Exhibit 15.1



                    Report of Independent Accountants


To the Shareholders and Trustees of NSTAR:

We have reviewed the accompanying condensed consolidated
balance sheet of NSTAR and its subsidiaries as of March 31,
2002 and the related condensed consolidated statements of
income, comprehensive income, retained earnings and cash
flows for each of the three-month periods ended March 31,
2002 and 2001. These financial statements are the
responsibility of the Company's management.

We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants.  A review of interim financial information
consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible
for financial and accounting matters.  It is substantially
less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the
financial statements taken as a whole.  Accordingly, we do
not express such an opinion.

Based on our review, we are not aware of any material
modifications that should be made to the accompanying
condensed consolidated interim financial statements for them
to be in conformity with accounting principles generally
accepted in the United States of America.

We previously audited in accordance with auditing standards
generally accepted in the United States of America, the
consolidated balance sheet as of December 31, 2001, and the
related consolidated statements of income, comprehensive
income, retained earnings and of cash flows for the year
then ended (not presented herein), and in our report dated
January 31, 2002, except as to Note D(2), which is as of
March 22, 2002, we expressed an unqualified opinion on those
consolidated financial statements.  In our opinion, the
information set forth in the accompanying condensed
consolidated balance sheet as of March 31, 2002, is fairly
stated in all material respects in relation to the
consolidated balance sheet from which it has been derived.


PricewaterhouseCoopers LLP
Boston, Massachusetts
May 9, 2002