SECURITIES AND EXCHANGE COMMISSION

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) December 12, 2005


Commission

Registrant; State of Incorporation

I.R.S. Employer

File Number

Address; and Telephone Number

Identification No.

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-----------------------------------

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1-5324

NORTHEAST UTILITIES

04-2147929

 

(a Massachusetts voluntary association)

 
 

One Federal Street, Building 111-4

 
 

Springfield, Massachusetts 01105

 
 

Telephone:  (413) 785-5871

 
   


Not Applicable

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


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[  ]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[  ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[  ]  

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))

 

[  ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))




Item 8.01 Other Events


On December 12, 2005, Northeast Utilities (“NU”) completed the issuance of 23,000,000 common shares in a public offering pursuant to an Underwriting Agreement dated December 6, 2005 between NU and Lehman Brothers Inc. and J.P. Morgan Securities Inc., as representatives of the underwriters named therein.  Copies of the Underwriting Agreement and of the past-tense legal opinion are attached as Exhibits 1 and 5, respectively, and are incorporated herein by reference thereto.


Section 9 – Financial Statements and Exhibits


Item 9.01 –

 Financial Statements and Exhibits.


(c)

 Exhibits.


Exhibit

Number

Description

 

Exhibit

Description

 

Exhibit 1

Underwriting Agreement dated December 6, 2005 between NU and the Underwriters named therein.

   
 

Exhibit 5

Past-tense opinion of Jeffrey C. Miller relating to the issuance of the common shares.





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/ Gregory B. Butler

 

Name:  Gregory B. Butler

Title:    Senior Vice President and General Counsel


Date:  December 12, 2005