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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0000072741-02-000063.txt : 20020423
<SEC-HEADER>0000072741-02-000063.hdr.sgml : 20020423
ACCESSION NUMBER:		0000072741-02-000063
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20020423
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20020423

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			NORTHEAST UTILITIES SYSTEM
		CENTRAL INDEX KEY:			0000072741
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRIC SERVICES [4911]
		IRS NUMBER:				042147929
		STATE OF INCORPORATION:			MA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-05324
		FILM NUMBER:		02618087

	BUSINESS ADDRESS:	
		STREET 1:		174 BRUSH HILL AVE
		CITY:			WEST SPRINGFIELD
		STATE:			MA
		ZIP:			01090-0010
		BUSINESS PHONE:		4137855871

	MAIL ADDRESS:	
		STREET 1:		107 SELDON ST
		CITY:			BERLIN
		STATE:			CT
		ZIP:			06037-1616
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>nu8k042302.txt
<DESCRIPTION>NU 8K Q1 AND SEABROOK
<TEXT>
             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)
                   April  23, 2002
                  -------------------
                Commission File Number 1-5324
                         ------

                     NORTHEAST UTILITIES
                    --------------------
   (Exact name of registrant as specified in its charter)


        MASSACHUSETTS                           04-2147929
    ----------------------                   ---------------
   (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)

<PAGE>

Item 9.  REGULATION AND DISCLOSURE

      The  material attached hereto as Exhibit 99, which  is
incorporated  in  this  Item  9  by  reference  thereto,  is
furnished pursuant to Regulation FD.

<PAGE>

                          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.

                     NORTHEAST UTILITIES
                        (registrant)



                              By:	  /s/    Randy A. Shoop
                                      Name:  Randy A. Shoop
                                     Title:  Assistant Treasurer -
                                             Finance

Date:  April 23, 2002

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>exhnu8k042302.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>
                                            Exhibit 99

CONTACT:       Jeffrey R. Kotkin
Office:        (860) 665-5154


NU REPORTS LOWER FIRST-QUARTER RESULTS

     HARTFORD, Connecticut, April 23, 2002-Northeast
Utilities (NYSE-NU) today reported first-quarter 2002
earnings of $18.6 million, or $0.14 per share, compared with
earnings of $112.2 million, or $0.78 per share, in the first
quarter of 2001.

     The 2002 results include an after-tax charge of $8.5
million, or $0.07 per share, reflecting a write-down of NU's
investment in NEON Communications, Inc. (NEON), a
Massachusetts-based provider of high-bandwidth fiber optic
telecommunications services.  As of December 31, 2001, NU
had a $4.6 million equity investment in NEON and held $15
million of NEON's subordinated notes.

      The 2001 results incorporated a number of nonrecurring
adjustments, including an after-tax gain of $124.8 million,
or $0.87 per share, from the sale of the Millstone Nuclear
Station; an after-tax charge of $43.4 million, or $0.30 per
share, related to the forward repurchase of NU common
shares; and an after-tax charge of $22.4 million, or $0.15
per share, from the adoption of Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities," as amended.

     Excluding the adjustments noted above, NU earned $27.1
million, or $0.21 per share, in the first quarter of 2002
and $53.2 million, or $0.36 per share, in the first quarter
of 2001.  Revenues in the first quarter of 2002 increased to
$1.9 billion from $1.8 billion in the same period of 2001,
primarily due to higher sales at NU's competitive
businesses.

     Michael G. Morris, NU chairman, president and chief
executive officer, attributed the decline in recurring net
income primarily to exceptionally mild weather in the first
quarter of 2002, which impacted both NU's regulated and
competitive business units.  Heating degree days totaled
2,583 at Bradley International Airport in Windsor Locks,
Connecticut in the first quarter of 2002, compared with
3,151 heating degree days during the same period of 2001 and
a 20-year average of 2,984.  As a result, regulated retail
electric sales were down 4.0 percent compared with the first
quarter of 2001 and firm gas volumes were down 17.5 percent.
Overall, as a result of the mild dry weather, earnings at NU
regulated and competitive businesses were lower by an
estimated $15 million in the first quarter of 2002, or
approximately $0.12 per share, compared with the first
quarter of 2001.

