Edgar Filing: NSTAR ELECTRIC CO

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q


[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the Quarterly Period Ended September 30, 2012
	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	Registrant; State of Incorporation; Address; and Telephone Number	I.R.S. Employer Identification No.

1-5324	NORTHEAST UTILITIES (a Massachusetts voluntary association) One Federal Street Building 111-4 Springfield, Massachusetts 01105 Telephone: (413) 785-5871	04-2147929


0-00404	THE CONNECTICUT LIGHT AND POWER COMPANY (a Connecticut corporation) 107 Selden Street Berlin, Connecticut 06037-1616 Telephone: (860) 665-5000	06-0303850


1-02301	NSTAR ELECTRIC COMPANY (a Massachusetts corporation) 800 Boylston Street Boston, Massachusetts 02199 Telephone: (617) 424-2000	04-1278810


1-6392	PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE (a New Hampshire corporation) Energy Park 780 North Commercial Street Manchester, New Hampshire 03101-1134 Telephone: (603) 669-4000	02-0181050


0-7624	WESTERN MASSACHUSETTS ELECTRIC COMPANY (a Massachusetts corporation) One Federal Street Building 111-4 Springfield, Massachusetts 01105 Telephone: (413) 785-5871	04-1961130

Indicate by check mark whether the registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.


	Yes	No

	ü

Indicate by check mark whether the registrants have submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).


	Yes	No

	ü

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check one):


	Large Accelerated Filer	Accelerated Filer	Non-accelerated Filer

Northeast Utilities	ü
The Connecticut Light and Power Company			ü
NSTAR Electric Company			ü
Public Service Company of New Hampshire			ü
Western Massachusetts Electric Company			ü

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Exchange Act):


	Yes	No

Northeast Utilities		ü
The Connecticut Light and Power Company		ü
NSTAR Electric Company		ü
Public Service Company of New Hampshire		ü
Western Massachusetts Electric Company		ü

Indicate the number of shares outstanding of each of the issuers' classes of common stock, as of the latest practicable date:


Company - Class of Stock	Outstanding as of October 31, 2012
Northeast Utilities Common shares, $5.00 par value	313,943,203 shares

The Connecticut Light and Power Company Common stock, $10.00 par value	6,035,205 shares

NSTAR Electric Company Common Stock, $1.00 par value	100 shares

Public Service Company of New Hampshire Common stock, $1.00 par value	301 shares

Western Massachusetts Electric Company Common stock, $25.00 par value	434,653 shares

Northeast Utilities, directly or indirectly, holds all of the 6,035,205 shares, 100 shares, 301 shares, and 434,653 shares of the outstanding common stock of The Connecticut Light and Power Company, NSTAR Electric Company, Public Service Company of New Hampshire and Western Massachusetts Electric Company, respectively.

NSTAR Electric Company, Public Service Company of New Hampshire and Western Massachusetts Electric Company each meet the conditions set forth in General Instructions H(1)(a) and (b) of Form 10-Q, and each is therefore filing this Form 10-Q with the reduced disclosure format specified in General Instruction H(2) of Form 10-Q.

GLOSSARY OF TERMS



The following is a glossary of abbreviations or acronyms that are found in this report.

CURRENT OR FORMER NU COMPANIES, SEGMENTS OR INVESTMENTS:

