Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Sign up Log in

National Grid PLC Annual Report 2003

Nov 10, 2003

4816_rns_2003-11-10_ea79045e-c6b1-477e-a860-5415cb788701.zip

Annual Report

Open in viewer

Opens in your device viewer

U5S/A 1 u5s-amd.htm Form U5S Amendment 1

File No. 030-00354

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. AMENDMENT NO. 1 TO FORM U5S ANNUAL REPORT FOR THE FISCAL YEAR ENDED MARCH 31, 2003 Filed pursuant to the Public Utility Holding Company Act of 1935 by

National Grid Transco plc
National Grid (US) Holdings Limited
National Grid (US) Investments 4
National Grid (US) Partner 1 Limited
National Grid (US) Partner 2 Limited
1-3 Strand
London, WC2N 5EH
England
National Grid General Partnership
One Rodney Square
Wilmington, DE 19801
National Grid Holdings Inc.
National Grid USA
25 Research Drive
Westborough, MA 01582

Explanatory Note This amendment to the Annual Report on Form U5S for the fiscal year ended March 31, 2003 is being filed to restate the shareholder's equity of certain intermediate holding companies. In the Form U5S filed on July 29, 2003, certain intermediate holding companies included in shareholders' equity amounts equal to the excess of fair market value over book value of net assets with respect to companies that were transferred within the system. This amendment reflects adjustments to shareholders' equity to exclude those amounts in accordance with US generally accepted accounting principles. This change does not affect the financial statements of National Grid Transco plc nor does it affect the financial statements of National Grid USA, and the financial statements of those companies have not been revised. Except as required to reflect the effects of the restatement, no other substantive changes have been made to the Annual Report. ITEM 1. SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF MARCH 31, 2003 Part A. COMPANIES ABOVE NATIONAL GRID USA

