information Item 1. Legal Proceedings 14 Item 5. Other Information 14 Item 6. Exhibits and Reports on Form 8-K 15 Signatures 16 PART I. FINANCIAL INFORMATION WESTERN MASSACHUSETTS ELECTRIC COMPANY BALANCE SHEETS (Unaudited) September 30, December 31, 1994 1993 ------------- ------------ (Thousands of Dollars) ASSETS - ------ Utility Plant, at original cost: Electric................................................ $ 1,203,828 $ 1,183,410 Less: Accumulated provision for depreciation......... 419,872 395,190 ------------- ------------ 783,956 788,220 Construction work in progress........................... 22,660 23,790 Nuclear fuel, net....................................... 35,229 35,727 ------------- ------------ Total net utility plant............................. 841,845 847,737 ------------- ------------ Other Property and Investments: Nuclear decommissioning trusts, at market in 1994 and at cost in 1993 (Note 2)<F2>........................... 56,080 49,155 Investments in regional nuclear generating companies, at equity................................... 14,915 14,633 Other, at cost.......................................... 3,942 3,840 ------------- ------------ 74,937 67,628 ------------- ------------ Current Assets: Cash and special deposits............................... 111 185 Notes receivable from affiliated companies.............. 5,000 - Receivables, net........................................ 34,180 36,437 Accounts receivable from affiliated companies........... 3,936 4,972 Accrued utility revenues................................ 12,874 17,362 Fuel, materials, and supplies, at average cost.......... 3,859 7,057 Recoverable energy costs................................ 1,892 - Prepayments and other................................... 7,521 9,613 ------------- ------------ 69,373 75,626 ------------- ------------ Deferred Charges: Deferred charges--SFAS 109.............................. 90,357 94,414 Amortizable property investment--Millstone 3............ 19,601 28,001 Deferred costs--Millstone 3............................. 11,657 22,667 Unrecovered contract obligation--YAEC (Note 3)<F3>...... 21,297 24,150 Deferred DOE assessment................................. 8,247 8,908 Unamortized debt expense................................ 1,783 1,842 Other................................................... 36,923 33,669 ------------- ------------ 189,865 213,651 ------------- ------------ Total Assets........................................ $ 1,176,020 $ 1,204,642 ============= ============ See accompanying notes to financial statements. WESTERN MASSACHUSETTS ELECTRIC COMPANY BALANCE SHEETS (Unaudited) September 30, December 31, 1994 1993 ------------- ------------ (Thousands of Dollars) CAPITALIZATION AND LIABILITIES Capitalization: Common stock--$25 par value. Authorized and outstanding 1,072,471 shares............ $ 26,812 $ 26,812 Capital surplus, paid in................................ 149,537 149,319 Retained earnings....................................... 107,588 97,627 ------------- ------------ Total common stockholder's equity.............. 283,937 273,758 Preferred stock not subject to mandatory redemption..... 73,500 73,500 Preferred stock subject to mandatory redemption......... 24,000 25,500 Long-term debt.......................................... 345,483 393,232 ------------- ------------ Total capitalization........................... 726,920 765,990 ------------- ------------ Obligations Under Capital Leases.......................... 23,023 24,014 ------------- ------------ Current Liabilities: Notes payable to banks.................................. - 6,000 Long-term debt and preferred stock--current portion................................................ 36,150 1,500 Obligations under capital leases--current portion................................................ 13,712 12,888 Accounts payable........................................ 14,586 17,493 Accounts payable to affiliated companies................ 6,154 12,016 Accrued taxes........................................... 7,955 7,022 Accrued interest........................................ 4,491 6,478 Refundable energy costs................................. - 8,676 Refundable conservation costs, net...................... 6,437 2,610 Other................................................... 8,306 9,117 ------------- ------------ 97,791 83,800 ------------- ------------ Deferred Credits: Accumulated deferred income taxes....................... 252,058 253,547 Accumulated deferred investment tax credits............. 35,145 36,083 Deferred contract obligation--YAEC (Note 3)<F3>......... 21,297 24,150 Deferred DOE obligation................................. 