CL&P	The Connecticut Light and Power Company
CYAPC	Connecticut Yankee Atomic Power Company
HWP	HWP Company, formerly the Holyoke Water Power Company
MYAPC	Maine Yankee Atomic Power Company
NGS	Northeast Generation Services Company and subsidiaries
NPT	Northern Pass Transmission LLC
NSTAR	Parent Company of NSTAR Electric, NSTAR Gas and other subsidiaries (prior to the merger with NU); also the term used for NSTAR LLC and its subsidiaries
NSTAR Electric	NSTAR Electric Company
NSTAR Electric & Gas	NSTAR Electric & Gas Corporation, a Northeast Utilities service company
NSTAR Gas	NSTAR Gas Company
NSTAR LLC	Post-merger parent company of NSTAR Electric, NSTAR Gas and other subsidiaries, and successor to NSTAR
NU Enterprises	NU Enterprises, Inc., the parent company of Select Energy, NGS, NGS Mechanical, Select Energy Contracting, Inc. and E.S. Boulos Company
NU or the Company	Northeast Utilities and subsidiaries
NU parent and other companies	NU parent and other companies is comprised of NU parent, NSTAR LLC, NSTAR Electric & Gas, NUSCO and other subsidiaries, including NU Enterprises, NSTAR Communications, Inc., HWP, RRR (a real estate subsidiary), the non-energy-related subsidiaries of Yankee (Yankee Energy Services Company and Yankee Energy Financial Services Company), and the consolidated operations of CYAPC and YAEC
NUSCO	Northeast Utilities Service Company
NUTV	NU Transmission Ventures, Inc., the parent company of NPT and Renewable Properties, Inc.
PSNH	Public Service Company of New Hampshire
Regulated companies	NU's Regulated companies, comprised of the electric distribution and transmission businesses of CL&P, NSTAR Electric, PSNH, and WMECO, the natural gas distribution businesses of Yankee Gas and NSTAR Gas, the generation activities of PSNH and WMECO, and NPT
RRR	The Rocky River Realty Company
Select Energy	Select Energy, Inc.
WMECO	Western Massachusetts Electric Company
YAEC	Yankee Atomic Electric Company
Yankee	Yankee Energy System, Inc.
Yankee Companies	CYAPC, YAEC and MYAPC
Yankee Gas	Yankee Gas Service Company
REGULATORS:
DEEP	Connecticut Department of Energy and Environmental Protection
DOE	U.S. Department of Energy
DOER	Massachusetts Department of Energy Resources
DPU	Massachusetts Department of Public Utilities
FERC	Federal Energy Regulatory Commission
ISO-NE	ISO New England, Inc., the New England Independent System Operator
MA DEP	Massachusetts Department of Environmental Protection
NHPUC	New Hampshire Public Utilities Commission
PURA	Connecticut Public Utilities Regulatory Authority
SEC	Securities and Exchange Commission
SJC	Supreme Judicial Court of Massachusetts
OTHER:
AFUDC	Allowance For Funds Used During Construction
AOCI	Accumulated Other Comprehensive Income/(Loss)
C&LM	Conservation and Load Management
CfD	Contract for Differences
Clean Air Project	The construction of a wet flue gas desulphurization system, known as "scrubber technology," to reduce mercury emissions of the Merrimack coal-fired generation station in Bow, New Hampshire
CPSL	Capital Projects Scheduling List


CTA	Competitive Transition Assessment
CWIP	Construction work in progress
EPS	Earnings Per Share
ERISA	Employee Retirement Income Security Act of 1974
ES	Default Energy Service
ESPP	Employee Share Purchase Plan
Fitch	Fitch Ratings
FMCC	Federally Mandated Congestion Charge
FTR	Financial Transmission Rights
GAAP	Accounting principles generally accepted in the United States of America
GSC	Generation Service Charge
GSRP	Greater Springfield Reliability Project
GWh	Gigawatt-Hours
HG&E	Holyoke Gas and Electric, a municipal department of the town of Holyoke, MA
HQ	Hydro-Québec, a corporation wholly owned by the Québec government, including its divisions that produce, transmit and distribute electricity in Québec, Canada
HVDC	High voltage direct current
Hydro Renewable Energy	Hydro Renewable Energy, Inc., a wholly owned subsidiary of Hydro-Québec
ISO-NE Tariff	ISO-NE FERC Transmission, Markets and Services Tariff
kV	Kilovolt
kW	Kilowatt (equal to one thousand watts)
kWh	Kilowatt-Hours (the basic unit of electricity energy equal to one kilowatt of power supplied for one hour)
LOC	Letter of Credit
LRS	Supplier of last resort service
MGP	Manufactured Gas Plant
MMBtu	One million British thermal units
Moody's	Moody's Investors Services, Inc.
MW	Megawatt
MWh	Megawatt-Hours
NEEWS	New England East-West Solution
Northern Pass	The high voltage direct current transmission line project from Canada into New Hampshire
NU Money Pool	Northeast Utilities Money Pool
NU supplemental benefit trust	The NU Trust Under Supplemental Executive Retirement Plan
NU 2011 Form 10-K	The Northeast Utilities and Subsidiaries 2011 combined Annual Report on Form 10-K as filed with the SEC
NSTAR 2011 Form 10-K	NSTAR 2011 Annual Report on Form 10-K as filed with the SEC
NSTAR Electric 2011 Form 10-K	NSTAR Electric 2011 Annual Report on Form 10-K as filed with the SEC
PAM	Pension and PBOP Rate Adjustment Mechanism
PBOP	Postretirement Benefits Other Than Pension
PBOP Plan	Postretirement Benefits Other Than Pension Plan that provides certain retiree health care benefits, primarily medical and dental, and life insurance benefits
PCRBs	Pollution Control Revenue Bonds
Pension Plan	Single uniform noncontributory defined benefit retirement plan
PPA	Pension Protection Act
RECs	Renewable Energy Certificates
Regulatory ROE	The average cost of capital method for calculating the return on equity related to the distribution and generation business segment excluding the wholesale transmission segment
ROE	Return on Equity
RRB	Rate Reduction Bond or Rate Reduction Certificate
RSUs	Restricted share units
S&P	Standard & Poor's Financial Services LLC
SBC	Systems Benefits Charge
SCRC	Stranded Cost Recovery Charge
SERP	Supplemental Executive Retirement Plan
SIP	Simplified Incentive Plan
SS	Standard service
TCAM	Transmission Cost Adjustment Mechanism
TSA	Transmission Service Agreement
UI	The United Illuminating Company