No. of Percentage Issuer Owner
common Voting power Book Book
shares owned 100 % unless Value Value
stated $'000 $'000
National Grid Transco plc (1)
Subsidiary of the parent holding Company- National Grid Transco plc
National Grid (US) Holdings Limited Ordinary £1 931,252 2,908,222 2,829,777
Non-equity securities 36,230 36,230
NGG Finance PLC (2) Ordinary £1 1,650,000 232,329 225,879
Non-equity securities 286,172 286,172
National Grid Holdings One plc (3) Ordinary £0.1176 1,498,496,751 3,053,442 238,363
Non- equity securities 6,249,970 6,249,782
Lattice Group plc (†) Ordinary £0.10 3,613,195,742 771,000 226,588
Non-equity securities 504,000 504,000
Subsidiary of National Grid (US) Holdings Limited
National Grid (US) Investments 4 Ordinary £1 300 2,490,831 3,257,497
Non- equity securities 6,253,381 6,253,868
National Grid (US) Investments 2 Ordinary £1 100 - -
National Grid (US) Investments 5 (*) Ordinary £1 1 - -
National Grid (US) Investments 6 (*) Ordinary £1 1 - -
Subsidiary of National Grid (US) Investments 4
National Grid (US) Partner 1 Limited Ordinary US$1 1,980,002 4,532,146 4,532,146
National Grid (US) Partner 2 Limited Ordinary US$1 20,002 45,779 45,779
National Grid Twelve Limited Ordinary US$1 15,000,000 3,761,796 3,761,796
Subsidiary of National Grid Twelve Limited
National Grid Eight Limited (4) Ordinary US$315.50 10,000,000 202,403 2,721,781
National Grid Eleven Limited (4) Ordinary US$273 5,000,000 81,902 1,040,000
Subsidiary of National Grid (US) Partner 1 Limited
National Grid General Partnership (5) Partnership 99 3,615,803 n/a
National Grid Holdings Inc. (USA) Ordinary US $0.10 99 3,670,521 3,474,979
Subsidiary of National Grid (US) Partner 2 Limited
National Grid General Partnership (5) Partnership 1 36,523 n/a
National Grid Holdings Inc. (USA) Ordinary US $0.10 1 37,076 35,101
Subsidiary of National Grid General Partnership
National Grid US LLC (6) - 143,812 142,237
NG Chicago LLP (USA) Ordinary US$1 - -
National Grid Holdings Inc. (USA) Ordinary US$0.10 5,000,000 3,707,597 3,510,080
Subsidiary of National Grid Holdings Inc.
National Grid Ten $1 ordinary 1,148,826 177 -
NGG (Delaware) LLC (7)
National Grid USA Common 1,000 7,231,592 7,362,326
Non-equity securities 135,500 249,500
Subsidiary of the parent holding Company- National Grid Holdings One plc
National Grid Holdings Limited (8) Ordinary £1 99,999,999 5,686,557 3,117,628
Non-equity securities 16,304,280 16,297,913
National Grid Netherlands One BV (9) Ordinary Euro1 2,200,000 2,154 2,182
National Grid Netherlands Two BV (10) Ordinary Euro1 2,200,000 2,151 2,182
National Grid Netherlands Three BV (11) Ordinary Euro1 2,200,000 2,145 2,182
National Grid Ireland Three (12) Ordinary £1 1,200,500,000 1,896,808 1,896,790
National Grid Eighteen Limited (13) Ordinary £1 3,050 2,379,639 2,370,003
Partnership of National Grid Netherlands One, Two and Three
(14)
Toren
CV 58,430
Non-equity securities 1,900,454 1,900,454
Subsidiary of National Grid Eighteen Limited
National Grid Seventeen Limited (15) Ordinary £1 1 - -
National Grid Fifteen Limited (16) Limited by Guarantee- no share capital - -
NG Malta One Limited (17) Ordinary £1 1,550 2,212,289 2,212,002
Non-equity securities 2,268,187 2,268,187
NGG Finance a Islandi ehf (18) Isk ordinary 1,000,000 1
NGG Holdings a Islandi ehf (19) Isk A ordinary 500,000 1
Subsidiary of National Grid Fifteen Limited
National Grid Sixteen Limited (20) Ordinary £1 500 2 2
Subsidiary of NG Malta One Limited
NG Malta Two Limited (21) Ordinary £1 1,350 2,269,195 2,212,002
B Preference shares
Subsidiary of National Grid Holdings Limited
ENMO Limited (22) A Ordinary £1 2,250,000 75 1,108 -
B Ordinary £1 nil 25 370 n/a
Non-equity securities 1,778 1,778
NGT Nominees Limited (23) Ordinary £1 2 - -
National Grid Five Limited Ordinary £1 263,368,411 1,383,471 1,374,946
Non-equity securities 405,046 405,046
National Grid Four Limited (24) Ordinary £1 100 (251,062) -
Preferred Ordinary 700,000,000 251,062 251,062
National Grid Gold Limited (25) Ordinary £1 10,000 426,724 632,000
A Ordinary £1 2,214,196 2,211,035
Non-equity securities 84,669 84,669
NGT Insurance Company (Guernsey) Limited (26) Ordinary £1 1,300,000 42,576 34,760
Non-equity securities 7,900 n/a
A shares £1 - -
National Grid Jersey Holdings Three Limited Ordinary £0.01 350 (10) -
National Grid Jersey Holdings Four Limited Ordinary £0.01 400 13,151 6,320
National Grid Jersey Holdings Five Limited Ordinary £0.01 148,843 (111) -
National Grid One Limited Ordinary £1 100 4,969 50
Non-equity securities 5,073 5,073
National Grid Two Limited Ordinary £1 100 2,859 48
NGG Telecoms Holdings Limited (27) Ordinary £1 10,638,758 4,076,957 4,009,942
A shares £1 2 2
B shares £1 2 2
515,524 515,524
NGG Telecoms Investment Limited Ordinary £1 2 - -
Non-equity securities 383,229 383,229
National Grid (US) Investments 3 Ordinary £1 1 50 - -
National Grid (US) Investments Ordinary £1 225,299 99.7 1,073,165 1,098,637
Non-equity securities 23,737 23,737
National Grid (Ireland) 1 Limited (28) Ordinary US$50 262,364 4,331,339 6,364,986
Non-equity securities
National Grid Company plc (29) Ordinary £0.20 31,865 1,715,643 4,243,880
Non-equity securities 68,572 68,572
The National Grid Group Quest Trustee Company Limited (*) Ordinary £1 2
National Grid Nineteen Limited (30) Ordinary £1 5,000
National Grid Twenty Limited (31) Ordinary £1 5,000
National Grid Twenty One Limited (32) Ordinary £1 5,000
Subsidiary of National Grid Company plc
-NGC Employee Shares Trustee Limited (*) 2
NGC Leasing Limited Ordinary £1 100 - -
Non-equity securities 11,984 11,984
-Elexon Limited (33)
Subsidiary of NGT Nominees Limited
-BSc Co. Limited (*) Ordinary £1 1
-Electracom Limited (*) Ordinary £1 2
-Energi Limited (*) Ordinary £1 2
-Energis Services Limited (*) Ordinary £1 2
-Energy Market Operations Limited (*) Ordinary £1 1
-Energy Settlements and Information Services -Limited (*) Ordinary £1 2
-Enex Operations Limited (*) Ordinary £1 1
-EPFA Limited (*) Ordinary £1 1
-EPFAL Limited (*) Ordinary £1 2
-First Point Services Limited (*) Ordinary £1 1
-First Point Solutions Limited (*) Ordinary £1 1
-Gemstone Software Limited (*) Ordinary £1 1
-Grid International Limited (*) Ordinary £1 2
-Gridnat Limited (*) Ordinary £1 1
Grid Investment Holdings Limited (*) Ordinary £1 100 - -
-International Power Systems Limited (*) Ordinary £1 2
-IPS Limited (*) Ordinary £1 2
-NATGRID Limited (*) Ordinary £1 2
-Natgrid Holdings Limited (*) Ordinary £1 1
National Grid Holland Limited Ordinary £1 100 1
-National Grid Market Services Limited (*) Ordinary £1 1
National Grid Transco Europe Limited (*) (34) Ordinary £1 1
National Grid Transco Group Limited (*) (34) Ordinary £1 1
National Grid Transco Holdings Limited (*) (34) Ordinary £1 1
National Grid Transco International Limited (*) (34) Ordinary £1 1
National Grid Transco One Limited (*) (34) Ordinary £1 1
-NetMap Limited(*) Ordinary £1 1
-NGC Energy Limited (*) Ordinary £1 2
-NGC (GB) Limited (*) Ordinary £1 2
-NGC Leisure Limited (*) Ordinary £1 2
-NGG Limited (*) Ordinary £1 1
-Powercom Limited (*) Ordinary £1 2
-Supergrid Limited (*) Ordinary £1 2
Teldata International Limited Ordinary £1 2 181 -
-Teldata Services Limited (*) Ordinary £1 1
-Teldata Solutions Limited (*) Ordinary £1 1
-Telecom Electric Limited (*) Ordinary £1 2
-Transgrid Limited (*) Ordinary £1 1
Subsidiary of Grid Investment Holdings Limited Grid
One Limited (*) Ordinary £1 Non-equity security 1 1
Investment of National Grid Four Limited
Energis plc (35) - 123,582,445 7.1 (11,548) -
Subsidiary of National Grid Jersey Holdings Five Limited
National Grid Three Limited Ordinary £1 505 (1,290,953) -
Non-equity securities 2,280,583 2,280,583
Subsidiary of National Grid Three Limited
NGG Telecoms Limited Ordinary £1 216,810,197 875,213 875,224
Non-equity securities 520,472 520,472
Associate of NGG Telecoms Limited
Energis plc (35) 442,500,000 25.4 (41,312) -
-NGC IT Limited (*) Ordinary £1 2
Subsidiary of National Grid (Ireland) 1 Limited
National Grid (Ireland) 2 Limited Ordinary US$50 745,807 3,874,854 2,960,260
7,088 7,088
National Grid Nine Limited (36) Ordinary £1 2,626 26 1,717,257 1,363,960
Subsidiary of National Grid (Ireland) 2 Limited
National Grid Nine Limited (36) Ordinary £1 7,474 74 4,887,577 3,882,039
Subsidiary of National Grid Five Limited
National Grid Six Limited Ordinary £1 1 (84,080) -
Non-equity securities 147,927 32,230
NATGRID Finance Holdings Limited Ordinary £1 3,500,100 1,358,549 1,343,000
Non-equity securities 2,362,529 2,362,529
National Grid International Limited Ordinary £1 83,600,100 (792,184) -
1,682,871 1,682,871
NGC Two Limited Ordinary £1 160,000,000 232,201 266,021
Subsidiary of NatGrid Finance Holdings Limited
NATGRID Finance Limited Ordinary £1 100 2,445,382 2,328,271
Subsidiary of NatGrid Finance Limited
NG Jersey Limited Ordinary £0.01 140,000 2,262,299 2,212,000
NG Investments Limited Ordinary £0.01 68,197 109,009 107,748
Subsidiary of NG Investments Ltd
NatGrid Investments Ltd (37) Ordinary £1 1,000 7,273 158
A Shares £1 100 178 -
B Shares £1 300 7,274 -
Subsidiary of NGC Two Limited
The National Grid Investments Company Ordinary £1 10,000,000 91,474 15,800
A Ordinary £1 213,605 212,943
32,375 32,375
Subsidiary of National Grid International Limited
NG Procurement Holdings Limited Ordinary £1 506,002 (3,040) -
National Grid (IOM) UK Limited Ordinary £1 2,000 28,254 7,110
National Grid Overseas Limited (38) Ordinary £1 200 220,987 57,964
Non-equity securities 431,902 431,902
B Ordinary £1 384,490 424,985
National Grid Seven Limited Ordinary £1 100 87,711 70,689
77,681 77,681
Network Mapping Limited Ordinary £1 300,000 - -
National Grid Indus BV Ord NLG 1000 87,352 62,105 56,880
NGC Indus Limited (*) Ordinary £1 33,113,000 - -
NGC Zambia Limited Ordinary £1 15,754,000 46,000 28,756
NG Australia GP Pty Ltd Ordinary AS$1 597,636 359 349
NG Australia LLP (39) Partnership n/a 99 31,707 34,596
Original Basslink Pty Limited (*) 1
The Electricity Transmission Company Limited Ordinary £1 34,110,429 - -
Britned Development Limited (40) 1 50 - -
National Grid Zambia Limited (41) Ordinary US $1 46,000,001
Subsidiary of NG Procurement Holdings Limited
National Grid Procurement BV Ordinary Euro450 40 220 -
Non-equity securities 3,040 3,040
Subsidiary of National Grid Overseas Limited
National Grid Overseas Two Limited Ordinary £1 100 (335,904) -
1,489,540 1,489,540
Subsidiary of NG Australia LLP
National Grid Australia Pty Limited Ordinary AS$1 59,763,603 136,660 136,660
Subsidiary of National Grid Australia PTY Limited
Basslink Pty Limited Ordinary AS$1 43,600,000 26,160 26,160
Non-equity 110,500 110,500
Subsidiary of National Grid Seven Limited
National Grid Holdings BV Ordinary Euro450 62 202,510 153,606
Non-equity securities 12,443 12,455
Subsidiary of National Grid Holdings BV
National Grid Poland BV Ordinary Euro450 40 (43,868) -
Non-equity securities 1 43,870 43,870
National Grid Central Europe BV Ordinary Euro450 40 - -
National Grid Brazil BV Ordinary Euro450 40 (491,211) -
Non-equity 486,254 486,339
National Grid Manquehue BV Ordinary Euro450 40 (89,416) -
88,779 88,777
National Grid Finance BV Ordinary Euro450 120 (7,982) -
Non-equity securities 7,967 8,000
National Grid Zambia BV Ordinary Euro450 50,000 49,751 -
