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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


                                


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):  March 20, 2009

 


NORTHEAST UTILITIES

(Exact name of registrant as specified in its charter)



Massachusetts

001-5324

04-2147929

(State or other jurisdiction

of organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)


One Federal Street, Building 111-4

Springfield, Massachusetts


01105

(Address of principal executive offices)

(Zip Code)


Registrant’s telephone number, including area code: (860) 665-5000


Not Applicable

(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 (see General Instruction A.2. below):

 

o

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

 

o

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

 

o

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

 

o

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

 






Section 8

Other Events


Item 8.01.

Other Events.


On March 20, 2009, Northeast Utilities (“NU”) issued 18,975,000 common shares in a public offering pursuant to an Underwriting Agreement dated March 16, 2009 between NU and J.P. Morgan Securities Inc. and Barclays Capital Inc., as representatives of the underwriters named therein.  A copy of the Underwriting Agreement is attached as Exhibit 1, and the legal opinion related to the Company’s Registration Statement on Form S-3 (File No. 333-141425) and the public offering is attached as Exhibit 5.  Each of Exhibits 1 and 5 is incorporated herein by reference thereto.


Section 9

Financial Statements and Exhibits


Item 9.01.

Financial Statements and Exhibits.


 (d)

Exhibits.  


Exhibit Number

Description

1

Underwriting Agreement dated March 20, 2009 between NU and the Underwriters named therein.

5

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)




March 20, 2009

By:

/s/ Randy A. Shoop

Randy A. Shoop

Vice President and Treasurer