     Due to the combination of weak sales comparisons,
industry restructuring, and nonrecurring gains associated
with the Millstone sale in March 2001, earnings at three of
NU's regulated operating companies declined, compared with
the first quarter of 2001.  Earnings for common at The
Connecticut Light and Power Company (CL&P) totaled $20.3
million in the first quarter of 2002, compared with $36.9
million in the first quarter of 2001.  Earnings at Public
Service Company of New Hampshire (PSNH) declined to $11.7
million in 2002 from $27.7 million in the first quarter of
2001.  Earnings at Yankee Energy System, Inc. totaled $12.6
million in the first quarter of 2002, compared with $15.6
million in the same period of 2001.  Earnings at Western
Massachusetts Electric Company (WMECO) rose to
$6.9 million in the first quarter of 2002 from $2.6 million
in the same period of 2001, primarily because of the costs
WMECO incurred in 2001 related to an extended refueling
outage at Millstone 3.

     Losses at NU's competitive energy businesses totaled
$21.6 million in the first three months of 2002, compared
with losses of $4.2 million in the same period of 2001,
excluding the accounting charge.  Morris attributed the
weaker performance at the competitive energy businesses
primarily to mild dry weather, which caused a decline in
expected wholesale and retail electric and natural gas sales
and a decline in conventional hydroelectric production, and
to a steep increase in natural gas prices in March 2002.

     Partially offsetting those factors was a significant
decline in NU's outstanding shares.  NU repurchased
approximately 10 percent of its outstanding shares in 2001
and bought back another 850,000 shares in the first quarter
of 2002.  The company can repurchase approximately 10
million additional shares by July  2003, under its existing
board authorization.

     Also helping to offset the mild weather were lower
operation and maintenance costs unrelated to fuel and
purchased power, primarily due to the sale of Millstone
Station.  Those costs fell to $250.3 million in 2002,
compared with $307.6 million in the first three months of
2001.

     Morris said earnings were significantly below budget in
the first quarter, but he said NU believes it can recover
from that shortfall over the balance of the year because of
continued expense control, more seasonal weather patterns,
and improved performance at NU's competitive businesses.  As
a result, NU will maintain its full year 2002 earnings
guidance of between $1.40 per share and $1.65 per share.

     Morris said NU expects to record after-tax earnings of
between $25 million and $30 million later in 2002 in
connection with the proposed sale of the system's 40.04
percent interest in the Seabrook nuclear station in
Seabrook, New Hampshire to a subsidiary of FPL Group.  These
earnings relate to a gain on the sale of an unaffiliated
company's share of Seabrook and to certain dismantlement
accruals previously set aside for the abandoned Seabrook 2
nuclear unit.  Under the sale agreement, FPL will be
responsible for the dismantlement of Seabrook 2.  The sale
is subject to a number of contingencies, including
regulatory approvals.

     The vast majority of the approximately $400 million of
proceeds the NU System expects to receive from the sale will
be used to reduce PSNH and CL&P stranded costs and to pay
taxes.  After-tax proceeds will be used in part to repay all
$90 million of outstanding debt of North Atlantic Energy
Corporation, an NU subsidiary which owns nearly 36 percent
of Seabrook, and to return all of NAEC's equity to NU.
NAEC, which has a power sales contract with PSNH, had
$35.9 million of common equity as of March 31, 2002.
Additional proceeds will be used primarily to reduce PSNH's
capitalization, fund CL&P's capital needs, and meet some
modest decommissioning obligations associated with the NU
system's interest in Seabrook.

     NU operates New England's largest utility system,
serving nearly 1.8 million electric customers in
Connecticut, New Hampshire, and Massachusetts and 191,000
natural gas customers in Connecticut.  It is also one of the
leading energy marketing firms in New England.

     This press release includes forward-looking statements
within the meaning of the Private Securities Litigation
Reform Act of 1995, which are statements of future
expectations and not facts.  Actual results or developments
might differ materially from those included in the forward-
looking statements because of factors such as competition
and industry restructuring, changes in economic conditions,
changes in historical weather patterns, changes in laws,
regulations or regulatory policies, developments in legal or
public policy doctrines, technological developments and
other presently unknown or unforeseen factors.  Other risk
factors are detailed from time to time in NU's reports to
the Securities and Exchange Commission.