National Grid India BV Ordinary Euro450 40 (41) 21
NGC do Brasil Participacoes Ltda - 197 376
National Grid Brazil Transmission BV Ordinary Euro450 400 12,407 13,383
National Grid Brazil Finance Ordinary £1 214 118,356 113,021
National Grid Fourteen Limited Ordinary £1 2 - -
Subsidiary of National Grid Poland BV
Energis Polska Sp z.o.o 318,266 18.5 (16,117) -
Subsidiary of National Grid Central Europe BV
Central Europe Telecoms Holdings BV Ordinary Euro450 40 - 8
Subsidiary of National Grid Brazil BV
JVCO Participacoes Ltda 900,000,000 50 - -
Subsidiary of JVCO Participacoes Ltda
Holdco Participacoes Ltda 3,000,000,000 ** **
Subsidiary of Holdco Participacoes Ltda
Intelig Telecomunicacoes Ltda 3,000,000,000 ** **
Subsidiary of National Grid Fourteen Limited
National Grid Chile BV Ordinary Euro450 40 (72,396) -
Non-equity 72,385 72,348
Subsidiary of National Grid Chile BV
Inversiones ABC Limitada (42) 61,500,500 50 5,669 -
Subsidiary of National Grid Finance BV
Compania Inversora En Transmicion Electrica CITELEC S.A. 105,974,400 42.5 46,259 -
Subsidiary of Compania Inversora En Transmicion Electrica CITELEC
S.A
Transener S.A (43) 234,129,232 ** **
Subsidiary of Transener S.A
Transba S.A (44) 198,160,309 ** **
Subsidiary of National Grid Zambia BV
Copperbelt Energy Corporation plc 3,850,000 38.5 23,203 26,626
Subsidiary of Lattice Group plc
Lattice Group Holdings Limited (†) Ordinary £1 231,321,001 (28,121) 365,487
Non-equity securities 1,496,000 1,496,000
National Grid Properties Limited Ordinary £1 34,806,296 55,139 54,993
Non-equity securities 58,457 58,457
Transco Holdings plc (†) Ordinary £1 147,000,002 5,485,760 557,448
Non-equity securities 4,236,000 4,236,000
Subsidiary of Lattice Group Holdings Limited
Advantica Technologies Limited (†) Ordinary £1 30,101,700 26,459 47,561
Lattice Group International Holdings Ltd (†) Ordinary £1 26,401,700 41,219 41,715
Secondsite Property Portfolio Limited (†) Ordinary £1 31,000,200 48,980 48,980
Telecom International Holdings Limited (†) Ordinary £1 8,300,100 254,952 230,620
Lattice Telecommunications Asset Development Company Limited
(†) Ordinary £1 88,900,001 189,232 140,462
Eastlands (Benefits Administration) Limited (†) Ordinary £1 2 - -
Beegas Nominees Limited (†) Ordinary £1 100 - -
Stargas Nominees Limited (†) Ordinary £1 100 - -
Lattice Energy Services Limited (†) Ordinary £1 2 (16,846) -
NGT Insurance Company (Isle of Man) Limited (†) (incorporated
in the Isle of Man) Ordinary £1 2,514,000 211,930 149,247
NGT Insurance Company (Ireland) Limited (†) (incorporated in
the Republic of Ireland) (*) Ordinary £1 435,000 15,800 15,800
Lattice Telecom Finance (No 1) Limited (†) (incorporated in
the Isle of Man) Ordinary £1 10,000 536 15,800
Lattice Group Trustees Limited (†) Ordinary £1 2 - -
Fulcrum Connections Limited (†) Ordinary £1 10,000,000 (2,779) 15,800
Lattice Group Employee Benefit Trust Limited (†) Ordinary £1 2 - -
Lattice Intellectual Property Limited (†) Ordinary £1 2 - -
Utility Metering Services Limited (†) (45) Ordinary £1 1,000 (9,134) 1
Subsidiary of National Grid Properties Limited
NG Property Developments Limited Ordinary £1 300,000 521 506
Subsidiary of Advantica Technologies Limited
Advantica Corporate Ventures Limited (†) Ordinary £1 2 (16,664) -
Risx Limited (†) (incorporated in Scotland) Ordinary £1 10 474 474
Stoner Associates Europe Limited (†) Ordinary £1 2 607 1,108
Subsidiary of Advantica Corporate Ventures Limited
Cogsys Limited (†) Ordinary "A" £1 Ordinary "B"
£1 695,618 1 87.7 (1,097) 610
Subsidiary of Risx Limited
Risx Environmental Management Ltd (*)(†) (incorporated in
Scotland) Ordinary £1 2 5 5
Subsidiary of Lattice Group International Holdings Limited
Lattice Group US Holdings Inc (†) Ordinary US$0.01 100 24,238 23,878
Viavera gmbh (†) (incorporated in Germany) Ordinary €1 40,000 40 2,008 2,008
Subsidiary of Lattice Group US Holdings Inc
Stoner Associates Inc (†) (incorporated in the
USA) Common stock of US$0.01 1000 6,827 11,077
Advantica Technologies Inc (†) (incorporated in the
USA) Common stock of US$1 10,001 5,726 12,801
Subsidiary of Stoner Associates Inc
Stoner Associates Australasia Pty Limited (†) (incorporated
in Australia) - -
Subsidiary of Secondsite Property Portfolio Limited
Port Greenwich Limited (†) Ordinary £1 100 (28,585) -
Secondsite Land Investments Limited (†) Ordinary £1 101 68,978 -
Secondsite Property Holdings Limited (†) Ordinary £1 31,000,002 383,908 48,980
Secondsite Property Nominees (No 1) Limited (†) Ordinary £1 2 - -
Secondsite Property Nominees (No 2) Limited (†) Ordinary £1 2 - -
Secondsite Regeneration Limited (*)(†) Ordinary £1 100 - -
Subsidiary of Secondsite Land Investments Limited
Assethall Limited (*)(†) Ordinary £1 25,000 (20,000) -
Mainstream Forty Seven Limited (*)(†) Ordinary £1 1,001 (1,972) 2
Subsidiary of Telecom International Holdings Limited
Gridcom (UK) Limited (†) Ordinary £1 260,,000,200 12,174 50,283
186k Limited (†) Ordinary £1 149,700,002 (421,422) -
Urband Limited (†) Ordinary "A" shares £1 4,750,000 50 - -
Subsidiary of Gridcom (UK) Limited
Gridcom Limited Ordinary £1 4,000,000 (15,523) 13,114
RT Masts Limited (†) Ordinary £1 160,625 10,706 6,005
SST Telecom Limited (*)(†) Ordinary £1 2 - -
SST GMbH (†) (incorporated in Germany) 40 -
SST Communications SAS (†) (incorporated in
France) 5 -
STC International Holdings Limited (*)(†) Ordinary £1 1,000,000 (28,747) 1,580
Ample Design Limited (*)(†) Ordinary "A" £1 Ordinary "B"
£1 10,000 22,727 634 -
Telink Limited (*)(†) Ordinary £1 2 20 -
Subsidiary of RT Masts Limited
Skymasts Limited (*)(†) Ordinary £1 2 - -
RT Masts (Property) Limited (*)(†) Ordinary £1 15,003 - -
Subsidiary of SST Communications SAS
Sofrer SA (†) (incorporated in France) - -
Subsidiary of STC International Holdings Limited
Aerial Group Limited (*)(†) Ordinary "A" £0.01 Ordinary "B"
£0.01 Ordinary "C" £0.01 "A" cumulative
pref. Shares "B" cumulative pref. Shares "C"
cumulative pref. Shares 273,125 182,084 98,150 9.967,400 1,100,000 7,722,821 (3,476) -
Subsidiary of Aerial Group Limited
AGL Systems International Limited (*)(†) Ordinary £1 2 (708) -
Aerial UK Limited (*)(†) Ordinary £1 100,000 4,160 -
Jackson & Luttman Limited (*)(†) Ordinary £1 2 - -
Subsidiary of Aerial UK Limited
Gridcom Aerial Sites plc (†) Ordinary £1 100,000 6,841 7,593
Subsidiary of Lattice Intellectual Property Limited
99.999 Limited ()(†) — Arterion Limited ()(†) Ordinary £1 — Ordinary £1 2 — 2
Advantica QA Limited (*)(†) Ordinary £1 2
Arterion (Employers) Limited (*)(†) Ordinary £1 1
Advantica Stoner Limited (*)(†) Ordinary £1 1
Arterion Technologies Limited (*)(†) Ordinary £1 2
Advantica Limited (*)(†) Ordinary £1 2
Contiguous Limited (*)(†) Ordinary £1 1
Eastlands Limited (*)(†) Ordinary £1 1
Fastnet Caloosahatchee Communications Limited (*)(†) (incorporated in the British Virgin
Islands) Ordinary US$ 1 1
First Connect Limited (*)(†) Ordinary £1 1
First Connect Utilities Limited (*)(†) Ordinary £1 2
Fpltelecom Limited (*)(†) Ordinary £1 2
Gridmet Limited (*)(†) Ordinary £1 2
Gas Research & Technology Centre Limited
(*)(†) Ordinary £1 2
GRTC Limited (*)(†) Ordinary £1 2
Lattice Lng Limited (*)(†) Ordinary £1 2
ITG Limited (*)(†) Ordinary £1 2
Infrastructure Technology Group Limited (*)
(†) Ordinary £1 2
Lattice Limited (*) Ordinary £1 2
Secondsite Land Developments Ltd (*)(†) Ordinary £1 2
Lattice Group (Employers) Limited (*)(†) Ordinary £1 2
Lattice Group Holdings (Employers) Limited
(*)(†) Ordinary £1 2
Lattice Energy Services (Employers) Limited
(*)(†) Ordinary £1 2
Lattice Property (Employers) Limited (*)(†) Ordinary £1 1
Transco Holdings (Employers) Ltd (*)(†) Ordinary £1 2
Advantica Technologies (Employers) Limited
(*)(†) Ordinary £1 2
Loughborough Park Management Ltd (*)(†) Ordinary £1 2
NGT Metering Limited (*)(†) Ordinary £1 1
NGT Onstream Limited (*)(†) Ordinary £1 2
On Stream Asset Management Services Limited
(*)(†) Ordinary £1 1
On Stream Services Limited (*)(†) Ordinary £1 1
On Stream Solutions Limited (*)(†) Ordinary £1 1
On Stream.Com Limited (*)(†) Ordinary £1 1
On Stream Data Management Limited (*)(†) Ordinary £1 1
On Stream Data Provision Limited (*)(†) Ordinary £1 1
On Stream Metering Limited (*)(†) Ordinary £1 1
On Stream Meter Operations Limited (*)(†) Ordinary £1 1
On Stream Meter Reading Services Ltd (*)(†) Ordinary £1 1
On Stream Utilities Limited (*)(†) Ordinary £1 1
On Stream Worldwide Limited (*)(†) Ordinary £1 1
Secondsite Estates Limited (*)(†) Ordinary £1 2
Secondsite Holdings Limited (*)(†) Ordinary £1 2
Lattice Land Investments Limited (*)(†) Ordinary £1 2
Secondsite Property Limited (*)(†) Ordinary £1 2
Lattice Property Holdings Limited (*)(†) Ordinary £1 2
Lattice Property Portfolio Limited (*)(†) Ordinary £1 2
Secondsite Portfolio Solutions Limited (*)(†) Ordinary £1 2
Lattice Land Developments Limited (*)(†) Ordinary £1 1
Transco Asset Management Limited (*)(†) Ordinary £1 2
Transco Asset Management (Scotland) Limited (*)(†) Ordinary £1 2
Transco Asset Management (Wales) Limited (*)(†) Ordinary £1 2
Transco Asset Maintenance Limited (*)(†) Ordinary £1 2
Transco Asset Maintenance (Scotland) Limited (*)(†) Ordinary £1 2
Transco Asset Maintenance (Wales) Limited (*)(†) Ordinary £1 2
Transco Connections (Scotland) Limited (*)(†) Ordinary £1 2
Transco Connections (Wales) Limited (*)(†) Ordinary £1 2
Transco Emergency Services Limited (*)(†) Ordinary £1 2
Transco Emergency Services (Scotland) Limited (*)(†) Ordinary £1 2
Transco Emergency Services (Wales) Limited (*)(†) Ordinary £1 2
Transco Lng Storage Limited (*)(†) Ordinary £1 2
Transco Metering Services (Scotland) Limited (*)(†) Ordinary £1 2
Transco Pipelines Limited (*)(†) Ordinary £1 2
Transco Pipeline Constructors Limited (*)(†) Ordinary £1 2
Transco Pipeline Constructors (Scotland) Limited
(*)(†) Ordinary £1 2
Transco Pipeline Constructors (Wales) Limited (*)(†) Ordinary £1 2
Transco Pipelines (Scotland) Limited (*)(†) Ordinary £1 2
Transco Pipelines (Wales) Limited (*)(†) Ordinary £1 2
Transco Connections Limited (*)(†) Ordinary £1 2
Transco Transportation Company Limited (*)(†) Ordinary £1 2
Vesas Limited (*)(†) Ordinary £1 1
Subsidiary of Transco Holdings plc
British Transco Finance (No 5) Limited (†) Ordinary £1 2 - -
Transco plc (†) Ordinary £0.0133 3,944,133,593 15,853,720 15,270,700
Non-equity securities 3,500,003 3,493,640
Subsidiary of Transco plc
British Transco International Finance BV (†) (incorporated in
the Netherlands) Ordinary €1,000 505 4,939 16,960
Joint Radio Company Limited (†) Ordinary "A" £1 1 50 - -
Lattice Opsco Limited (*)(†) Ordinary £1 2 - -
C4Gas SA(†) (incorporated in Belgium) Ordinary "B" €210 475 47.5 - -
British Transco Capital Inc (†) (incorporated in the
USA) Ordinary US$1 20,000 1,084 5,277
British Transco Finance Inc (†) (incorporated in the
USA) Ordinary US$1 20,000 493 1,706
British Transco Finance (No 3) Limited (†) Ordinary £1 2 901 -
Transco Metering Services Ltd (†) Ordinary £1 1,373,399 17,908 2,169
British Transco Finance (No 1) Limited (†) (incorporated in
the Cayman Islands) Ordinary £1 1,000 - -
Subsidiary of British Transco Finance (No 1) Ltd
British Transco Finance (No 2) Limited (†) (incorporated in
the Cayman Islands) Ordinary £1 1,000 - -