6,608 7,268 Other................................................... 13,178 9,790 ------------- ------------ 328,286 330,838 ------------- ------------ Commitments and Contingencies (Note 4)<F4> ------------- ------------ Total Capitalization and Liabilities........... $ 1,176,020 $ 1,204,642 ============= ============ See accompanying notes to financial statements. WESTERN MASSACHUSETTS ELECTRIC COMPANY STATEMENTS OF INCOME (Unaudited) Three Months Ended Nine Months Ended September 30, September 30, ------------------- ------------------- 1994 1993 1994 1993 --------- --------- --------- --------- (Thousands of Dollars) Operating Revenues............................. $102,597 $105,510 $316,769 $306,843 --------- --------- --------- --------- Operating Expenses: Operation -- Fuel, purchased and net interchange power. 22,068 19,474 47,986 50,036 Other..................................... 34,322 36,745 101,047 103,752 Maintenance.................................. 8,435 9,669 25,652 25,713 Depreciation................................. 9,248 9,027 27,303 27,083 Amortization of regulatory assets............ 7,280 7,380 21,424 22,208 Federal and state income taxes............... 5,311 6,471 27,112 20,461 Taxes other than income taxes................ 4,559 3,699 14,135 13,357 --------- --------- --------- --------- Total operating expenses............... 91,223 92,465 264,659 262,610 --------- --------- --------- --------- Operating Income............................... 11,374 13,045 52,110 44,233 --------- --------- --------- --------- Other Income: Deferred Millstone 3 return--other funds..... 170 343 636 1,138 Equity in earnings of regional nuclear generating companies....................... 519 418 1,514 1,187 Other, net................................... 700 567 1,630 1,847 Income taxes--credit......................... 257 124 794 218 --------- --------- --------- --------- Other income, net...................... 1,646 1,452 4,574 4,390 --------- --------- --------- --------- Income before interest charges......... 13,020 14,497 56,684 48,623 --------- --------- --------- --------- Interest Charges: Interest on long-term debt................... 6,741 7,229 20,785 22,668 Other interest............................... 12 348 (16) 880 Deferred Millstone 3 return--borrowed funds.. (128) (262) (476) (851) --------- --------- --------- --------- Interest charges, net.................. 6,625 7,315 20,293 22,697 --------- --------- --------- --------- Income before cumulative effect of accounting change............................ 6,395 7,182 36,391 25,926 Cumulative effect of accounting change......... - - - 3,922 --------- --------- --------- --------- Net Income..................................... $ 6,395 $ 7,182 $ 36,391 $ 29,848 ========= ========= ========= ========= See accompanying notes to financial statements. WESTERN MASSACHUSETTS ELECTRIC COMPANY STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended September 30, ---------------------- 1994 1993 ---------------------- (Thousands of Dollars) Cash Flows From Operations: Net Income ................................................. $ 36,391 $ 29,848 Adjusted for the following: Depreciation ............................................. 27,303 27,083 Deferred income taxes and investment tax credits, net..... 5,801 (2,473) Deferred nuclear plants return, net of amortization....... 9,958 9,088 Deferred energy costs, net of amortization................ (10,568) 5,678 Other sources of cash..................................... 12,536 17,906 Other uses of cash........................................ (6,455) (2,262) Changes in working capital: Receivables and accrued utility revenues.................. 7,781 2,801 Fuel, materials, and supplies............................. 3,198 1,532 Accounts payable.......................................... (8,769) (6,560) Accrued taxes............................................. 933 3,016 Other working capital (excludes cash)..................... 3,121 5,152 ---------- ---------- Net cash flows from operations................................ 81,230 90,809 ---------- ---------- Cash Flows Used For Financing Activities: Issuance of long-term debt.................................. 90,000 113,800 Net decrease in short-term debt............................. (6,000) (35,500) Reacquisitions and retirements of long-term debt and preferred stock....................................... (105,069) (60,900) Cash dividends on preferred stock........................... (4,316) (4,119) Cash dividends on common stock.............................. (22,114) (21,589) ---------- ---------- Net cash flows used for financing activities.................. (47,499) (8,308) ---------- ---------- Investment Activities: Investment in plant: Electric utility plant.................................... (22,657) (22,028) Nuclear fuel.............................................. 158 (1,386) ---------- ---------- Net cash flows used for investments in plant................ (22,499) (23,414) NU System Money Pool, net................................... (5,000) - Other investment activities, net............................ (6,306) (5,227) ---------- ---------- Net cash flows used for investments........................... (33,805) (28,641) ---------- ---------- Net Increase (Decrease) In Cash for the Period................ (74) 53,860 Cash and special deposits - beginning of period............... 185 165 ---------- ---------- Cash and special deposits - end of period..................... $ 111 $ 54,025 ========== ========== See accompanying notes to financial statements. WESTERN MASSACHUSETTS ELECTRIC COMPANY NOTES TO FINANCIAL STATEMENTS (UNAUDITED) <F1>1. General The accompanying unaudited financial statements should be read in conjunction with the Annual Report of Western Massachusetts Electric Company (the company or WMECO), a wholly-owned subsidiary of Northeast Utilities (NU), on Form 10-K for the year ended December 31, 1993 (1993 Form 10-K). In the opinion of the company, the accompanying financial statements contain all adjustments necessary to present fairly the financial position as of September 30, 1994, the results of operations for the three and nine months ended September 30, 1994 and 1993, and the statements of cash flows for the nine months ended September 30, 1994 and 1993. The results of operations for the three and nine months ended September 30, 1994 and 1993 are not necessarily indicative of the results expected for a full year. Certain amounts in the accompanying financial statements of the company for the period ended September 30, 1993 have been reclassified to conform with the September 30, 1994 presentation. <F2>2. Changes in Accounting Principles Statement of Financial Accounting Standards No. 115 (SFAS 115): In May 1993, the Financial Accounting Standards Board (FASB) issued SFAS 115, "Accounting for Certain Investments in Debt and Equity Securities." SFAS 115 addresses the accounting and reporting for certain investments in debt and equity securities, and expands the use of fair value accounting for these securities. SFAS 115 is applicable to WMECO with respect to its investments in nuclear decommissioning trusts. SFAS 115 requires investments in decommissioning trusts to be presented at fair value and was adopted by WMECO on a prospective basis in the first quarter of 1994. As a result of the adoption of SFAS 115, WMECO's investment in nuclear decommissioning trusts increased by approximately $1.0 million as of September 30, 1994, with a corresponding offset to the accumulated provision for depreciation. The $1.0 million increase represents cumulative gross unrealized holding gains of $2.2 million offset by cumulative unrealized holding losses of $1.2 million. There was no change in funding requirements of the trusts, nor any impact on earnings as a result of the adoption of SFAS 115. <F3>3. Yankee Atomic Electric Company (YAEC) YAEC owns a 185-MW nuclear power plant in Rowe, Massachusetts. WMECO has a 7 percent equity investment approximating $1.8 million in YAEC. WMECO had relied on YAEC for less than one percent of its capacity. YAEC's owners voted to permanently shut down the YAEC unit in February 1992. Under the terms of the contracts with YAEC, the shareholders- sponsors are responsible for their proportionate share of the operating costs of the unit, including decommissioning. The nuclear decommissioning costs of YAEC are included as part of WMECO's cost of power. YAEC has begun decommissioning its nuclear facility. On June 1, 1992, YAEC filed a rate filing to obtain Federal Energy Regulatory Commission (FERC) authorization to collect the closing and decommissioning costs and to recover the remaining investment in the YAEC nuclear power plant over the remaining period of the plant's Nuclear Regulatory Commission (NRC) operating license. The bulk of these costs has been agreed to by the YAEC joint owners and approved, as a settlement, by the FERC. At September 30, 1994, WMECO's share of the estimated remaining costs is approximately $21.3 million. Management expects that WMECO will continue to be allowed to recover such FERC-approved costs from its customers. Accordingly, WMECO has recognized these costs as a regulatory asset, with a corresponding obligation, on its Balance Sheets. On October 26, 1994, YAEC submitted a revised decommissioning cost estimate as part of its