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UNITED STATES OF AMERICA


BEFORE THE SECURITIES AND EXCHANGE COMMISSION


WASHINGTON, D.C.


In the Matter of


Northeast Utilities

Certificate pursuant to Rule

Northeast Utilities Service Company

24 under the Public Utility holding

The Connecticut Light and Power Company

Company Act of 1935

Western Massachusetts Electric Company

 

Public Service Company of New Hampshire

 

North Atlantic Energy Corporation

 

North Atlantic Energy Service Corporation

 

Holyoke Water Power Company

 

Northeast Nuclear Energy Company

 

Yankee Energy System, Inc.

 

Yankee Gas Services Company

 

The Rocky River Realty Company

 

The Quinnehtuk Company

 

NU Enterprises, Inc.

 

Northeast Generation Company

 

Northeast Generation Services Company

 

Properties, Inc.

 

Woods Electrical Co., Inc.

 

Woods Network Services, Inc.

 

E. S. Boulos Company

 

Select Energy, Inc.

 

Select Energy New York, Inc.

 

Mode 1 Communications, Inc.

 

Select Energy Services, Inc.

 

Yankee Energy Financial Services Company

 

Yankee Energy Services Company

 

NorConn Properties, Inc.

 



File No.  70-9755

(Public Utility Holding

Company Act of 1935)




Pursuant to the requirements of Rule 24(a) of the Commission's regulations under the Public Utility Holding Company Act of 1935, and with reference to the transaction proposed in the Application/Declaration on Form U-1 (the "Application") in File No. 70-9755, the Applicants hereto hereby file the following exhibit to this File.


Exhibits


Exhibit A-7

Terms of the NU System Money Pool (Revised January 2006)


[SIGNATURE PAGE TO FOLLOW]




SIGNATURE


Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the Applicants  have duly caused this Certificate to be signed on their behalf by the undersigned hereunto duly authorized


Northeast Utilities

Northeast Utilities Service Company

The Connecticut Light and Power Company

Western Massachusetts Electric Company

Public Service Company of New Hampshire

North Atlantic Energy Corporation

North Atlantic Energy Service Corporation

Holyoke Water Power Company

Northeast Nuclear Energy Company

Yankee Energy System, Inc.

Yankee Gas Services Company

The Rocky River Realty Company

The Quinnehtuk Company

NU Enterprises, Inc.

Northeast Generation Company

Northeast Generation Services Company

Properties, Inc.

Woods Electrical Co., Inc.

Woods Network Services, Inc.

E. S. Boulos Company

Select Energy, Inc.

Select Energy New York, Inc.

Mode 1 Communications, Inc.

Select Energy Services, Inc.

Yankee Energy Financial Services Company

Yankee Energy Services Company

NorConn Properties, Inc.


 

Northeast Utilities

  
  
 

By:  /s/ Patricia C. Cosgel

     Name: Patricia C. Cosgel

     Title:  Assistant Treasurer - Finance

 

             Northeast Utilities Service Company as Agent for

 

             all of the above-named Applicants


Dated:

January 17, 2006