Part A Notes

(*) Dormant
(**) Entity is not controlled by National Grid and this information is either
not known to National Grid Transco or reasonably available to National Grid
Transco.
(†) Entity became part of the Group on the merger of Lattice Group plc and
National Grid Group plc on 21 October 2002 and unless otherwise stated is
incorporated under the laws of England and Wales. Lattice Group plc and its
operating subsidiaries are involved in gas and telecoms infrastructure networks
and associated services.
(1) The name of the ultimate parent undertaking was changed from National Grid
Group to National Grid Transco plc on the merger of National Grid Group and
Lattice Group, effective 21 October 2002.
(2) NGG Finance plc. 50,000,000 US$1 Redeemable Preference A shares are held by
National Grid Eight Limited and 18,500,000 US$1 Redeemable Preference A shares
are held by National Grid Eleven Limited. In addition, on 18 March 2003,
150,000,000 US$1 Redeemable Preference B shares were issued to National Grid
Eight Limited and 62,500,000 US$1 Redeemable Preference B shares were issued to
National Grid Eleven Limited.
(3) National Grid Holdings One plc has issued one £1 B share to National
Grid Transco plc.
(4) In addition to its 100% ordinary shareholding, National Grid Twelve limited
holds one US$1 non-voting reorganisation share.
(5) National Grid General Partnership is a partnership of which 99% is held by
National Grid (US) Partner 1 Limited and 1% is held by National Grid (US)
Partner 2 Limited.
(6) National Grid General Partnership owns a 100% membership interest in
National Grid US LLC.
(7) National Grid Holdings Inc. owns a 100% membership interest in NGG
(Delaware) LLC.
(8) 1000 A shares in National Grid Holdings Limited are held by National Grid
One Limited.
(9) National Grid Netherlands One BV was incorporated in the Netherlands, as a
group subsidiary and intermediate holding company, on 31 July 2002.
(10) National Grid Netherlands Two BV was incorporated in the Netherlands, as a
group subsidiary and intermediate holding company, on 31 July 2002.
(11) National Grid Netherlands Three BV was incorporated in the Netherlands, as
a group subsidiary and intermediate holding company, on 31 July 2002.
(12) National Grid Ireland Three, an unlimited company, was incorporated in
Ireland on 26 July 2002, and provides financial management services to group
companies.
(13) National Grid Eighteen Limited, was incorporated in England and Wales, as a
group subsidiary and intermediate holding company, on 22 July 2002.
(14) Toren CV is a partnership, established in the Netherlands on 1 August 2002
by National Grid Netherlands One BV (98% interest), National Grid Netherlands
Two BV (1% interest) and National Grid Netherlands Three BV (1%
interest).
(15) National Grid Seventeen Limited, was incorporated in England and Wales, as
a group subsidiary and intermediate holding company, on 23 July 2002.
(16) National Grid Fifteen Limited, was incorporated in England and Wales, as a
group subsidiary and intermediate holding company, on 23 July 2002.
(17) NG Malta One Limited, was incorporated in Malta on 1 August 2002, and
provides financial management services to group companies.
(18) NGG Finance a Islandi ehf was incorporated in Iceland on 5 August 2002, to
provide financial management services to group companies.
(19) NGG Holdings a Islandi ehf was incorporated in Iceland on 5 August 2002, to
provide financial management services to group companies. The issued share
capital comprises 1'A' Ordinary share held by National Grid Eighteen
Limited.
(20) National Grid Sixteen Limited, was incorporated in England and Wales, as a
group subsidiary and intermediate holding company, on 23 July 2002.
(21) NG Malta Two Limited, was incorporated in Malta on 27 August 2002, and
provides financial management services to group companies. NG Malta One Limited
holds all the ordinary shares. National Grid Sixteen Limited holds all its 500
'B' preference shares.
(22) National Grid Holdings Limited holds all the A shares in ENMO Limited,
which give 75% of voting power. The remaining 25% of voting power is held by the
B shareholder which is not a group company.
(23) National Grid Nominees Limited changed name to NGT Nominees Limited on 14th
May 2003.
(24) 700 million Preferred ordinary shares in National Grid Four Limited, held
by National Grid Holdings Limited.
(25) The 1,000 'A' ordinary shares in National Grid Gold Limited are held by NG
Jersey Limited.
(26) National Grid Insurance Limited changed its name to NGT Insurance Company
(Guernsey) Limited on 15 November 2002. 1 Class 'A' £1 share and 100,000
£50 redeemable preference shares are held outside the group.
(27) 1,000 A shares in NGG Telecoms Holdings Ltd held by NatGrid Investments
Limited. 1,000 B shares held by National Grid Two Limited.
(28) 740,065 $50 preference shares in National Grid (Ireland) 1 Limited held by
National Grid Holdings Limited
(29) Name changed from 'The National Grid Company plc', on 21 October
2002.
(30) National Grid Nineteen Limited is a company organized under the laws of
England and Wales, incorporated on 27 September 2002 as a group subsidiary and
holding company, currently inactive.
(31) National Grid Twenty Limited is a company organized under the laws of
England and Wales, incorporated on 27 September 2002 as a group subsidiary and
investment company, currently inactive.
(32) National Grid Twenty One Limited is a company organized under the laws of
England and Wales, incorporated on 27 September 2002 as a group subsidiary and
holding company, currently inactive.
(33) National Grid Company plc is the registered shareholder of Elexon Limited.
However National Grid does not exercise control over this company.
(34) Five companies organized under the laws of England and Wales, were
incorporated as dormant group subsidiaries for name protection purposes.
(35) National Grid Four Limited holds 123,582,445 shares in Energis plc (7.1%)
and NGG Telecoms Limited holds 442,500,000 shares in Energis plc (25.4%).
Energis plc, is not controlled by National Grid Transco and is in
administration.
(36) National Grid Nine Limited. Ownership is split between National Grid
(Ireland) 1 Limited (26%) and National Grid (Ireland) 1 Limited (74%).
(37) 100 A shares in Natgrid Investments Ltd and 100 B shares are held by
National Grid Holdings Limited. 200 B shares are held by NGT Insurance Company
(Guernsey) Limited.
(39) NG Australia LLP is a limited liability partnership in which National Grid
International Grid Limited holds a 99% interest and NG Australia GP Pty Limited
holds a 1% interest.
(40) Britned Development Limited is a company organized under the laws of
England and Wales and is a joint venture company.
(41) National Grid Zambia Limited is a company organized under the laws of
England and Wales. National Grid Zambia Limited was incorporated on 20 December
2002 as a group subsidiary and holding company, currently inactive.
(42) Name changed from Silica Networks S.A to Inversiones ABC Limitada on 1
October 2002.
(43) Transener S.A. is 65% owned by Citilec S.A, whose interest in Transener is
split: 183,701,397 A shares and 50,427,835 B shares
(44) Transba S.A. is 90% owned by Transener S.A, whose interest in Transba is
split: 112,290,842 A shares and 85,896,467 B shares.
(45) Utility Metering Services. 200 ordinary shares (20%) held by Lattice
Telecom Finance (No1) Limited.

