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CORRESP
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25 RESEARCH DRIVE, WESTBOROUGH,
MASSACHUSETTS 01582

        October 21,
2005

BY
EDGAR

Mr. Robert
Babula
Staff
Accountant
Division of Corporation
Finance
U.S. Securities and Exchange
Commission
100 F Street,
N.E.
Washington, D.C.
20549

     Re:           New England Power
Company

                 Form 10-K for the fiscal year ended March
31, 2005 (File No. 001-6564)

Dear Mr.
Babula:

By letter dated September 28, 2005 (the
"Comment Letter"), the staff (the "Staff") of the U.S.
Securities and Exchange Commission (the "Commission") provided
certain comments on the Annual Report on Form 10-K for the fiscal year ended
March 31, 2005 (File No. 001-6564) filed by New England Power Company (the
"Company") with the Commission on July 14, 2005.  This letter
contains the Company's responses to those
comments.

For convenience, we have reproduced
the Staff's comments below in boldfaced italics and provided responses
immediately below them.

Capitalized terms used
in this letter and not otherwise defined have the meanings ascribed to them in
the Form
10-K.

General

13.   Explain to us why you have not presented
Schedule II as a financial statement schedule to your Form 10-K showing the
detail of your reserves recorded against your accounts receivable.  If other
than no reserve, please provide a roll-forward of your accounts receivable
reserve for the past two years.

RESPONSE:

We have not presented Schedule II because we have no
material reserves against accounts receivable.  There is a reserve of $153,000
(less than .1% of accounts receivable) recorded against other accounts
receivable which is reflected on the face of both balance sheets presented.  In
future filings, the balance sheets would not separately report a reserve unless
it is material.

Business, page
4

Compliance with
Environmental Requirements, page 6

14.   You indicate that you have initiated a program
to investigate and remediate certain properties which you have determined may be
contaminated with industrial waste.  Describe to us the properties in question and, if available, please
quantify for us the estimated potential range of remediation costs.  Tell us why
no apparent disclosure exits in the financial statements pursuant to SFAS no.
5.

RESPONSE:

We are aware of fewer than 10 sites for which the
Company has been named a potentially responsible party.  As of March 31, 2005,
we have reserved approximately $8 million for cleanup costs at these sites.
Approximately $7 million of the reserve is for remediation of a site at which
ash was disposed by fossil fuel generating plants formerly owned by the
Company.

Under its settlements authorizing stranded cost
recovery, NEP is allowed to recover environmental remediation costs associated
with its former ownership of generation facilities, and under its transmission
tariff, NEP is authorized to recover the remediation costs associated with
transmission operations.  Accordingly, NEP records a regulatory asset associated
with these remediation costs that offsets the reserves.  In any event, we do not
believe that these costs are material to our financial position or results of
operations.  Accordingly, we do not disclose these costs as material loss
contingencies under SFAS no.
5.

Legal Proceedings, page
7

15.   Explain to us how you have accounted for the
uncollected charges assessed under the Norwood
Contract.

RESPONSE:

As of March 31, 2005, we have recorded a receivable from
the town of Norwood and a litigation reserve for this claim.  We continue to
pursue our claim for payment of the entire balance, including accrued interest.
However, we believe it is appropriate to reserve against the probability that we
will not receive settlement of the entire balance
owed.

Management's
Discussion and Analysis of Financial Condition and Results of Operations, page
9

Results of Operations,
page 11

16.   Please quantify all changes you discuss in
your results of operations.  For example, you state that operating revenues
decreased for the year ended March 31, 2005, as a result of decreased
transmission operation and maintenance expense and decreased benefit costs
billed to transmission customers, partially offset by higher CTC revenues,
however, you do not quantify each change.

RESPONSE:

In future filings, we will quantify the significant
changes in our results of operations.  To provide the Staff with an indication
of how that would apply in our March 31, 2005 Form 10-K, we set forth the
disclosure below.

The Company has two primary sources
of revenue: transmission and stranded cost recoveries. Transmission revenues are
based on a formula rate that recovers the Company's actual costs plus a
return on investment.  Stranded cost recovery revenues are collected through a
Contract Termination Charge (CTC), which is billed to former wholesale customers
of the Company in

 connection with the Company's divestiture of its
electricity generation investments. Consequently, our revenues consist largely
of operating costs recovered from customers.   During the fiscal year ended
March 31, 2003, the Company also had revenues associated with its ownership
interests in the Vermont Yankee Nuclear Generating Station (Vermont Yankee) and
the Seabrook Nuclear Generating Station (Seabrook).  Vermont Yankee and Seabrook
were sold in July 2002 and November 2002, respectively.