NORTHEAST UTILITIES AND SUBSIDIARIES
THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
NSTAR ELECTRIC COMPANY AND SUBSIDIARIES
PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
WESTERN MASSACHUSETTS ELECTRIC COMPANY AND SUBSIDIARY

TABLE OF CONTENTS


	Page

PART I - FINANCIAL INFORMATION

ITEM 1 - Unaudited Condensed Consolidated Financial Statements for the Following Companies:

Northeast Utilities and Subsidiaries (Unaudited)

Condensed Consolidated Balance Sheets – September 30, 2012 and December 31, 2011	1

Condensed Consolidated Statements of Income – Three and Nine Months Ended September 30, 2012 and 2011	3

Condensed Consolidated Statements of Comprehensive Income – Three and Nine Months Ended September 30, 2012 and 2011	3

Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2012 and 2011	4

The Connecticut Light and Power Company and Subsidiary (Unaudited)

Condensed Consolidated Balance Sheets – September 30, 2012 and December 31, 2011	5

Condensed Consolidated Statements of Income – Three and Nine Months Ended September 30, 2012 and 2011	7

Condensed Consolidated Statements of Comprehensive Income – Three and Nine Months Ended September 30, 2012 and 2011	7

Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2012 and 2011	8

NSTAR Electric Company and Subsidiaries (Unaudited)

Condensed Consolidated Balance Sheets – September 30, 2012 and December 31, 2011	9

Condensed Consolidated Statements of Income – Three and Nine Months Ended September 30, 2012 and 2011	11

Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2012 and 2011	12

Public Service Company of New Hampshire and Subsidiaries (Unaudited)

Condensed Consolidated Balance Sheets – September 30, 2012 and December 31, 2011	13

Condensed Consolidated Statements of Income – Three and Nine Months Ended September 30, 2012 and 2011	15

Condensed Consolidated Statements of Comprehensive Income – Three and Nine Months Ended September 30, 2012 and 2011	15

Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2012 and 2011	16

Western Massachusetts Electric Company and Subsidiary (Unaudited)

Condensed Consolidated Balance Sheets – September 30, 2012 and December 31, 2011	17

Condensed Consolidated Statements of Income – Three and Nine Months Ended September 30, 2012 and 2011	19

Condensed Consolidated Statements of Comprehensive Income – Three and Nine Months Ended September 30, 2012 and 2011	19

Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2012 and 2011	20

Combined Notes to Condensed Consolidated Financial Statements	21

iii



		Page

ITEM 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations for the following companies:

Northeast Utilities and Subsidiaries		49

The Connecticut Light and Power Company and Subsidiary		68

NSTAR Electric Company and Subsidiaries		71

Public Service Company of New Hampshire and Subsidiaries		74

Western Massachusetts Electric Company and Subsidiary		76

ITEM 3 – Quantitative and Qualitative Disclosures About Market Risk		78

ITEM 4 – Controls and Procedures		78

PART II – OTHER INFORMATION

ITEM 1 – Legal Proceedings		79

ITEM 1A – Risk Factors		80

ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds		80

ITEM 5 – Other Information		80

ITEM 6 – Exhibits		81

SIGNATURES		83

This Page Intentionally Left Blank


NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30,		December 31,
(Thousands of Dollars)		2012		2011

ASSETS

Current Assets:
	Cash and Cash Equivalents	$	73,449	$	6,559
	Receivables, Net		773,415		488,002
	Unbilled Revenues		182,643		175,207
	Fuel, Materials and Supplies		267,281		248,958
	Regulatory Assets		647,615		255,144
	Marketable Securities		81,618		70,970
	Prepayments and Other Current Assets		112,965		112,632
Total Current Assets			2,138,986		1,357,472


Property, Plant and Equipment, Net			16,303,805		10,403,065

Deferred Debits and Other Assets:
	Regulatory Assets		5,008,034		3,267,710
	Goodwill		3,518,454		287,591
	Marketable Securities		394,207		60,311
	Derivative Assets		93,256		98,357
	Other Long-Term Assets		300,820		172,560
Total Deferred Debits and Other Assets			9,314,771		3,886,529



Total Assets		$	27,757,562	$	15,647,066



The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30,		December 31,
(Thousands of Dollars)		2012		2011

LIABILITIES AND CAPITALIZATION

Current Liabilities:
Notes Payable		$	1,359,250	$	317,000
Long-Term Debt - Current Portion			879,746		331,582
Accounts Payable			542,691		633,282
Regulatory Liabilities			226,606		167,844
Derivative Liabilities			113,907		107,558
Other Current Liabilities			678,523		390,416
Total Current Liabilities			3,800,723		1,947,682