ITEM 1. SYSTEM COMPANIES AND INVESTMENTS THEREIN AS OF MARCH 31, 2003 Part B. National Grid USA and its Subsidiaries

| Name of Company (and abbreviation used
herein) | Number of Common Shares
Owned | Percent of Voting Power (100% unless
specified) | Value Per Books of Issuer and Carrying Value to
Owner (000's) |
| --- | --- | --- | --- |
| National Grid USA | | | |
| Granite State Electric Company (Granite) | 60,400 | | $49,240 |
| Massachusetts Electric Company (Mass Electric) | 2,398,111 | | 1,585,632 |
| Nantucket Electric Company (Nantucket) | 1 | | 23,679 |
| The Narragansett Electric Company (Narragansett) | 1,132,487 | | 879,985 |
| NEES Energy, Inc. (NEES Energy) | 1,000 | | (6,506) |
| Unsecured Debt | - | | 4,891 |
| Wayfinder Group, Inc. (Wayfinder) | 1,000 | | (4,466) |
| Unsecured Debt | - | | 7,241 |
| New England Hydro-Transmission Electric Company, Inc. (NEHTEC)
(2) | 1,172,586 | 53.97 | 16,769 |
| New England Hydro-Transmission Corporation (NEHTC) (2) | 5,333 | 53.97 | 9,926 |
| New England Electric Transmission Corporation (NEET) | 10 | | 527 |
| New England Energy Incorporated (NEEI) | 2,500 | | 0 |
| Unsecured debt | - | | 0 |
| National Grid USA Service Company, Inc. | 3 | | 8,153 |
| New England Power Company (NEP) | 3,619,896 | 99.64 | 1,018,296 |
| NEES Communications, Inc. (NEESCom) | 10,000 | | 108,847 |
| Unsecured debt | | | 102,210 |
| Metrowest Realty LLC (Metrowest) | | | 4,954 |
| Unsecured debt | | | 4,772 |
| EUA Energy Investment Corporation | 100 | | 19,836 |
| National Grid Transmission Services Corp. | 1,000 | | (213) |
| Unsecured debt | | | 225 |
| Niagara Mohawk Holdings, Inc. (3) | 160,239,818 | | 2,899,303 |
| National Grid Communications, Inc. | | | (572) |
| Unsecured debt | | | 625 |
| Grid America Holdings | 1,000 | | 100 |
| Grid America LLC (3A) | | | 100 |
| | | | $6,733,554 |
| | | | ========== |
| Niagara Mohawk Holdings, Inc. | | | |
| Niagara Mohawk Power Corporation | 187,364,863 | | 2,894,527 |
| NM Uranium, Inc. | | 2,000 | (57) |
| NM Receivables Corp. II | 2,000 | | 41 |
| NM Receivables LLC (4) | - | 99.99 | 221,261 |
| NM Properties, Inc. | 3,075 | | 16,546 |
| Arbuckle Acres, Inc. | 10 | | 0 |
| Salmon Shores, Inc. | 100 | | 0 |
| Salmon Shores Partnership (5) | | 50.00 | 0 |
| Riverview, Inc. | 314 | | 449 |
| Riverview Galusha LLC (6) | | 50.00 | 213 |
| Landwest, Inc. | 303 | | 771 |
| Hudson Pointe, Inc. | 100 | | 0 |
| Upper Hudson Development Inc. | 943 | | 1,174 |
| OPropCo., Inc. | 1,286 | | 5,858 |
| Moreau Park, Inc. | 215 | | 729 |
| Land Management & Development, Inc. | 971 | | 7,833 |
| Minoa Farms Development Company LLC (7) | | 50.00 | 288 |
| Salmon Hills Cross Country Ski Resort LLC (8) | | 15.00 | 0 |
| Salmon Shores Partnership (5) | | 50.00 | 0 |
| Second Street Associates, LLC (9) | | 50.00 | 106 |
| UMICO Holdings, Inc. | 68,579 | 34.29 | 1,128 |
| Opinac North America, Inc. | 1,000 | | 13,652 |
| Telergy, Inc. (10) | 1,483,340 | 18.00 | - |
| eVionyx, Inc. (11) | 18,000,000 | 16.00 | |
| Niagara Mohawk Energy, Inc. | 347 | | - |
| Telergy Central LLC (12) | | 25.00 | |
| Direct Global Power | 32,533 | 26.00 | - |
| Opinac Energy Corporation (13) | 12,800,001 | | 0 |
| NEESCom | | | |
| Goddard GigaPoP LLC (14) | | | |
| NEES Telecommunications Corp | | | |
| New England Hydro Finance Company (NEHFC) (15) | 537 | 57.47 | 5 |
| NEES Energy, Inc. | | | |
| AEMC, L.L.C. | | | |
| NEP | | | |
| Connecticut Yankee Atomic Power Company | 68,250 | 19.50 | 11,201 |
| Maine Yankee Atomic Power Company | 101,952 | 24.00 | 12,998 |
| Vermont Yankee Nuclear Power Corporation | 88,203 | 23.90 | 12,269 |
| Yankee Atomic Electric Company | 2,646 | 34.50 | 280 |
| New England Hydro-Transmission Electric Company Inc. (NEHTEC) (2) | 76,304 | 3.50 | 1,087 |
| New England Hydro-Transmission Corporation (NEHTC) (2) | 346 | 3.50 | 644 |
| EUA Energy Investment Corporation | | | |
| Eastern Unicord Corp. | | | |
| Separation Technology Inc. (16) | | | 0 |
| EUA Bioten Inc. | 100 | | 0 |
| New England Wholesale Electric Company (17) | | | |
| Wayfinder | | | |
| Nexus Energy Software, Inc. (18) | | 9.90 | 2,150 |
| NEWHC, Inc. * | 1,000 | | |

Part B Notes

* Entities designated with an asterisk (*) are inactive.
(1) System companies lend to or borrow from other system companies through the
National Grid USA Money Pool. A schedule showing investments in the Money Pool
during the year ended March 31, 2003 is filed as part of National Grid
Transco's Certificate of Notification (Rule 24) filed June 27, 2003 (file
nos. 70-8901 and 70-9089).
(2) New England Power Company's shares obtained through merger with
EUA's Montaup Electric Company on May 1, 2000 listed separately.
(3) Niagara Mohawk Holdings, Inc. (Holdings) and its subsidiaries became
National Grid USA subsidiaries with the merger of Holdings and National Grid USA
on January 31, 2002. A description of Holdings and its subsidiaries was
contained in the Form U-1 filing for the merger. (See File No. 70-9849, dated
January 1, 2002.)
(3A) GridAmerica LLC is a Delaware limited liability company formed on August
27, 2002.
(4) NM Receivables LLC, a New York limited liability company, is a
single-purpose, financing subsidiary that purchases and resells Niagara
Mohawk's customer receivables, including accrued unbilled revenues. NM
Receivables LLC is over 99.99% owned by Niagara Mohawk and is also owned by NM
Receivables Corp. II.
(5) Salmon Shores Partnership is a partnership jointly owned by NM Properties,
Inc. (50%) and Land Management & Development, Inc. (50%). Its assets were
sold during the fiscal year ended March 31, 2003.
(6) Riverview Galusha LLC is a New York limited liability company.
(7) Minoa Farms Development Company, LLC is a New York limited liability
company.
(8) Salmon Hills Cross Country Ski Resort LLC is a New York limited liability
company.
(9) Second Street Associates, LLC is a New York limited liability
company.
(10) Telergy, Inc., an exempt telecommunications company under Section 34 of the
Act, has filed for bankruptcy and is in liquidation.
(11) eVionyx, Inc., an exempt telecommunications company under Section 34 of the
Act, is a research and development company that has developed and intends to
commercialize new fuel cell and battery technology.
(12) Telergy Central LLC, an exempt telecommunications company under Section 34
of the Act, has filed for bankruptcy and is in liquidation.
(13) Opinac Energy Corporation sold its 50% interest in Canadian Niagara Power
Company Limited to Fortis Inc. on July 10, 2002.
(14) During the fiscal year ended March 31, 2003, NEESCom sold its 50% interest
in Goddard GigaPoP LLC, a Delaware limited liability company. The purpose of
Goddard GigaPoP LLC was to develop, operate and maintain an Internet 2 GigaPoP
facility and market and sell access thereto.
(15) NEHFC has two shareholders, NEHTEC and NEHTC, which each has a 50%
interest. The tabulation shown above reflects National Grid USA's and New
England Power Company's indirect ownership in NEHFC.
(16) EUA Energy Investment Corporation owns 1,052,630 common shares of
Separation Technology, Inc., of which 455,000 are voting shares representing a
9% ownership interest. NGUSA owns 6% convertible stock representing a 5%
ownership interest. Separation Technology's purpose is to produce
concrete from fly-ash waste from coal-fired generating units.
(17) Incorporated in 1972; never capitalized.
(18) Wayfinder has a 43% ownership interest (but only a 9.9% voting interest) in
Nexus Energy Software, Inc., resulting from 1,000,000 shares of Series A
Preferred Stock and 300,000 shares of Series B Preferred Stock.

ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES Part I Paragraph (a)

(a)
Lattice Group plc has the principal active subsidiaries listed below. In
addition to the active subsidiaries listed below, Lattice Group plc has a number
of dormant subsidiaries (often formed for purposes of potential projects that
are not realized) that are not included herein. Except as noted, all the
entities listed below are organized under the laws of England and
Wales.
1.1 National Grid Properties Ltd, a company organised under the laws of England
and Wales, holds interests in properties on behalf of National Grid Company
plc.
1.2 Transco Holdings plc is an intermediate holding company for National Grid
Transco's interests in the gas infrastructure business in the UK and
associated services.
1.2.1 Transco plc is the gas transmission company in the UK. Transco is subject
to regulatory control within the UK, overseen by the Office of Gas and
Electricity Markets.
1.2.1.1 British Transco International Finance BV, a company organised under the
laws of the Netherlands, is a finance company providing financial services to
Transco
1.2.1.2 C4Gas SA, a company organised under the laws of Belgium and in which
Transco owns 47.5%, its activities are aimed at improving purchasing and
increasing supply chain efficiencies in the European gas transportation
industry
1.2.1.3 British Transco Capital Inc, a company organised under the laws of
Delaware, provides financial management services to Transco.
1.2.1.4 British Transco Finance Inc, a company organised under the laws of
Delaware, provides financial management services to Transco.
1.2.1.5 British Transco Finance (No 3) Ltd provides financial management services
to Transco
1.2.1.6 British Transco Finance (No 5) Ltd provides financial management services
to Transco.
1.2.1.7 Joint Radio Company Ltd, in which Transco owns 50%, manages the radio
spectrum allocation for licence holders under the Wireless Telegraphy Act in the
UK.
1.2.1.8 Transco Metering Services Ltd provides installation, maintenance and meter
reading services to gas shippers in the UK.
1.2.1.9 British Transco Finance (No 1) Ltd, a company organised under the laws of
the Cayman Islands, provides financial management services to Transco.
1.2.1.9.1 British Transco Finance (No 2) Ltd, a company organised under the laws of
the Cayman Islands, provides financial management services to Transco.
1.3 Lattice Group Holdings Ltd is an intermediate holding company for Lattice
Group's interests in non-regulated businesses
1.3.1 Advantica Technologies Ltd provides technology-based solutions to Transco,
other utilities and pipeline operators worldwide.
1.3.1.1 Advantica Corporate Ventures Ltd invests in the equity of small innovative
companies whose products or markets are of strategic importance to the main
business of Advantica.
1.3.1.1.1 Cogsys Ltd develops and markets intelligent computer software
systems
1.3.1.2 Risx Ltd provides risk management consultancy services
1.3.1.3 Stoner Associates Europe Ltd provides simulation software and related
engineering services
1.3.2 Lattice Group International Holdings Ltd is an intermediate holding company
for certain overseas interests of the Lattice Group.
1.3.2.1 Viavera GmbH, a company incorporated under the laws of Germany and in which
Lattice Group Interantional Holdings owns 40%, provides gas logistic services
for gas transportation to gas traders/retailers, network owners and industrial
customers in Europe.
1.3.2.2 Lattice Group US Holdings Inc, a company incorporated under the laws of
Delaware, is an intermediate holding company for Advantica's interests in
the USA.
1.3.2.2.1 Advantica Inc, a company incorporated under the laws of Delaware, provides
technology-based solutions to pipeline operators in the USA.
1.3.2.2.1.1 Advantica Pty Ltd, a company incorporated under the laws of Victoria,
Australia, provides technology-based solutions to pipeline operators in
Australia.
1.3.2.2.2 Stoner Associates Inc, Advantica Inc, a company incorporated under the laws
of Delaware, provides technology-based solutions to pipeline operators in the
USA.
1.3.3 Secondsite Property Portfolio Ltd, is an intermediate holding company for
the property interests of the Lattice Group.
1.3.3.1 Secondsite Property Holdings Ltd manages the property portfolio of land and
buildings for the Lattice group of companies.
1.3.3.2 Secondsite Land Investments Ltd develops property for the purposes of
receiving rental income.
1.3.3.3 Port Greenwich Ltd acquires, develops, manages and disposes of land and
property.
1.3.4 Lattice Intellectual Property Ltd holds trademarks, patents, copyrights and
service marks on behalf of the Lattice Group of companies.
1.3.5 Eastlands (Benefits Administration) Ltd provides pensions trustee and
administration services, payroll services and management and financial
accounting services.
1.3.6 Lattice Energy Services Ltd provides energy infrastructure solutions for
large energy users in the industrial and commercial market.
1.3.7 NGT Insurance Company (Isle of Man) Ltd, a company incorporated in the Isle
of Man, provides insurance services to the Lattice group of companies.
1.3.8 Lattice Telecom Finance (No 1), a company incorporated in the Isle of Man
Ltd, provides financial management services to the telecoms businesses within
the Lattice group of companies.
1.3.9 Lattice Group Trustees Ltd provides trustee services for certain employee
share schemes within the National Grid Transco group.
1.3.10 Lattice Group Employee Benefit Trust Ltd provides trustee services for
certain employee share schemes within the National Grid Transco group.
1.3.11 Fulcrum Connections Ltd provides gas connection services on behalf of
Transco.
1.3.12 Telecom International Holdings Ltd is an intermediate holding company for
the telecoms interests of the National Grid Transco group.
1.3.12.1 Urband Ltd, in which Telecom International Holdings Ltd owns 50%, provides
and installs fibre optic equipment to the wholesale telecommunications
market.
1.3.12.2 Bulldog Communications Ltd, in which Telecom International Holdings Ltd
owns 20%, is involved in planning and building a Digital Subscriber Line network
in the UK.
1.3.12.3 Gridcom (UK) Ltd provides communications infrastructure solutions to fibre
and wireless network operators in the UK.
1.3.12.3.1 Gridcom Ltd provides communications infrastructure solutions to fibre and
wireless network operators in the UK.
1.3.12.3.2 RT Masts Ltd constructs and maintains telecommunications masts.
1.3.12.3.3 STC International Holdings Ltd is an intermediate holding company for part
of Gridcom's interest in radio sites.
1.3.12.3.3.1 Aerial Group Ltd is an intermediate holding company for part of
Gridcom's interest in radio sites.
1.3.12.3.3.1.1 Aerial UK Ltd is an intermediate holding company for part of
Gridcom's interest in radio sites.

1.3.12.3.3.1.1.1 Gridcom Aerial Sites plc the management of radio sites and the provision of related engineering services.

(b) National Grid Holdings Limited ("National Grid Holdings"), a company organized under the laws of England and Wales whose location and business address is at 1-3 Strand London, WC2N 5EH, England, is a foreign utility company in the National Grid system.

National Grid Holdings has the principal active subsidiaries listed below. In addition to the active subsidiaries listed below, National Grid Holdings has a number of dormant subsidiaries (often formed for purposes of potential projects that are not realized) that are not included herein. Except as noted, all the entities listed below are organized under the laws of England and Wales.

  1. National Grid Company plc ("NGC") is the electricity transmission company in England and Wales. As a transmission asset owner, NGC provides a transmission service on a for-profit, non-discriminatory basis and maintains and makes improvements to optimise access to the transmission system of England and Wales. As system operator, it also matches generation and demand on the transmission system in real time through a balancing services activity, and procures ancillary services to ensure network security and stability. NGC is subject to regulatory controls overseen by the United Kingdom regulator, The Office of Gas and Electricity Markets, in respect of its transmission asset owner activities and its system operator activities.

1.1 Elexon Limited ("Elexon") carries on the business of implementing the Balancing and Settlement Code ("BSC"), as established under NGC's transmission licence, on a non-profit basis. Although, NGC is the registered owner of Elexon's shares, under the terms of the BSC Elexon has ceased to be controlled by National Grid Transco.

1.2 NGC Leasing Limited is engaged in the leasing of motor vehicles for use by employees of the National Grid Transco.

  1. EnMO Limited, in which National Grid Holdings owns 75%, was formed to operate the final day (balancing) gas market in Great Britain.

  2. NGG Telecoms Holdings Limited is an intermediate holding company.

  3. National Grid One Limited provides financial management services to National Grid Transco companies.

  4. National Grid Two Limited provides financial management services to National Grid Transco companies.

  5. National Grid Four Limited is an intermediate holding company for part of National Grid Holdings' interest in Energis plc.

  6. NGT Insurance Company (Guernsey) Limited is a company organized in Guernsey in connection with the self-insured retention of NGC's transmission assets. National Grid Holdings holds all of the ordinary shares of National Grid Insurance Limited and an unaffiliated bank holds its preference shares remaining in issue.

  7. National Grid Gold Limited provides financial management services to National Grid Transco companies.

  8. National Grid Jersey Holdings Three Limited is a company organized under the laws of Jersey and is a holding company for National Grid Transco's interest in First Point Energy Corporation.

9.1 First Point Energy Corporation (formerly MyUtility.Com.Inc), in which National Grid Jersey Holdings Three Limited has a 10% interest, is a corporation organized under the laws of the state of Delaware and is engaged in the provision of on-line energy saving solutions.