EARNINGS

Net income for the year ended March 31, 2005 was not
significantly different from the prior year.  Affecting net income during the
fiscal year were one time tax adjustments of approximately $8 million that
resulted from settlement of tax audits, partially offset by approximately $2
million of interest costs associated with these settlements and approximately $5
million of reduced stranded cost recoveries.

Net income for the year ended March 31, 2004 decreased
approximately $3 million compared with the prior year.  The reduction was due
primarily to decreased mitigation incentives of approximately $2 million and
reduced return on CTCs of approximately $4 million compared with the prior year.
Also contributing to the decrease was approximately $2 million of reduced equity
income from nuclear generation due to the sale of Vermont Yankee Nuclear Power
Corporation (Vermont Yankee) in July 2002.  These decreases were partially
offset by increased transmission earnings of approximately $5 million during the
year ended March 31, 2004 as compared to the same periods in
2003.

REVENUES

Operating revenue for fiscal year ended March 31,
2005 decreased approximately $6
million compared to the prior year. The decrease was
due primarily to lower revenues resulting from approximately $5 million of
decreased transmission operations and maintenance expenses and approximately
$5 million of
decreased benefit costs billed to transmission customers, partially offset by
approximately $4
million of higher CTC revenues that primarily resulted
from recovery of expenses associated with the Hydro Quebec transmission line
agreements (HQ Contracts).  See Note B "Rate and Regulatory" in Item
8. Financial Statements and Supplementary Data for further discussion on the HQ
Contracts.

Operating revenue for fiscal year ended March 31,
2004 decreased approximately $54 million compared to the prior year.  The
primary reason for the decrease was approximately $19 million of reduced sales
of power received from Vermont Yankee and Seabrook during the fiscal year.  The
decrease is also related to reduced CTC revenue of approximately $38 million due
to fully reconciling true-up mechanisms that allow the Company to adjust
revenues proportionately with correlating expenses.  In addition, reduced
mitigation incentives under the CTC of approximately $3 million contributed to
the reduction in operating revenue.  This was offset by other revenue increases
of approximately $6 million.

OPERATING EXPENSES

Purchased electric energy for the fiscal year
ended March 31, 2005 increased approximately $2 million compared with the same
period in 2004 primarily due to increased nuclear decommissioning costs in 2005
of approximately $6 million compared with the prior year partially offset by
reductions in other purchased power expense of approximately $4
million.

Purchased electric energy for the fiscal year
ended March 31, 2004 decreased approximately $33 million compared with the same
period in 2003.  The decrease was caused by approximately $39 million of reduced
ongoing payments for purchased power due primarily to the buyout of a purchased
power contract in November 2002.  Also contributing to the decrease was a loss
of approximately $9 million from the sale of

Vermont Yankee in July 2002 and
other expense decreases of approximately $1 million.  Partially offsetting the
decreases was approximately $16 million from the resumption of decommissioning
billings by Yankee Atomic in June 2003.

Operation and maintenance expense for the fiscal
year ended March 31, 2005 decreased approximately $2 million compared with the
same period in 2004.  This decrease was due primarily to a reduction in
transmission operations and maintenance costs of approximately $5 million,
employee benefit charges of approximately $5 million and other expense decreases
of approximately $4 million, partially offset by the resumption of support
payments under the HQ contracts of approximately $12 million.

Operation and maintenance expense for the fiscal
year ended March 31, 2004 decreased approximately $3 million compared with the
prior year.  The reduction was due primarily to the inclusion of approximately
$14 million of expenses from Seabrook during the fiscal year ended March 31,
2003.  Seabrook was sold in November 2002.  Partially offsetting the decreased
expense for the fiscal year ended March 31, 2004 were increased costs of
approximately $8 million due to a voluntary early retirement program provided to
employees which is discussed in Note H "Employee Benefits" in Item
8. Financial Statements and Supplementary Data, and other expense increases of
approximately $3 million.

Amortization of stranded costs for the fiscal
year ended March 31, 2005 decreased approximately $3 million compared with the
same period in 2004. The decrease was a result of the scheduled changes in
amortization in accordance with the annual CTC filings.