Rate Reduction Bonds			101,347		112,260

Deferred Credits and Other Liabilities:
Accumulated Deferred Income Taxes			3,429,538		1,868,316
Regulatory Liabilities			561,555		266,145
Derivative Liabilities			912,352		959,876
Accrued Pension, SERP and PBOP			2,015,649		1,326,037
Other Long-Term Liabilities			871,428		420,011
Total Deferred Credits and Other Liabilities			7,790,522		4,840,385

Capitalization:
Long-Term Debt			6,732,536		4,614,913

Noncontrolling Interest - Preferred Stock of Subsidiaries			155,568		116,200

Equity:
	Common Shareholders' Equity:
	Common Shares		1,662,358		980,264
	Capital Surplus, Paid In		6,183,715		1,797,884
	Retained Earnings		1,735,690		1,651,875
	Accumulated Other Comprehensive Loss		(64,209)		(70,686)
	Treasury Stock		(340,688)		(346,667)
Common Shareholders' Equity			9,176,866		4,012,670
Noncontrolling Interests			-		2,956
Total Equity			9,176,866		4,015,626
Total Capitalization			16,064,970		8,746,739



Total Liabilities and Capitalization		$	27,757,562	$	15,647,066


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars, Except Share Information)			2012		2011		2012		2011

Operating Revenues			$	1,861,529	$	1,114,892	$	4,589,835	$	3,397,624

Operating Expenses:
	Purchased Power, Fuel and Transmission			602,751		406,237		1,540,110		1,285,483
	Operations and Maintenance			395,531		255,551		1,187,471		788,875
	Depreciation			144,475		75,196		369,798		222,784
	Amortization of Regulatory Assets, Net			43,835		36,163		74,851		86,653
	Amortization of Rate Reduction Bonds			43,044		17,680		102,144		52,047
	Energy Efficiency Programs			98,326		35,255		209,089		99,658
	Taxes Other Than Income Taxes			120,662		84,994		319,559		252,817
		Total Operating Expenses		1,448,624		911,076		3,803,022		2,788,317
Operating Income				412,905		203,816		786,813		609,307

Interest Expense:
	Interest on Long-Term Debt			86,459		57,461		233,352		171,905
	Interest on Rate Reduction Bonds			1,681		2,018		5,168		6,889
	Other Interest			2,221		4,453		7,336		5,922
		Interest Expense		90,361		63,932		245,856		184,716
Other Income, Net				4,324		1,430		14,904		19,077
Income Before Income Tax Expense				326,868		141,314		555,861		443,668
Income Tax Expense				117,360		49,883		199,379		157,934
Net Income				209,508		91,431		356,482		285,734
Net Income Attributable to Noncontrolling Interests				1,880		1,470		5,253		4,340
Net Income Attributable to Controlling Interest			$	207,628	$	89,961	$	351,229	$	281,394

Basic Earnings Per Common Share			$	0.66	$	0.51	$	1.33	$	1.59

Diluted Earnings Per Common Share			$	0.66	$	0.51	$	1.32	$	1.58

Dividends Declared Per Common Share			$	0.34	$	0.28	$	0.97	$	0.83

Weighted Average Common Shares Outstanding:
	Basic			314,806,441		177,497,862		264,636,636		177,344,481
	Diluted			315,805,796		177,835,348		265,353,377		177,647,694

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.




NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Net Income			$	209,508	$	91,431	$	356,482	$	285,734
Other Comprehensive Income/(Loss), Net of Tax:
	Qualified Cash Flow Hedging Instruments			516		(10,678)		1,455		(14,600)
	Changes in Unrealized Gains on Other Securities			217		280		411		424
	Change in Funded Status of Pension, SERP and PBOP
		Benefit Plans		1,445		975		4,611		2,332
Other Comprehensive Income/(Loss), Net of Tax				2,178		(9,423)		6,477		(11,844)
Comprehensive Income Attributable to Noncontrolling
	Interests			(1,880)		(1,470)		(5,253)		(4,340)
Comprehensive Income Attributable to Controlling Interest			$	209,806	$	80,538	$	357,706	$	269,550

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NORTHEAST UTILITIES AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)


			Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011

Operating Activities:
	Net Income		$	356,482	$	285,734
	Adjustments to Reconcile Net Income to Net Cash Flows
		Provided by Operating Activities:
		Bad Debt Expense		24,249		12,435
		Depreciation		369,798		222,784
		Deferred Income Taxes		186,181		133,528
		Pension, SERP and PBOP Expense		160,209		103,106
		Pension and PBOP Contributions		(237,123)		(159,220)
		Regulatory Underrecoveries, Net		(26,236)		(24,245)
		Amortization of Regulatory Assets, Net		74,851		86,653
		Amortization of Rate Reduction Bonds		102,144		52,047
		Derivative Assets and Liabilities		(7,907)		(33,767)
		Other		(9,702)		(14,802)
	Changes in Current Assets and Liabilities:
		Receivables and Unbilled Revenues, Net		(27,677)		61,657
		Fuel, Materials and Supplies		32,887		(4,072)
		Taxes Receivable/Accrued, Net		26,302		109,410
		Accounts Payable		(208,308)		66,618
		Other Current Assets and Liabilities, Net		(20,145)		(9,419)
Net Cash Flows Provided by Operating Activities				796,005		888,447