  1. National Grid Jersey Holdings Four Limited is a company organized under the laws of Jersey and is a holding company, currently inactive.

  2. National Grid Jersey Holdings Five Limited, a company organized under the laws of Jersey, is an intermediate holding company for part of National Grid Holdings' interest in Energis plc.

11.1 National Grid Three Limited is an intermediate holding company for part of National Grid Holdings' interest in Energis plc,

11.1.1 NGG Telecoms Limited is an intermediate holding company.

11.1.1.1 Energis plc, in which the group has an economic interest in 32.55%, is in administration.

  1. NGG Telecoms Investment Limited is a holding company for part of National Grid Holding's investment in Energis plc.

  2. National Grid Five Limited is an intermediate holding company.

13.1 NGC Two Limited is an intermediate holding company and business development vehicle.

13.1.1 The National Grid Investments Company is an unlimited company and carries on business as an investment company.

13.2 National Grid Six Limited provides financial management services to National Grid Transcocompanies.

13.3 NatGrid Finance Holdings Limited provides financial management services to National Grid Transco companies.

13.3.1 NatGrid Finance Limited provides financial management services to National Grid Transco companies.

13.3.1.1 NG Jersey Limited is a company organized in Jersey which provides financial management services to National Grid Transco companies.

13.3.1.2 NG Investments Limited is a company organized in Jersey which provides financial management services to National Grid Transco companies.

13.3.1.2.1 NatGrid Investments Limited provides financial management services to National Grid Transco companies.

13.4 National Grid International Limited is the intermediate holding company for a number of National Grid Holding's current or planned investments outside the United Kingdom, including operations in South America, India, Africa, Continental Europe and Australia. National Grid International Limited has several active direct subsidiaries, a number of indirect subsidiaries and is a limited partner in a limited liability partnership, as follows:

13.4.1 National Grid Overseas Limited is an intermediate holding company.

13.4.1.1 National Grid Overseas Two Limited is a former intermediate holding company.

13.4.2 National Grid Seven Limited is an intermediate holding company for all of the South American and African interests held by National Grid Holdings.

13.4.2.1 National Grid Holdings B.V. is organized in the Netherlands and is a holding company for National Grid Holdings' operations in Brazil, Chile, Argentina and Zambia.

13.4.2.1.1 National Grid Brazil B.V., a company organized in the Netherlands, is a holding company for National Grid's investment in JVCO Participacoes Ltda.

13.4.2.1.1.1 JVCO Participacoes Ltda, of which National Grid Brazil B.V. owns 50%, is a company organized under the laws of Brazil and is a telecommunications joint venture vehicle for the National Grid group, France Telecom and Sprint Corporation.

13.4.2.1.1.1.1 Holdco Participacoes Ltda ("Holdco") is a company organized under the laws of Brazil and is a 100% subsidiary of JVCO Participacoes Ltda. Holdco is a joint venture vehicle for the National Grid Transco's Brazilian telecom operations

13.4.2.1.1.1.1.1 Intelig Telecommunicacoes Ltda ("Intelig") is a company organized under the laws of Brazil and is a 100% subsidiary of Holdco. Intelig is engaged in telecommunications in Brazil.

13.4.2.1.2 National Grid Zambia B.V., a company formed under the laws of the Netherlands, is a holding company for National Grid Transco's interest in Copperbelt Energy Corporation plc ("Copperbelt").

13.4.2.1.2.1 Copperbelt, a Zambian corporation, is some 38.5% owned by National Grid Zambia B.V. and is engaged in generating, buying, selling and transmitting electricity to meet the needs of the copper mining region of Zambia.

13.4.2.1.3 National Grid Finance BV is a company formed under the laws of the Netherlands that serves as a holding company for National Grid Transco's electricity transmission operations in Argentina.

13.4.2.1.3.1 Compania Inversora En Transmicion Electrica Citelec S.A. ("Citelec") is a company organized under the laws of Argentina and in which the National Grid Transco holds a 42.5% interest. Citelec is a holding company for the Transener business.

13.4.2.1.3.1.1 Compania de Transporte de Energia Electrica en Alta Tension Transener S.A. ("Transener"), in which Citelec holds an approximately 65% interest, is a company organized under the laws of Argentina and is the owner of the primary electricity transmission system that services Argentina.

13.4.2.1.3.1.1.1 Empresa de Transporte de Energia Electrica por Distribucion Troncal de la Provincia de Buenos Aires Sociedad Anonima ("Transba"), a company organized under the laws of Argentina, is a regional transmission system owner in Argentina. Transba is 90% owned by Transener.

13.4.2.1.4 National Grid Brazil Finance is an unlimited company and provides financial management services to group companies.

13.4.2.1.5 National Grid Poland B.V. is a company formed under the laws of the Netherlands and is the holding company for the National Grid group's 18.5% interest in Energis Polska Sp. z o.o. (formerly NG Koleje Telekomunikacja Sp. z o. o.), a Polish telecommunications joint venture (which interest was, on 31 March 2001, held by National Grid International Limited).

13.4.2.1.6 National Grid Holland Limited provides financial management services to group companies.

13.4.2.1.7 National Grid Manquehue B.V. ("Manquehue BV") is a holding company organized under the laws of the Netherlands and former holding company for the National Grid Transco's investment in Chile.

13.4.2.1.8 National Grid Fourteen Limited is an intermediate holding company for National Grid Transco's interests in Chile.

13.4.2.1.8.1 National Grid Chile BV ("Chile BV") is a holding company organized under the laws of the Netherlands and is the holding company for National Grid Transco's interests in Chile

13.4.2.1.8.1.1 Inversiones ABC Ltda is a holding company organized under the laws of Chile.

13.4.3 National Grid (IOM) UK Limited is a former holding company and is organized under the laws of the Isle of Man.

13.4.4 Network Mapping Limited provides survey data of power utility assets, and offers related services to customers.

13.4.5 National Grid Indus B.V. is a company organized under the laws of the Netherlands and is a business development vehicle.

13.4.6 NG Australia GP Pty Limited is a company organized under the laws of Capital Territory, Australia and carries on the business of general partner in National Grid Australia LLP.

13.4.7 NG Australia LLP is a limited liability partnership established under the laws of the state of Victoria, Australia by National Grid Australia GP Pty Limited as general partner and National Grid International Limited as limited partner for the purpose of acquiring and holding investments.

13.4.7.1 National Grid Australia Pty Limited is a company organized under the laws of Capital Territory, Australia as a holding company for National Grid Australia LLP's investment in Basslink Pty Limited.

13.4.7.1.1 Basslink Pty Limited is a company organized under the laws of Capital Territory, Australia and engaged in development of an electrical interconnector between the Australian states of Tasmania and Victoria.

13.4.8 NG Procurement Holdings Limited is an intermediate holding company.

13.4.8.1 National Grid Procurement B.V. is a holding company organized in the Netherlands and holds the National Grid Transco's interest of approximately 7.5% in Eutilia N.V., a company engaged in the development of an electronic business to business supply for goods and services to the European utilities sector. Eutilia N.V. is a joint venture involving a number of European utilities companies.

13.4.9 Britned Development Limited is a 50% joint venture, with a view to establishing a submarine cable link between the UK and the Netherlands.

13.4.10 National Grid Zambia Limited is a holding company, currently inactive.

  1. National Grid (Ireland) 1 Limited is an intermediate holding company, holding 26% of National Grid Nine Limited.

14.1 National Grid (Ireland) 2 Limited is an intermediate holding company, holding 74% of National Grid Nine Limited.

14.1.1 National Grid Nine Limited provides financial management services to National Grid Transco companies.

The following system companies* have interests in National Grid Holdings: Name of Company Description of Interest National Grid Holdings One plc 99,999,999 ordinary shares of 1 GBP each

  • One ordinary share of 1 GBP is owned by NGT Nominees Limited and 1000 A ordinary shares of 1 GBP each are owned by National Grid One Limited. ITEM 9. WHOLESALE GENERATORS AND FOREIGN UTILITY COMPANIES Part I. Paragraph (b)

(b) The aggregate amount of capital invested directly or indirectly by National Grid Transco plc in National Grid Holdings Limited and Lattice Group plc is set forth in the table below.