decommissioning plan with the NRC. Following the receipt of NRC approval, this estimate will be filed with the FERC. This revised cost estimate is expected to increase WMECO's share of estimated remaining costs by $9.4 million over the $21.3 million that is currently recorded. For additional information regarding YAEC, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. <F4>4. Commitments and Contingencies Construction Program: For information regarding WMECO's construction program, see the Notes to Financial Statements in WMECO'S 1993 Form 10-K. Nuclear Performance: For information regarding the termination of the Massachusetts Department of Public Utilities' (DPU) performance review proceedings related to outages at the Millstone nuclear units, see the Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) and "Part II. Other Information - Item 1. Legal Proceedings" in WMECO's June 1994 and March 1994 Form 10-Qs. For further information regarding the performance of WMECO's nuclear units, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. Environmental Matters: For information regarding environmental matters, see "Part II. Other Information - Item 5. Other Information" in WMECO's June 1994 Form 10-Q and the Notes to Financial Statements in WMECO's 1993 Form 10-K. Nuclear Insurance Contingencies: The Price-Anderson Act currently limits public liability from a single incident at a nuclear power plant to $8.8 billion. The first $200 million of liability would be provided by purchasing the maximum amount of commercially available insurance. Additional coverage of up to a total of $8.4 billion would be provided by an assessment of $75.5 million per incident, levied on each of the 111 nuclear units that are currently subject to the Secondary Financial Protection Program in the United States, subject to a maximum assessment of $10 million per incident per nuclear unit in any year. In addition, if the sum of all public liability claims and legal costs arising from any nuclear incident exceeds the maximum amount of financial protection, each reactor operator can be assessed an additional five percent, up to $3.8 million, or $419.0 million in total, for all 111 nuclear units. The maximum assessment is to be adjusted at least every five years to reflect inflationary changes. Based on the ownership interests in Millstone 1, 2, and 3, WMECO's maximum liability would be $39.8 million per incident. In addition, through contracts with the three Yankee regional nuclear generating companies with operating plants, WMECO would be responsible for up to an additional $11.9 million per incident. Payments for WMECO's ownership interest in nuclear generating facilities would be limited to a maximum of $6.5 million per incident per year. For additional information regarding nuclear insurance contingencies, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. Financing Arrangements for the Regional Nuclear Generating Companies: For information regarding financing arrangements for the regional nuclear generating companies, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. Purchased Power Arrangements: For information regarding purchased power arrangements, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. Hydro-Quebec: For information regarding Hydro-Quebec, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. Property Taxes: For information on property taxes, see the Notes to Financial Statements in WMECO's 1993 Form 10-K. WESTERN MASSACHUSETTS ELECTRIC COMPANY Management's Discussion and Analysis of Financial Condition and Results of Operations This section contains management's assessment of Western Massachusetts Electric Company s (WMECO or the company) financial condition and the principal factors having an impact on the results of operations. The company is a wholly-owned subsidiary of Northeast Utilities (NU). This discussion should be read in conjunction with the company's financial statements and footnotes and the 1993 Form 10-K and the First and Second Quarter 1994 Form 10-Qs. FINANCIAL CONDITION Overview The company's net income increased to approximately $36 million for the nine months ended September 30, 1994, from approximately $30 million for the same period in 1993. The 1993 earnings reflect the cumulative effect of a change in the method of accounting for Connecticut municipal property tax expense adopted by the company in the first quarter of 1993. This change resulted in a one-time contribution to 1993 net income of approximately $4 million. Net income decreased to approximately $6 million for three months ended September 30, 1994, from approximately $7 million for the same period in 1993. The increase in earnings from 1993 for