                           # # # #




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.15 OTH FIN ST
<SEQUENCE>4
<FILENAME>nu8kexh99042302.txt
<DESCRIPTION>NU Q1 FINANCIALS
<TEXT>
                                                        Exhibit 99.15

<Table>
                                                                            April 23, 2002



            NORTHEAST UTILITIES AND SUBSIDIARIES
            ------------------------------------

                      FINANCIAL REPORT
                      ----------------
<Caption>
                                                                   Three Months Ended
                                                                         March 31,
                                                                    2002           2001
                                                                    ----           ----
                                                                  (Thousands of Dollars,
                                                                 Except Share Information)
<S>                                                            <C>            <C>
Operating Revenues                                             $ 1,910,683    $ 1,800,544
                                                               ===========    ===========
Earnings for Common Shares:
   Before extraordinary loss and cumulative effect
      of accounting changes, net of taxes                      $    18,642    $   134,595
   Extraordinary loss, net of tax benefits
      of $169,652                                                     -              -
   Cumulative effect of accounting changes,
      net of tax benefits of $14,908                                  -           (22,432)
                                                               -----------    -----------

      Total Net Income                                         $    18,642    $   112,163
                                                               ===========    ===========

Fully Diluted Earnings Per Common Share:
   Before extraordinary loss and cumulative effect
      of accounting changes, net of taxes                      $      0.14    $      0.93
   Extraordinary loss, net of taxes                                  -              -
   Cumulative effect of accounting changes,
    net of taxes                                                     -              (0.15)
                                                               -----------    -----------
Total Fully Diluted Earnings
   Per Common Share                                            $      0.14    $      0.78
                                                               ===========    ===========

Common Shares Outstanding (fully diluted)                      129,754,946    144,314,339
                                                               ===========    ===========


                                                                   Twelve Months Ended
                                                                         March 31,
                                                                    2002           2001
                                                                    ----           ----
                                                                  (Thousands of Dollars,
                                                                 Except Share Information)

Operating Revenues                                             $ 6,983,965    $ 6,294,843
                                                               ===========    ===========
Earnings for Common Shares:
   Before extraordinary loss and cumulative effect
      of accounting changes, net of taxes                      $   149,988    $   265,303
   Extraordinary loss, net of tax benefits
      of $169,652                                                     -          (233,881)
   Cumulative effect of accounting changes,
      net of tax benefits of $14,908                                  -           (22,432)
                                                               -----------    -----------
      Total Net Income                                         $   149,988    $     8,990
                                                               ===========    ===========
Fully Diluted Earnings Per Common Share:
   Before extraordinary loss and cumulative effect
      of accounting changes, net of taxes                      $      1.13    $      1.84
   Extraordinary loss, net of taxes                                   -             (1.63)
   Cumulative effect of accounting changes,
    net of taxes                                                      -             (0.15)
                                                               -----------    -----------
Total Fully Diluted Earnings
   Per Common Share                                            $      1.13    $      0.06
                                                               ===========    ===========

Common Shares Outstanding (fully diluted)                      132,294,786    144,046,071
                                                               ===========    ===========
</Table>

The data contained in this report is preliminary and is unaudited.  This report
is being submitted for the sole purpose of providing information to present
shareholders about the Northeast Utilities System and is not a representation,
prospectus, or intended for use in connection with any purchase or sale of
securities.


<Table>
            Northeast Utilities and Subsidiaries
            ------------------------------------

              Consolidated Statements of Income
              ---------------------------------
<Caption>
                                                                    Three Months Ended
                                                                         March 31,
                                                                    2002           2001
                                                                    ----           ----
                                                                  (Thousands of Dollars,
                                                                 Except Share Information)
<S>                                                            <C>            <C>
Operating Revenues                                             $ 1,910,683    $ 1,800,544
                                                               -----------    -----------
Operating Expenses:
  Operation -
    Fuel, purchased and net interchange power                    1,352,837      1,130,839
    Other                                                          198,031        218,928
  Maintenance                                                       52,312         88,681
  Depreciation                                                      47,881         60,629
  Amortization                                                      70,738        719,856
  Taxes other than income taxes                                     74,598         75,887
  Gain on sale of utility plant                                       -          (653,872)
                                                               -----------    -----------
       Total operating expenses                                  1,796,397      1,640,948
                                                               -----------    -----------
Operating Income                                                   114,286        159,596
Other (Loss)/Income, Net                                           (13,997)       157,198
                                                               -----------    -----------
Income Before Interest and Income Tax Expense                      100,289        316,794
                                                               -----------    -----------

