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(Former name or former address, if changed since last report)

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Section 8.

Other Events

Item 8.01.

Other Events.

On February 14, 2011, the Federal Energy Regulatory Commission (“FERC”) accepted, without modification, the Transmission Service Agreement (“TSA”) filed December 15, 2010 by Northern Pass Transmission LLC (“NPT”).  NPT is indirectly owned by Northeast Utilities and NSTAR, on a 75 percent and 25 percent basis, respectively. The TSA sets forth the terms under which NPT will provide firm transmission service to H.Q. Hydro Renewable Energy Inc. (“HRE”), a subsidiary of Hydro-Québec, over NPT’s Northern Pass Transmission line.  The Northern Pass Transmission line is comprised of a high voltage direct current (“HVDC”) transmission line from the Canadian border to Franklin, New Hampshire and an associated alternating current radial transmission line between Franklin and Deerfield, New Hampshire that will be constructed by NPT.  The Northern Pass Transmission line will interconnect at the U.S.-Canadian border with a planned HVDC transmission line that Hydro-Québec TransÉnergie, the transmission division of Hydro-Québec, will construct in Québec.  

As approved, the TSA will permit NPT to charge HRE cost-based rates which will include a return on equity (“ROE”) of 12.56 percent through the construction phase of the project, and upon commercial operation, an ROE equal to the base ROE under the ISO-NE Open-Access Transmission Tariff (currently 11.14 percent), plus the lesser of 1.42 percent or an amount that would not cause the total ROE to exceed the applicable zone of reasonableness.  A copy of FERC’s order can be found on the “Rate Case Updates” link on the “Investors” page of Northeast Utilities’ website at www.nu.com.  

For further information, see Northeast Utilities’ Annual Report on Form 10-K for the year ended December 31, 2009 and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2010, under “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Business Development and Capital Expenditures.”

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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.

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