the nine-month period, before the effect of the one-time accounting change, are primarily attributable to the one-time benefits from a settlement agreement approved in May 1994 which will be offset by lower revenues and costs over the remainder of the year and the costs of a work force reduction program in the third quarter of 1993 which reduced 1993 net income by approximately $2 million. The decrease in earnings from 1993 for the three-month period is primarily attributable to the July 1994 retail rate decrease and an additional amount reserved for environmental exposure, partially offset by lower operation and maintenance expenses and lower interest charges. Retail Wheeling and Utility Restructuring See Part II. Other Information - Item 5. Legal Proceedings. for information concerning retail wheeling and utility restructuring. Nuclear Matters The composite capacity factor of the five nuclear generating units that the NU system operates (including the Connecticut Yankee nuclear unit (CY)) was 64.3 percent for the nine months ended September 30, 1994, as compared with 81.0 percent for the same period in 1993. The lower 1994 capacity factor was primarily the result of extended refueling and maintenance outages for Millstone 1. CY, and Millstone 2 were also out of service for varying lengths of time in the first nine months of 1994 because of some unexpected technical and operating difficulties. These difficulties included a manual shutdown of CY when both service water headers were declared inoperable, and a Millstone Unit 2 shutdown to replace a degraded lower seal on a reactor coolant pump. On October 1, 1994, Millstone Unit 2 was shut down for a planned refueling and maintenance outage that was originally scheduled for 63 days. The outage has encountered several unexpected difficulties which will lengthen the duration of the outage. The magnitude of the schedule impact is currently under review. LIQUIDITY AND CAPITAL RESOURCES Cash provided from operations decreased approximately $10 million for the first nine months of 1994, as compared with the same period in 1993, primarily due to higher deferred energy costs in 1994. Cash used for financing activities was approximately $39 million higher in 1994, as compared with 1993, primarily due to higher reacquisitions and retirements of long-term debt, partially offset by lower repayment of short-term debt. Cash used for investment increased approximately $5 million, primarily due to an increase in loans to other system companies under the NU system money pool. The company has an ongoing program to use excess cash to reduce long-term debt levels. The company s construction program expenditures amounted to approximately $23 million for the first nine months of 1994, as compared to approximately $22 million during the same period in 1993. The system companies have entered into interest-rate cap contracts to reduce the potential impact of upward changes in interest rates on certain variable-rate tax-exempt pollution control revenue bonds held by the company, Public Service Company of New Hampshire and The Connecticut Light and Power Company, as well as a portion of the PSNH variable-rate term loan. A total of $567 million of total outstanding long-term variable-rate debt is hedged by these interest-rate caps. The fair market value of outstanding interest-rate cap contracts as of September 30, 1994, is approximately $2.3 million. RESULTS OF OPERATIONS Comparison of the Third Quarter of 1994 with the Third Quarter of - ----------------------------------------------------------------- 1993 - ---- Operating revenues decreased approximately $3 million in the third quarter of 1994, as compared with 1993. The components of the change in operating revenues are as follows: Changes in Operating Revenues Increase/(Decrease) - ----------------------------- ------------------- (Millions of Dollars) Regulatory decisions $(3) Fuel and purchased power cost recoveries 5 Retail Sales volume (5) --- Total revenue change $(3) === Revenues related to regulatory decisions decreased primarily because of the June 1994 retail rate reduction. Fuel and purchased power cost recoveries increased primarily due to higher fuel expenses. Fuel, purchased, and net interchange power expense increased approximately $3 million in the third quarter of 1994, as compared with 1993, primarily because of a higher level of energy purchases from other utilities. Other operation and maintenance expenses decreased approximately $4 million in the third quarter of 1994, as compared with 1993, primarily due to the one-time charge associated with the work force reduction program in 1993 and lower 1994 payroll and benefits costs partially