Interest Expense:
  Interest on long-term debt                                        34,548         43,668
  Interest on rate reduction bonds                                  29,562           -
  Other interest                                                     2,777         23,527
                                                               -----------    -----------
      Interest expense, net                                         66,887         67,195
                                                               -----------    -----------
Income Before Income Tax Expense                                    33,402        249,599
Income Tax Expense                                                  13,370        112,300
                                                               -----------    -----------
Income Before Preferred Dividends of Subsidiaries                   20,032        137,299
Preferred Dividends of Subsidiaries                                  1,390          2,704
                                                               -----------    -----------
Income before extraordinary loss and
  cumulative effect of accounting change,
  net of tax benefits                                               18,642        134,595
Extraordinary loss, net of tax benefit
  of $169,652                                                         -              -
Cumulative effect of accounting change,
  net of tax benefit of $14,908                                       -           (22,432)
                                                               -----------    -----------
Net Income                                                     $    18,642    $   112,163
                                                               ===========    ===========

Fully Diluted Earnings Per Common Share:
  Income before extraordinary loss and
    cumulative effect of accounting change,
    net of tax benefits                                        $      0.14     $     0.93
  Extraordinary loss, net of tax benefit                              -              -
  Cumulative effect of accounting change,
    net of tax benefit                                                 -            (0.15)
                                                               -----------    -----------
Total Fully Diluted Earnings
  Per Common Share                                             $      0.14    $      0.78
                                                               ===========    ===========

Common Shares Outstanding (fully diluted)                      129,754,946    144,314,339
                                                               ===========    ===========
</Table>

<Table>
            Northeast Utilities and Subsidiaries
            ------------------------------------

              Consolidated Statements of Income
              ---------------------------------
<Caption>
                                                                    Twelve Months Ended
                                                                         March 31,
                                                                    2002           2001
                                                                    ----           ----
                                                                  (Thousands of Dollars,
                                                                 Except Share Information)
<S>                                                            <C>            <C>
Operating Revenues                                             $ 6,983,965    $ 6,294,843
                                                               -----------    -----------
Operating Expenses:
  Operation -
    Fuel, purchased and net interchange power                    4,763,339      3,667,543
    Other                                                          764,078        883,235
  Maintenance                                                      222,592        293,797
  Depreciation                                                     188,264        240,035
  Amortization                                                     347,920        950,863
  Taxes other than income taxes                                    217,908        256,112
  Gain on sale of utility plant                                       -          (653,297)
                                                               -----------    -----------
       Total operating expenses                                  6,504,101      5,638,288
                                                               -----------    -----------
Operating Income                                                   479,864        656,555
Other (Loss)/Income, Net                                            30,432        140,540
                                                               -----------    -----------
Income Before Interest and Income Tax Expense                      510,296        797,095
                                                               -----------    -----------

Interest Expense:
  Interest on long-term debt                                       137,929        188,481
  Interest on rate reduction bonds                                 117,177           -
  Other interest                                                    24,244        111,768
                                                               -----------    -----------
      Interest expense, net                                        279,350        300,249
                                                               -----------    -----------
Income Before Income Tax Expense                                   230,946        496,846
Income Tax Expense                                                  75,023        219,435
                                                               -----------    -----------
Income Before Preferred Dividends of Subsidiaries                  155,923        277,411
Preferred Dividends of Subsidiaries                                  5,935         12,108
                                                               -----------    -----------
Income before extraordinary loss and
  cumulative effect of accounting change,
  net of tax benefits                                              149,988        265,303
Extraordinary loss, net of tax benefit
  of $169,652                                                         -          (233,881)
Cumulative effect of accounting change,
  net of tax benefit of $14,908                                       -           (22,432)
                                                               -----------    -----------
Net Income                                                     $   149,988    $     8,990
                                                               ===========    ===========

Fully Diluted Earnings Per Common Share:
  Income before extraordinary loss and
    cumulative effect of accounting change,
    net of tax benefits                                        $      1.13     $     1.84
  Extraordinary loss, net of tax benefit                              -             (1.63)
  Cumulative effect of accounting change,
    net of tax benefit                                                -             (0.15)
                                                               -----------    -----------
Total Fully Diluted Earnings
  Per Common Share                                             $      1.13    $      0.06
                                                               ===========    ===========

Common Shares Outstanding (fully diluted)                      132,294,786    144,046,071
                                                               ===========    ===========
</Table>

The data contained in this report is preliminary and is unaudited.  This report
is being submitted for the sole purpose of providing information to present
shareholders about the Northeast Utilities System and is not a representation,
prospectus, or intended for use in connection with any purchase or sale of
securities.

