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)
March 15, 2002
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Commission File Number 1-5324
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NORTHEAST UTILITIES
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(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-2147929
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(State or other jurisdiction of (I.R.S. Employer incorporation or
organization) Identification No.)
174 BRUSH HILL AVENUE, WEST SPRINGFIELD
MASSACHUSETTS 01090-0010
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(Address of principal executive offices) (Zip Code)
(413) 785-5871
(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last
report)
Item 4. Changes in Registrant's Certifying Accountant.
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On March 15, 2002, Northeast Utilities ("the Company")
decided to no longer engage Arthur Andersen LLP ("Arthur
Andersen" or "AA")as the Company's independent public accountants.
This determination followed the Company's decision to seek
proposals from other independent accountants to audit the Company's
consolidated financial statements for the year ending December 31,
2002.
The decision not to renew the engagement of AA was made
by the Board of Trustees of the Company based upon a
recommendation of its Audit Committee.
Arthur Andersen's reports on the Company's consolidated
financial statements for each of the years ended 2000 and 1999
did not contain an adverse opinion or disclaimer of opinion, nor
were they qualified or modified as to uncertainty, audit scope or
accounting principles. AA's report on the Company's consolidated
financial statements for the year ended 2001 has not yet been issued,
but is expected to be issued on an unqualified basis in late March
2002 in conjunction with the filing of the Company's Annual Report on
Form 10-K for the year ended December 31, 2001. Arthur Andersen's
report includes an explanatory paragraph with respect to the adoption
of Statement of Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities," as amended.
During the years ended December 31, 2001, 2000 and 1999 and
through the date hereof, there were no disagreements with Arthur
Andersen on any matter of accounting principle or practice,financial
statement disclosure, or auditing scope or procedure which, if not
resolved to AA's satisfaction, would have caused them to make
reference to the subject matter in connection with their report on the
Company's consolidated financial statements for such years; and there
were no reportable events as defined in Item 304(a)(1)(v) of Regulation
S-K.
The Company provided Arthur Andersen with a copy of the
foregoing disclosures. Attached as Exhibit 16 is a copy of AA's
letter, dated March 22, 2002, stating its agreement with such
statements.
Effective March 15, 2002, the Board of Trustees, based
on upon a recommendation of its Audit Committee, retained
Deloitte & Touche as its independent auditors to audit the Company's
consolidated financial statements for the year ending December 31,
2002. The decision to retain Deloitte & Touche will be submitted to
shareholders for nonbinding ratification at the Company's 2002 Annual
Meeting of Stockholders to be held on May 14, 2002.
During the years ended December 31, 2001 and 2000 and
through the date hereof, the Company did not consult Deloitte &
Touche with respect to the application of accounting principles to
a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's consolidated
financial statements, or any other matters or reportable events
as set forth in Items 304(a)(2)(i) and (ii) of Regulation S-K.
The Declaration of Trust of the Company does not require that
its shareholders ratify the selection of our independent auditors.
If the appointment of Deloitte & Touche is ratified, the Board of
Trustees and its Audit Committee may, in their discretion, change
the appointment at any time during the year if they determine that such
change would be in the best interests of the Company and its
shareholders.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
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Exhibit 16 Letter from Arthur Andersen LLP to Filed with
The Securities and Exchange this document
Commission dated March
22, 2002
Exhibit 99 Press Release dated Filed with
March 15, 2002 this document
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: Vice President,
Secretary and
General Counsel
Date: March 22, 2002