offset by higher 1994 costs associated with the operation and maintenance activities of the nuclear units, the establishment of a reserve for excess/obsolete inventory in 1994, and 1994 charges associated with a targeted early retirement program. Comparison of the First Nine Months of 1994 with the First Nine Months - ---------------------------------------------------------------------- of 1993 - ------- Operating revenues increased approximately $10 million in the first nine months of 1994, as compared with 1993. The components of the change in operating revenues are as follows: Changes in Operating Revenues Increase/(Decrease) - ----------------------------- ------------------- (Millions of Dollars) Fuel and purchased power cost recoveries $11 Other revenues (1) ___ Total revenue change $10 === Fuel and purchased power cost recoveries increased because of higher interchange revenues in 1994. Fuel, purchased, and net interchange power expense decreased approximately $2 million in the first nine months of 1994, as compared with 1993, primarily because of lower nuclear fuel expense, partially offset by a higher level of energy purchases from other utilities. Other operation and maintenance expenses decreased approximately $3 million in the first nine months of 1994, as compared with 1993, primarily due to the one-time charge associated with a work force reduction program in 1993, lower 1994 payroll and benefit costs, lower distribution expense, and lower customer information services, partially offset by higher 1994 costs associated with the operation and maintenance activities of the nuclear units, a higher reserve for excess/obsolete inventory in 1994 and 1994 charges associated with a targeted early retirement program. Federal and state income taxes increased approximately $7 million in the first nine months of 1994, as compared with 1993, primarily because of higher book taxable income. Interest charges decreased approximately $3 million in the first nine months of 1994, as compared with 1993, primarily because of lower average interest rates as a result of the company's refinancing activities and lower debt levels. The cumulative effect of the accounting change of approximately $4 million in 1993 represents the one-time change in the method of accounting for Connecticut municipal property tax expense recognized in the first quarter of 1993. PART II. OTHER INFORMATION Item 1. Legal Proceedings 1. On October 18, 1994, the NRC responded to Northeast Nuclear Energy Company's (NNEC0) response in the Millstone Unit 1 Feedwater Coolant Injection System (FWCI) matter, stating that, upon reconsideration by the NRC, the violation's severity level and calculation of the civil penalty would not change. The NRC also decided that further action against the NNECO manager was not warranted. NNECO is a wholly-owned subsidiary of NU. For additional information on this matter, see "Part II. Other Information - Item 1. Legal Proceedings" in WMECO s June 1994 Form 10-Q. 2. With respect to proceedings at the FERC on the 30th Amendment to the New England Power Pool Agreement and related issues concerning transmission access and discounted rates for pool-planned units, on August 3, 1994 FERC granted a motion filed by certain of the parties seeking to suspend the procedural schedule pending the filing of terms of a settlement reached by the parties. The parties have agreed to file joint status reports of their progress. For additional information on this matter, see "Part II. Other Information - Item 1. Legal Proceedings" in WMECO's March 1994 and June 1994 Form 10-Qs. Item 5. Other Information 1. There have been several bills introduced in Massachusetts that involve the potential for retail wheeling. To date, none of these bills have been enacted. For additional information on this matter, see "Item 1. Business - Retail Wheeling" in WMECO's 1993 Form 10-K and the MD&As in WMECO s March 1994 and June 1994 Form 10-Qs. Item 6. Exhibits and Reports on Form 8-K (a) Listing of Exhibits: Exhibit Number Description ------- ----------- 18 Letter regarding change in accounting principles 27 Financial Data Schedule (b) Reports on Form 8-K: No reports on Form 8-K have been filed during this reporting period. SIGNATURES 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 hereunto duly authorized. WESTERN MASSACHUSETTS ELECTRIC COMPANY -------------------------------------- Registrant Date November 9, 1994 By /s/ Bernard M. Fox -------------------- ------------------------------ Bernard M. Fox Vice Chairman and Director Date November 9, 1994 By /s/ John W. Noyes -------------------- ------------------------------ John W. Noyes Vice President and Controller