<Table>
            Northeast Utilities and Subsidiaries
            ------------------------------------

                Consolidated Balance Sheets
                ---------------------------
<Caption>

                                                                        March 31,
                                                                   2002           2001
                                                                   ----           ----
                                                                 (Thousands of Dollars)
<S>                                                            <C>            <C>
ASSETS
- ------

Current Assets:
  Cash and cash equivalents                                    $   106,810    $ 1,472,454
  Investments in securitizable assets                               40,334         86,431
  Receivables, net                                                 733,998        702,573
  Unbilled revenues                                                121,385        118,927
  Fuel, materials, and supplies, at average cost                   108,884         94,195
  Special deposits                                                  26,605          2,498
  Prepayments and other                                            152,405        137,137
                                                               -----------    -----------
                                                                 1,290,421      2,614,215
                                                               -----------    -----------

Property, Plant and Equipment:
  Electric utility                                               5,805,682      5,642,545
  Gas utility                                                      651,607        613,267
  Competitive energy                                             1,007,887      1,068,383
  Other                                                            198,059        208,760
                                                               -----------    -----------
                                                                 7,663,235      7,532,955
    Less:  Accumulated provision for depreciation                3,454,054      3,487,588
                                                               -----------    -----------
                                                                 4,209,181      4,045,367
  Construction work in progress                                    293,486        206,851
  Nuclear fuel, net                                                 29,369         29,264
                                                               -----------    -----------
                                                                 4,532,036      4,281,482
                                                               -----------    -----------
Deferred Debits and Other Assets:
  Regulatory assets                                              3,182,817      3,368,215
  Goodwill and other purchased intangible assets, net              320,647        333,184
  Prepaid pension                                                  249,923        157,455
  Nuclear decommissioning trusts, at market                         62,107         57,170
  Other                                                            511,606        434,214
                                                               -----------    -----------
                                                                 4,327,100      4,350,238
                                                               -----------    -----------

Total Assets                                                   $10,149,557    $11,245,935
                                                               ===========    ===========




                                                                         March 31,
                                                                   2002           2001
                                                                   ----           ----
                                                                 (Thousands of Dollars)
LIABILITIES AND CAPITALIZATION
- ------------------------------

Current Liabilities:
  Notes payable to banks                                       $   230,000      1,111,416
  Long-term debt and preferred stock -
   current portion                                                 313,536        243,859
  Accounts payable                                                 502,199        737,793
  Accrued taxes                                                     58,434        376,944
  Accrued interest                                                  68,584         58,753
  Other                                                            163,473        281,003
                                                               -----------    -----------
                                                                 1,336,226      2,809,768
                                                               -----------    -----------
Rate Reduction Bonds                                             2,051,807      1,438,400
                                                               -----------    -----------

Minority Interest in Consolidated Subsidiary                          -           100,000
                                                               -----------    -----------

Deferred Credits and Other Liabilities:
  Accumulated deferred income taxes                              1,479,382      1,358,660
  Accumulated deferred investment tax credits                      116,312        131,760
  Deferred contractual obligations                                 206,696        237,108
  Other                                                            680,657        586,660
                                                               -----------    -----------
                                                                 2,483,047      2,314,188
                                                               -----------    -----------
Capitalization:
  Long-Term Debt                                                 2,023,432      2,148,297
                                                               -----------    -----------
  Preferered Stock                                                 116,200        116,200
                                                               -----------    -----------
  Common Shareholders' Equity:
   Common shares, $5 par value - authorized
    225,000,000 shares; 149,116,706 shares issued and
    129,477,227 shares outstanding in 2002 and
    148,807,333 shares issued and 143,978,260 shares
    outstanding in 2001                                            745,584        744,037
   Capital surplus, paid in                                      1,111,677      1,106,027
   Deferred contribution plan - employee stock
    ownership plan                                                 (98,802)      (111,264)
   Retained earnings                                               680,934        593,646
   Accumulated other comprehensive (loss)/income                    (3,695)         5,745
   Treasury Stock                                                 (296,853)       (19,109)
                                                               -----------    -----------
   Common Shareholders' Equity                                   2,138,845      2,319,082
Total Capitalization                                             4,278,477      4,583,579
                                                               -----------    -----------

Total Liabilities and Capitalization                           $10,149,557    $11,245,935
                                                               ===========    ===========
</Table>

The data contained in this report is preliminary and is unaudited.  This report
is being submitted for the sole purpose of providing information to present
shareholders about the Northeast Utilities System and is not a representation,
prospectus, or intended for use in connection with any purchase or sale of
securities.



</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