Amortization of stranded costs for the fiscal
year ended March 31, 2004 decreased approximately $2 million compared with the
prior year. The decrease was a result of the scheduled changes in amortization
in accordance with the annual CTC filings reflecting an increase in amortization
of approximately $10 million along with impacts associated with not recognizing
a full year of amortization of regulatory liabilities that were established in
connection with the sale of Seabrook and Vermont Yankee representing a decrease
of approximately $12 million.

Other depreciation and amortization expense for
the fiscal year ended March 31, 2005 increased approximately $1 million compared
with the prior year due to an increase in plant expenditures.

Other depreciation and amortization expense for
the fiscal year ended March 31, 2004 decreased approximately $7 million compared
with the prior year. The decrease was due primarily to reduced decommissioning
expenses as a result of the sale of Seabrook in November 2002.

Other taxes decreased approximately $1 million
and $2 million for the fiscal years ended March 31, 2005 and 2004, respectively,
compared with prior years primarily due to reductions in property
taxes.

Income taxes decreased approximately $10 million
for the year ended March 31, 2005 compared with the prior year. This decrease
was a result of a $6 million reduction in tax expense from prior year tax return
true-ups and settlements of tax audits in addition to a decrease in taxable
income. Income taxes decreased approximately $2 million for the fiscal year
ended March 31, 2004 compared with fiscal 2003 primarily due to lower taxable
income.

Equity in income of nuclear power companies
remained relatively unchanged during the fiscal year ended March 31, 2005
compared with the same period in the prior year. It decreased approximately $3
million during the fiscal year ended March 31, 2004 compared with the same
period in fiscal 2003 due to the redemption of the Company's interest in
the Vermont Yankee Nuclear Power Corporation.

Other income net remained relatively unchanged
during the fiscal year ended March 31, 2005 compared with the prior year. It
increased approximately $2 million during the fiscal year ended March 31, 2004
compared with fiscal 2003 due to increased interest income of approximately $1
million and the sale of nonutility property of approximately $1
million.

Interest expense increased approximately $5
million for the fiscal year ended March 31, 2005 compared with the prior year
primarily due to increased interest rates on the Company's variable rate
long-term debt of approximately $2 million and interest charges of approximately
$2 million that resulted from a tax appeal settlement.

Interest expense decreased approximately $2
million for the fiscal year ended March 31, 2004 compared with the prior year
primarily due to decreased interest rates on the Company's variable rate
long-term debt.

17.   You indicate in your business discussion that
the Regional Transmission Organization (RTO) commenced operations effective
February 1, 2005, and the company has become a Participating Transmission Owner
(PTO).  Provide us an understanding of whether and how this change will affect
your results of operations.  If the effect related to the control of your
transmission assets, please help us understand how the change will affect how
you bill users of your transmission system.

RESPONSE:

Our tariff arrangements permit the Company to recover
its costs and earn a return on its investment.  We expect revenue and net income
to increase over what they would otherwise have been in fiscal 2006, as our
rates now reflect a conditional increase to return on equity, partially offset
by a regulatory liability for the amount we believe may be subject to refund.
That issue is currently being litigated at the Federal Energy Regulatory
Commission (FERC) and in the courts and is not yet resolved.  We have accounted
for the interim rulings as follows.  Beginning in February 2005, we incorporated
a proposed return on equity of 12.8% (our then current return on equity was
10.25%) and increased our customer billing rates as authorized by the FERC.  In
addition, we recorded a regulatory liability in fiscal 2005 for the amount that
we believe may be subject to refund to our customers.  In May 2005, an
administrative law judge recommended an adjusted rate of return to the FERC.  As
a result, we adjusted our regulatory liability in fiscal 2006 to align the
potential customer refund with the judge's recommendation.  The FERC is
expected to issue its final order on the judge's ruling and the change to
our return on equity by the end of calendar 2005.  However, several parties,
including the Company, have appealed prior FERC orders relating to the return on
equity issue to the US Court of Appeals for the District of Columbia.  Thus, a
final resolution of all issues associated with the return that the Company earns
retroactive to February 2005 is unlikely until 2006 or 2007.

The RTO has increased the control that the Independent
System Operator -New England (ISO-NE), a public utility regulated by FERC,
has over the Company's transmission assets.  This increased control
includes functions such as outage scheduling, capacity ratings, and
administrative coordination with customers taking transmission service. The
Company also has an increased obligation to build needed transmission
infrastructure identified by ISO-NE.  Any increased investment is recoverable
under our transmission tariff.

The implementation of the RTO and our status as a PTO
have not impacted how we bill us