Investing Activities:
	Investments in Property, Plant and Equipment			(1,081,750)		(749,060)
	Proceeds from Sales of Marketable Securities			232,911		116,463
	Purchases of Marketable Securities			(252,762)		(118,251)
	Proceeds from Sale of Assets			-		46,841
	Other Investing Activities			40,265		(5,849)
Net Cash Flows Used in Investing Activities				(1,061,336)		(709,856)

Financing Activities:
	Cash Dividends on Common Shares			(267,356)		(145,865)
	Cash Dividends on Preferred Stock			(5,149)		(4,169)
	Increase/(Decrease) in Short-Term Debt			654,250		(237,000)
	Issuance of Long-Term Debt			300,000		382,000
	Retirements of Long-Term Debt			(267,561)		(124,086)
	Retirements of Rate Reduction Bonds			(95,225)		(51,198)
	Other Financing Activities			13,262		(4,947)
Net Cash Flows Provided by/(Used in) Financing Activities				332,221		(185,265)
Net Increase/(Decrease) in Cash and Cash Equivalents				66,890		(6,674)
Cash and Cash Equivalents - Beginning of Period				6,559		23,395
Cash and Cash Equivalents - End of Period			$	73,449	$	16,721


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30,		December 31,
(Thousands of Dollars)		2012		2011

ASSETS

Current Assets:
	Cash	$	6,570	$	1
	Receivables, Net		322,159		295,028
	Accounts Receivable from Affiliated Companies		1,678		1,548
	Unbilled Revenues		75,246		94,995
	Regulatory Assets		186,594		170,197
	Materials and Supplies		61,704		61,102
	Prepayments and Other Current Assets		53,239		53,920
Total Current Assets			707,190		676,791

Property, Plant and Equipment, Net			6,069,033		5,827,384

Deferred Debits and Other Assets:
	Regulatory Assets		1,998,426		2,103,830
	Derivative Assets		91,989		93,755
	Other Long-Term Assets		92,712		89,636
Total Deferred Debits and Other Assets			2,183,127		2,287,221



Total Assets		$	8,959,350	$	8,791,396



The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

			September 30,		December 31,
(Thousands of Dollars)			2012		2011

LIABILITIES AND CAPITALIZATION

Current Liabilities:
	Notes Payable		$	-	$	31,000
	Notes Payable to Affiliated Companies			372,800		58,525
	Long-Term Debt - Current Portion			241,400		62,000
	Accounts Payable			195,315		340,321
	Accounts Payable to Affiliated Companies			41,804		53,439
	Obligations to Third Party Suppliers			69,222		67,967
	Accrued Taxes			72,670		59,046
	Regulatory Liabilities			90,208		108,291
	Derivative Liabilities			97,536		95,881
	Other Current Liabilities			84,529		102,065
Total Current Liabilities				1,265,484		978,535

Deferred Credits and Other Liabilities:
	Accumulated Deferred Income Taxes			1,329,397		1,215,989
	Regulatory Liabilities			130,116		139,307
	Derivative Liabilities			891,160		935,849
	Accrued Pension, SERP and PBOP			245,860		260,571
	Other Long-Term Liabilities			198,083		215,640
Total Deferred Credits and Other Liabilities				2,794,616		2,767,356

Capitalization:
	Long-Term Debt			2,342,806		2,521,753

Preferred Stock Not Subject to Mandatory Redemption				116,200		116,200

	Common Stockholder's Equity:
		Common Stock		60,352		60,352
		Capital Surplus, Paid In		1,614,699		1,613,503
		Retained Earnings		767,097		735,948
		Accumulated Other Comprehensive Loss		(1,904)		(2,251)
	Common Stockholder's Equity			2,440,244		2,407,552
Total Capitalization				4,899,250		5,045,505



Total Liabilities and Capitalization			$	8,959,350	$	8,791,396


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)


			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Operating Revenues			$	658,111	$	673,666	$	1,812,218	$	1,955,361

Operating Expenses:
	Purchased Power and Transmission			241,046		266,350		658,743		768,687
	Operations and Maintenance			141,913		130,714		480,286		403,125
	Depreciation			41,863		39,711		124,451		117,629
	Amortization of Regulatory Assets, Net			8,656		15,688		19,912		48,027
	Energy Efficiency Programs			25,237		24,914		68,205		69,629
	Taxes Other Than Income Taxes			59,687		58,552		168,667		169,745
		Total Operating Expenses		518,402		535,929		1,520,264		1,576,842
Operating Income				139,709		137,737		291,954		378,519

Interest Expense:
	Interest on Long-Term Debt			31,429		33,326		94,646		100,085
	Other Interest			2,162		1,893		6,223		(815)
		Interest Expense		33,591		35,219		100,869		99,270
Other Income/(Loss), Net				2,889		(2,356)		8,636		4,308
Income Before Income Tax Expense				109,007		100,162		199,721		283,557
Income Tax Expense				34,121		33,634		63,917		100,057
Net Income			$	74,886	$	66,528	$	135,804	$	183,500

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.















THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Net Income			$	74,886	$	66,528	$	135,804	$	183,500
Other Comprehensive Income, Net of Tax:
	Qualified Cash Flow Hedging Instruments			111		111		333		333
	Changes in Unrealized Gains on Other Securities			8		10		14		15
Other Comprehensive Income, Net of Tax				119		121		347		348
Comprehensive Income			$	75,005	$	66,649	$	136,151	$	183,848

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


THE CONNECTICUT LIGHT AND POWER COMPANY AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)


			Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011

Operating Activities:
	Net Income		$	135,804	$	183,500
	Adjustments to Reconcile Net Income to Net Cash Flows
		Provided by Operating Activities:
		Bad Debt Expense		1,420		2,115
		Depreciation		124,451		117,629
		Deferred Income Taxes		97,224		67,948
		Pension, SERP and PBOP Expense, Net of PBOP Contributions		18,394		10,473
		Regulatory Underrecoveries, Net		(13,804)		(49,525)
		Amortization of Regulatory Assets, Net		19,912		48,027
		Other		(12,121)		(22,435)
	Changes in Current Assets and Liabilities:
		Receivables and Unbilled Revenues, Net		(21,632)		26,164
		Materials and Supplies		(1,017)		(12,669)
		Taxes Receivable/Accrued, Net		21,410		64,779
		Accounts Payable		(173,107)		73,809
		Other Current Assets and Liabilities, Net		(48,733)		(23,245)
Net Cash Flows Provided by Operating Activities				148,201		486,570

Investing Activities:
	Investments in Property, Plant and Equipment			(332,323)		(305,595)
	Increase in Notes Receivable from Affiliate			-		(6,925)
	Proceeds from Sale of Assets			-		46,841
	Other Investing Activities			13,707		(6,693)
Net Cash Flows Used in Investing Activities				(318,616)		(272,372)

Financing Activities:
	Cash Dividends on Common Stock			(100,486)		(205,981)
	Cash Dividends on Preferred Stock			(4,169)		(4,169)
	Decrease in Short-Term Debt			(31,000)		-
	Increase/(Decrease) in Notes Payable to Affiliate			314,275		(6,225)
	Other Financing Activities			(1,636)		(349)
Net Cash Flows Provided by/(Used in) Financing Activities				176,984		(216,724)
Net Increase/(Decrease) in Cash				6,569		(2,526)
Cash - Beginning of Period				1		9,762
Cash - End of Period			$	6,570	$	7,236


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NSTAR ELECTRIC COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30,		December 31,
(Thousands of Dollars)		2012		2011

ASSETS

Current Assets:
	Cash and Cash Equivalents	$	11,734	$	9,373
	Receivables, Net		248,648		232,828
	Accounts Receivable from Affiliated Companies		146,884		389,652
	Unbilled Revenues		50,465		40,380
	Regulatory Assets		337,575		323,871
	Prepayments and Other Current Assets		25,278		37,134
Total Current Assets			820,584		1,033,238

Property, Plant and Equipment, Net			4,628,823		4,447,258

Deferred Debits and Other Assets:
	Regulatory Assets		1,510,087		1,680,595
	Other Long-Term Assets		58,036		78,273
Total Deferred Debits and Other Assets			1,568,123		1,758,868



Total Assets		$	7,017,530	$	7,239,364



The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NSTAR ELECTRIC COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

			September 30,		December 31,
(Thousands of Dollars)			2012		2011

LIABILITIES AND CAPITALIZATION

Current Liabilities:
	Notes Payable		$	261,000	$	141,500
	Long-Term Debt - Current Portion			1,650		400,688
	Accounts Payable			116,885		150,581
	Accounts Payable to Affiliated Companies			229,849		514,377
	Accumulated Deferred Income Taxes - Current Portion			84,411		101,819
	Regulatory Liabilities			84,476		41,579
	Other Current Liabilities			152,948		103,634
Total Current Liabilities				931,219		1,454,178

Rate Reduction Bonds				43,493		127,860

Deferred Credits and Other Liabilities:
	Accumulated Deferred Income Taxes			1,317,168		1,310,180
	Regulatory Liabilities			256,542		239,858
	Accrued Pension			375,422		357,685
	Payable to Affiliated Companies			70,569		75,905
	Other Long-Term Liabilities			180,395		195,606
Total Deferred Credits and Other Liabilities				2,200,096		2,179,234

