DF 98-196
                 Montaup Electric Company, Inc
Petition for Approval of Transfer of Interest in Seabrook Station
   Order Adopting Procedural Schedule and Granting Motions to
                    O R D E R   N O.  23,112
                        January 25, 1999
       APPEARANCES: Orr and Reno, by Howard M. Moffett, Esq.
     and Connie L. Rakwosky, Esq., and David A. Fazzone, Esq. for
     Montaup Electric Company, Inc., McLane, Graf, Raulerson and
     Middleton by Steven V. Camerino, Esq. and Richard A. Samuels,
     Esq. for Little Bay Power Company, Inc.; Gerald M. Eaton, Esq.
     for Public Service company of New Hampshire, Connecticut Light
     and Power company, Inc., North Atlantic Energy Company, Inc. and
     North Atlantic Energy Service Company, Inc.; Carlos A. Gavilando,
     Esq. for New England Power Company, Inc. and Eugene F. Sullivan
     III, Esq. for the Staff of the New Hampshire Public Utilities
               On November 5, 1998, Montaup Electric Company, Inc.
     (Montaup) filed with the New Hampshire Public Utilities
     Commission (Commission) a Petition for Approval of the Transfer
     of its Interest in Seabrook Station under RSA 374:30.  See, RSA
     374-A.  Montaup is a Massachusetts corporation wholly owned by
     Eastern Edison Company, which in turn is wholly owned by Eastern
     Utilities Associates (EUA), a Massachusetts business trust and a
     registered public utility holding company under the Public
     Utility Holding Company Act of 1935.  Montaup is EUA's power
     supply subsidiary, and it generates or purchases virtually all of
     the electric power needed to serve the customers of EUA's retail
     distribution subsidiaries in Massachusetts and Rhode Island.  
               Montaup is one of eleven Joint Owners of Seabrook
     Station (Seabrook), a nuclear generating facility located in
     Seabrook, New Hampshire.  Montaup is a "public utility" within
     the meaning of RSA 362:2, in that it owns plant and equipment
     used in the generation and transmission of electricity ultimately
     sold to the public.  Montaup owns an undivided 2.89989% interest
     in Seabrook and a corresponding entitlement to 2.89989% of the
     electric power produced at the facility.  Other than its
     ownership interest in Seabrook, Montaup owns no utility property
     in New Hampshire, nor does it conduct any operations in this
     state as an electric utility or otherwise.
               Under a June 24, 1998 Asset Purchase Agreement, Montaup
     agreed to sell its Seabrook interest to Great Bay Power
     Corporation (Great Bay).  Great Bay assigned its rights under the
     Asset Purchase Agreement to its affiliate Little Bay Power
     Corporation (Little Bay) on August 28, 1998.  In its petition,
     Montaup proposes, pursuant to industry restructuring settlement
     agreements in Massachusetts and Rhode Island, to transfer its
     interest in Seabrook to Little Bay.  Little Bay and Great Bay are
     both New Hampshire corporations wholly owned by BayCorp Holdings,
     Ltd.  As a condition of the sale, Montaup is to prefund the
     entire decommissioning cost as established by the Nuclear
     Decommissioning Finance Committee associated with its 2.89989%
     ownership interest.
               By Order of Notice dated December 3, 1998 the
     Commission scheduled a prehearing conference for December 28,
     1998, to address motions to intervene and to establish a
     procedural schedule to govern its investigation into the proposed
               On November 30, 1998 Little Bay Power Corporation filed
     a Petition to Intervene.  On November 30, 1998 North Atlantic
     Energy Company, Inc., Connecticut Light and Power Company, Inc.
     and Public Service Company of New Hampshire, Inc. filed an
     Assented to Motion for Limited Intervention.  On December 21,
     1998, New England Power Company, Inc. filed a Motion to
               On December 31, 1998, New Hampshire counsel for Montaup
     filed a Motion to Appear Pro Hac Vice on behalf of David A.
     Fazzone, Esq.  
               Montaup stated that it believed the proposed transfer
     was in the public interest because it would allow its
     distribution affiliates in Massachusetts and Rhode Island to
     implement the requirements of those states to divest themselves
     and their affiliates of any interest in generating facilities. 
     Little Bay supported this position.
               The Office of the Consumer Advocate and Staff expressed
     an interest in the financial viability of Little Bay following
     the transaction because of the potential exposure of other New
     Hampshire ratepayers for Seabrook decommissioning expenses and
     operating expenses. 
               Following the prehearing conference, the parties and
     Staff agreed to the following procedural schedule to govern the
     Commission's investigation into the proposed transfer:
     Responses to oral data requests.             January 8, 1999
     Written data requests.                       January 15, 1999
     Responses to written data requests.          January 22, 1999
     Technical session/settlement conference.     January 28, 1999
     Hearing in the event of Settlement.          February 9, 1999
     In the event there is no settlement among the parties and Staff
     they agreed to the following additions to the procedural
     Prefiled testimony.                          February 9, 1999
     Data requests.                               February 16, 1999
     Data responses.                              February 23, 1999
     Hearing                                      March 3, 1999, and
                                                  March 4, 1999 
               There were no objections to the petitions to intervene
     and they will be granted.  The procedural schedule appears
     reasonable and will be accepted.  The Motion to Appear Pro Hac
     Vice asserts that Mr. Fazzone practices with the law firm of
     McDermott, Will & Emery that he is a member in good standing of
     the Massachusetts and New York bars and that he has familiarized
     himself with the Commission's procedural rules.  Based on these
     representations we will grant the motion pursuant to the
     standards set forth in RSA 365:10-a. 
               Based upon the foregoing, it is hereby 
               ORDERED, that Little Bay Power Corporation's, and New
     England Power Company, Inc.'s Petitions to Intervene are GRANTED;
     and it is
               FURTHER ORDERED, that North Atlantic Energy Company,
     Inc.'s, Connecticut Light and Power Company, Inc.'s and Public
     Service Company of New Hampshire, Inc.'s  Assented to Petition
     for Limited Intervention is GRANTED; and it is
               FURTHER ORDERED, the procedural schedule set forth
     above is APPROVED; and it is
               FURTHER ORDERED, that the Motion to Appear
     Pro Hac Vice filed on behalf of David A. Fazzone, Esq. is
               By order of the Public Utilities Commission of New
     Hampshire this twenty-fifth day of January, 1999.
           Douglas L. Patch       Susan S. Geiger     Nancy Brockway
               Chairman           Commissioner          Commissioner
     Attested by:
     Claire D. DiCicco
     Assistant Secretary