Capitalization:
	Long-Term Debt			1,601,959		1,203,344

Preferred Stock Not Subject to Mandatory Redemption				43,000		43,000

	Common Stockholder's Equity:
		Common Stock		-		-
		Capital Surplus, Paid In		992,625		992,625
		Retained Earnings		1,205,138		1,239,123
	Common Stockholder's Equity			2,197,763		2,231,748
Total Capitalization				3,842,722		3,478,092



Total Liabilities and Capitalization			$	7,017,530	$	7,239,364


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NSTAR ELECTRIC COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)


			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Operating Revenues			$	693,653	$	724,686	$	1,784,755	$	1,854,507

Operating Expenses:
	Purchased Power and Transmission			222,753		262,118		622,265		717,180
	Operations and Maintenance			83,329		100,991		340,547		286,044
	Depreciation			42,494		40,399		127,692		123,556
	Amortization of Regulatory Assets, Net			41,888		27,065		87,912		56,734
	Amortization of Rate Reduction Bonds			22,581		22,581		67,742		67,742
	Energy Efficiency Programs			55,969		59,204		138,360		132,160
	Taxes Other Than Income Taxes			30,520		28,580		89,689		84,069
		Total Operating Expenses		499,534		540,938		1,474,207		1,467,485
Operating Income				194,119		183,748		310,548		387,022

Interest Expense:
	Interest on Long-Term Debt			22,386		22,548		66,953		67,724
	Interest on Rate Reduction Bonds			853		1,742		3,106		5,795
	Other Interest			(4,704)		(6,350)		(16,137)		(21,679)
		Interest Expense		18,535		17,940		53,922		51,840
Other Income/(Loss), Net				551		(419)		1,778		1,300
Income Before Income Tax Expense				176,135		165,389		258,404		336,482
Income Tax Expense				69,373		65,569		102,220		133,115
Net Income			$	106,762	$	99,820	$	156,184	$	203,367

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


NSTAR ELECTRIC COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)


			Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011

Operating Activities:
	Net Income		$	156,184	$	203,367
	Adjustments to Reconcile Net Income to Net Cash Flows
		Provided by Operating Activities:
		Bad Debt Expense		53,254		14,737
		Depreciation		127,692		123,556
		Deferred Income Taxes		(21,270)		5,063
		Pension, SERP and PBOP Expense		48,694		41,169
		Pension and PBOP Contributions		(47,300)		(90,500)
		Regulatory Overrecoveries, Net		62,075		112,554
		Amortization of Regulatory Assets, Net		87,912		56,734
		Amortization of Rate Reduction Bonds		67,742		67,742
		Other		(28,134)		3,096
	Changes in Current Assets and Liabilities:
		Receivables and Unbilled Revenues, Net		(61,528)		(72,112)
		Materials and Supplies		7,264		(4,670)
		Taxes Receivable/Accrued, Net		44,142		214,475
		Accounts Payable		(81,292)		(92,721)
		Other Current Assets and Liabilities, Net		17,130		(557)
Net Cash Flows Provided by Operating Activities				432,565		581,933

Investing Activities:
	Investments in Property, Plant and Equipment			(298,424)		(234,172)
	Other Investing Activities			25,609		41,971
Net Cash Flows Used in Investing Activities				(272,815)		(192,201)

Financing Activities:
	Cash Dividends on Common Stock			(188,700)		(141,600)
	Cash Dividends on Preferred Stock			(1,470)		(1,470)
	Increase/(Decrease) in Short-Term Debt			104,500		(145,000)
	Retirements of Long-Term Debt			(688)		(16,237)
	Retirements of Rate Reduction Bonds			(84,367)		(84,346)
	Other Financing Activities			13,336		-
Net Cash Flows Used in Financing Activities				(157,389)		(388,653)
Net Increase in Cash and Cash Equivalents				2,361		1,079
Cash and Cash Equivalents - Beginning of Period				9,373		8,964
Cash and Cash Equivalents - End of Period			$	11,734	$	10,043


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

		September 30,		December 31,
(Thousands of Dollars)		2012		2011

ASSETS

Current Assets:
	Cash	$	3,095	$	56
	Receivables, Net		97,815		87,545
	Accounts Receivable from Affiliated Companies		1,025		1,294
	Notes Receivable from Affiliated Companies		-		55,900
	Unbilled Revenues		34,701		45,403
	Fuel, Materials and Supplies		100,135		124,744
	Regulatory Assets		34,767		34,178
	Prepayments and Other Current Assets		21,018		35,261
Total Current Assets			292,556		384,381

Property, Plant and Equipment, Net			2,331,370		2,256,688

Deferred Debits and Other Assets:
	Regulatory Assets		322,896		393,941
	Other Long-Term Assets		74,261		81,531
Total Deferred Debits and Other Assets			397,157		475,472



Total Assets		$	3,021,083	$	3,116,541



The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)

			September 30,		December 31,
(Thousands of Dollars)			2012		2011

LIABILITIES AND CAPITALIZATION

Current Liabilities:
	Notes Payable to Affiliated Companies		$	44,200	$	-
	Accounts Payable			61,498		106,377
	Accounts Payable to Affiliated Companies			15,129		18,895
	Accrued Interest			14,205		9,670
	Regulatory Liabilities			18,373		24,500
	Renewable Portfolio Standards Compliance Obligations			13,273		12,089
	Other Current Liabilities			35,040		24,408
Total Current Liabilities				201,718		195,939

Rate Reduction Bonds				44,103		85,368

Deferred Credits and Other Liabilities:
	Accumulated Deferred Income Taxes			432,395		392,712
	Regulatory Liabilities			53,418		54,415
	Accrued Pension, SERP and PBOP			168,766		258,718
	Other Long-Term Liabilities			47,936		53,304
Total Deferred Credits and Other Liabilities				702,515		759,149

Capitalization:
	Long-Term Debt			997,879		997,722

	Common Stockholder's Equity:
		Common Stock		-		-
		Capital Surplus, Paid In		700,841		700,285
		Retained Earnings		383,961		388,910
		Accumulated Other Comprehensive Loss		(9,934)		(10,832)
	Common Stockholder's Equity			1,074,868		1,078,363
Total Capitalization				2,072,747		2,076,085



Total Liabilities and Capitalization			$	3,021,083	$	3,116,541


The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)

			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Operating Revenues			$	256,949	$	259,648	$	755,051	$	769,309

Operating Expenses:
	Purchased Power, Fuel and Transmission			76,008		77,698		239,173		247,072
	Operations and Maintenance			67,547		65,336		200,960		205,806
	Depreciation			22,264		18,403		65,282		54,432
	Amortization of Regulatory Assets/(Liabilities), Net			(6,356)		17,271		(6,179)		35,303
	Amortization of Rate Reduction Bonds			16,112		13,609		43,855		39,748
	Energy Efficiency Programs			4,030		3,730		10,824		9,571
	Taxes Other Than Income Taxes			16,046		15,133		47,406		44,034
		Total Operating Expenses		195,651		211,180		601,321		635,966
Operating Income				61,298		48,468		153,730		133,343

Interest Expense:
	Interest on Long-Term Debt			11,434		8,484		34,537		25,425
	Interest on Rate Reduction Bonds			564		1,468		2,366		5,038
	Other Interest			609		416		1,301		761
		Interest Expense		12,607		10,368		38,204		31,224
Other Income/(Loss), Net				(353)		3,293		2,237		12,112
Income Before Income Tax Expense				48,338		41,393		117,763		114,231
Income Tax Expense				21,106		15,759		48,037		39,468
Net Income			$	27,232	$	25,634	$	69,726	$	74,763

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.















PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)

			Three Months Ended September 30,				Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011		2012		2011

Net Income			$	27,232	$	25,634	$	69,726	$	74,763
Other Comprehensive Income/(Loss), Net of Tax:
	Qualified Cash Flow Hedging Instruments			291		(7,478)		872		(10,550)
	Changes in Unrealized Gains on Other Securities			13		16		24		24
	Change in Funded Status of Pension, SERP and PBOP
		Benefit Plans		(2)		-		2		-
Other Comprehensive Income/(Loss), Net of Tax				302		(7,462)		898		(10,526)
Comprehensive Income			$	27,534	$	18,172	$	70,624	$	64,237

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


PUBLIC SERVICE COMPANY OF NEW HAMPSHIRE AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)


			Nine Months Ended September 30,
(Thousands of Dollars)			2012		2011

Operating Activities:
	Net Income		$	69,726	$	74,763
	Adjustments to Reconcile Net Income to Net Cash Flows
		Provided by Operating Activities:
		Bad Debt Expense		4,975		5,202
		Depreciation		65,282		54,432
		Deferred Income Taxes		39,108		51,809
		Pension, SERP and PBOP Expense		19,508		21,568
		Pension and PBOP Contributions		(94,169)		(99,780)
		Regulatory Overrecoveries, Net		1,718		2,581
		Amortization of Regulatory (Liabilities)/Assets, Net		(6,179)		35,303
		Amortization of Rate Reduction Bonds		43,855		39,748
		Settlement of Cash Flow Hedge Instruments		-		(18,072)
		Other		13,724		(15,501)
	Changes in Current Assets and Liabilities:
		Receivables and Unbilled Revenues, Net		(4,274)		9,332
		Fuel, Materials and Supplies		20,178		11,981
		Taxes Receivable/Accrued, Net		4,506		18,758
		Accounts Payable		(18,567)		(6,905)
		Other Current Assets and Liabilities, Net		18,358		14,613
Net Cash Flows Provided by Operating Activities				177,749		199,832

Investing Activities:
	Investments in Property, Plant and Equipment			(161,021)		(167,383)
	Decrease/(Increase) in Notes Receivable from Affiliate			55,900		(50,300)
	Other Investing Activities			2,500