National Grid Holdings $ Lattice Group $ Total $
Common stock investment 1,949,058,900 10,424,840,000 12,373,898,900
Loans 438,577,200 504,339,100 942,916,300
Guarantees 736,280,000 15,800,000 752,080,000
Total $5,331,176,100 $10,944,979,100 $14,068,895,200

| As at 31 March 2003, there was no debt or other financial obligation of
National Grid Holdings or Lattice Group for which there is recourse, directly or
indirectly to National Grid Transco plc or another system company (other than an
exempt wholesale generator (EWG) or foreign utility company (FUCO)). |
| --- |
| During the year ended 31 March 2003, National Grid Transco plc issued
guarantees of of £200 million (US$316 million) in respect of a loan issued
by National Grid Company plc and of £66 million (US$ 104.28 million) in
respect of a loan facility granted to National Grid Australia LLP. |
| During the reporting period there were no transfers of assets from any
system company (other than an EWG or FUCO) to National Grid Holdings or Lattice
Group. |

| Paragraph (c) |
| --- |
| The ratio of debt to common equity for National Grid Holdings (and
subsidiaries) and for Lattice Group (and subsidiaries) is set forth in the table
below. |

National Grid Holdings $ Lattice Group $
Debt 5,202,000,000 11,461,000,000
Equity 2,126,700,000 9,605,000,000
Debt to equity ratio 2.45 1.19
Net profit for the year ended 31 March 2003 656,000,000 532,000,000

| Paragraph (d) |
| --- |
| National Grid Company Limited provides certain services to National Grid
USA Service Company, Inc. In accordance with Appendix C to the
Commission's order in The National Grid Group plc, Holding Co. Act Release
No. 27154 (March 15, 2000), requiring the disclosure of transactions between any
FUCO and any US system company, reference is made to National Grid USA Service
Company's Annual Reports on Form U-13-60 (file no. 049-00012) for the
fiscal years ended March 31, 2002 and March 31, 2003. |

Part II Please see the organisational chart submitted as Exhibit G. Please see the financial data included within Item 10 and Exhibits. Part III The aggregate investment of National Grid Transco plc in EWGs and foreign utility companies is $14,068,895,200. The ratio of the aggregate investment to the aggregate capital investment of National Grid Transco plc in its domestic public utility subsidiary companies is:

Investment in foreign utility companies — in accordance with Rule 24 14,068,895,200
= 217.2%
Investment in domestic public utility subsidiary
companies 6,478,581,000

ITEM 10. FINANCIAL STATEMENTS AND EXHIBITS Certain Financial Statement Supplements are filed with this amendment to annual report, as listed below:

A-3 National Grid (US) Holdings Limited (consolidated)
A-4 National Grid (US) Investments 4
A-5 National Grid (US) Partner 1 Limited
A-6 National Grid (US) Partner 2 Limited
A-7 National Grid General Partnership
A-8 National Grid Holdings Inc.
A-9 National Grid Holdings One plc (consolidated)

Exhibit H, the consolidated financial statements of National Grid Holdings Limited, is also filed herewith. Except for those items, the below-listed supplements and exhibits are incorporated by reference to the corresponding supplements and exhibits filed with National Grid Transco's Form U5S filed July 29, 2003 or as otherwise indicated.

Financial Statement Supplements

A-1 National Grid USA (consolidating)
A-2 National Grid Transco plc (consolidated)
A-3 National Grid (US) Holdings Limited (consolidated) (amended, filed
herewith)
A-4 National Grid (US) Investments 4 (amended, filed herewith)
A-5 National Grid (US) Partner 1 Limited (amended, filed herewith)
A-6 National Grid (US) Partner 2 Limited (amended, filed herewith)
A-7 National Grid General Partnership (amended, filed herewith)
A-8 National Grid Holdings Inc. (amended, filed herewith)
A-9 National Grid Holdings One plc (consolidated) (amended, filed
herewith)

| A. | Annual Reports — 1. | a. | National Grid Transco Annual Report on Form 20-F for the year ended March
31, 2003 (file no. 1-14958) |
| --- | --- | --- | --- |
| | | b. | National Grid Transco Annual Review for Stockholders for the year ended
March 31, 2003 |
| | 2. | New England Power Company Annual Report on Form 10-K for the year ended
March 31, 2003 (file no. 1-6564) | |
| | 3. | Niagara Mohawk Power Corporation Annual Report on Form 10-K for the year
ended March 31, 2003 (file no. 1-2987) | |
| B. | Corporate Documents | | |
| | 1. | National Grid Transco plc: | |
| | | a. | Memorandum and Articles of Association (Exhibit 1 to Form 20-F for the year
ended March 31, 2003 (Commission File No. 1-14958)). |
| | 2. | Lattice Group plc: | |
| | | a. | Memorandum and Articles of Association. |
| | 3. | NGG Finance plc: | |
| | | a. | Memorandum of Association and Articles of Association. |
| | 4. | National Grid Holdings One plc: | |
| | | a. | Memorandum of Association and Articles of Association. |
| | 5. | National Grid Holdings Limited: | |
| | | a. | Memorandum and Association and Articles of Association (Exhibit B.2 to
National Grid Group 2001 Form U-5-S). |
| | 6. | National Grid (US) Holdings Limited: | |
| | | a. | Articles of Association. |
| | | b. | Memorandum of Association and Articles of Association. |
| | 7. | National Grid (US) Investments 4: | |
| | | a. | Memorandum of Association and Articles of Association. |
| | 8. | National Grid (US) Partner 1 Limited: | |
| | | a. | Memorandum of Association and Articles of Association. |
| | 9. | National Grid (US) Partner 2 Limited: | |
| | | a. | Memorandum of Association and Articles of Association. |
| | 10. | National Grid General Partnership: | |
| | | a. | General Partnership Agreement dated July 16, 1999. |
| | | b. | Amendment No. 1 to General Partnership Agreement dated December 20,
2001. |
| | | c. | Amendment No. 2 to General Partnership Agreement dated December 20,
2001. |
| | | d. | Amendment No. 3 to General Partnership Agreement dated January 31,
2002. |
| | 11. | National Grid Holdings Inc.: | |
| | | a. | Certificate of Incorporation filed May 16, 2001 and Certificate of
Amendment filed December 5, 2001. |
| | | b. | By-laws dated May 16, 2001. |
| | 12. | National Grid USA: | |
| | | a. | Certificate of Incorporation of Iosta, Inc. filed December 10, 1998 and
Certificate of Amendment changing name to NGG Holdings, Inc. filed March 18,
1999 and Certificate of Merger with NGG Trustee LLCI and changing the name to
National Grid USA filed March 22, 2000 and Certificate of Amendment filed June
26, 2000 (Exhibit 11.a to National Grid 2001 Form U-5-S, File
1-14958). |
| | | b. | By-laws (Exhibit 11.b to National Grid 2001 Form U-5-S, File
1-14958). |
| | 13. | New England Power Company: | |
| | | a. | Articles of Organization (Exhibit B.8.a to NEES 1983 Form U-5-S); Articles
of Amendment dated June 25, 1987 (Exhibit B.12.a to NEES 1988 Form U-5-S);
Articles of Amendment dated January 27, 1998 (Exhibit B.18.a to National Grid
USA 1999 Form U-5-S); Articles of Amendment filed April 21, 2000 and Certificate
of Change of Fiscal Year End and Articles of Merger both filed May 1, 2000
(Exhibit 22.a to National Grid 2001 Form U-5-S, File 1-14958). |
| | | b. | By-laws (Exhibit 3.2 to 2003 NEP Form 10-K, File 1-6564). |
| | 14. | Connecticut Yankee Atomic Power Company: | |
| | | a. | Certificate of Incorporation as amended through October 15, 1998. |
| | | b. | By-Laws as amended through June 2, 1993. |

15. Maine Yankee Atomic Power Company:
a. Certificate of Organization as amended through September 18,
1992.
b. By-Laws as amended through November 25, 1996.
16. Vermont Yankee Nuclear Power Company:
a. Articles of Association as amended through October 30, 1980.
b. By-Laws dated November 2, 1983.
17. Yankee Atomic Electric Company:
a. Articles of Organization as amended through May 30, 2001.
b. By-Laws as amended through December 9, 1988.
18. National Grid USA Service Company, Inc.:
a. Articles of Organization (Exhibit B.9.a to NEES 1983 Form U-5-S);
Certificate of Change of Fiscal Year End and Articles of Merger both filed May
1, 2000 and Articles of Amendment filed May 2, 2000 (Exhibit 12.a to National
Grid 2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit 12.b to National Grid 2001 Form U-5-S, File
1-14958).
19. New England Electric Transmission Corporation:
a. Restated Articles of Incorporation (Exhibit B.6.a to NEES 1983 Form
U-5-S).
b. By-laws dated March 17, 1998 (Exhibit B.13.b to NEES 1998 Form
U-5-S).
20. National Grid Transmission Services Corporation:
a. Articles of Organization filed May 1, 2000 (Exhibit 13(a) to National Grid
2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit 13.b to National Grid 2001 Form U-5-S, File
1-14958).
21. Massachusetts Electric Company:
a. Articles of Organization (Exhibit B.2.a to NEES 1983 Form U-5-S); Articles
of Amendment dated March 5, 1993, August 11, 1993, September 20, 1993, and
November 11, 1993 (Exhibit 3(a) to 1993 Form 10-K, File No. 0-5464); Articles of
Amendment dated January 27, 1998 (Exhibit B.6.a to National Grid USA 1999 Form
U-5-S); Certificate of change of Fiscal Year End and Articles of Merger both
filed May 1, 2000 (Exhibit 8.a to National Grid 2001 Form U-5-S, File
1-14958).
b. By-laws (Exhibit 8.b to National Grid 2001 Form U-5-S, File
1-14958).
22. The Narragansett Electric Company:
a. Charter (Exhibit B.3.a to NEES 1983 Form U-5-S); Amendment to Charter dated
June 9, 1988 (Exhibit B.3.a to NEES 1988 Form U-5-S).
b. By-laws dated September 19, 2001.
c. Preference Provisions as amended dated December 15, 1997 (Exhibit 4(C) to
NEES 1997 Form 10-K, File No. 1-3446).
23. Granite State Electric Company:
a. Articles of Organization (Exhibit B.1.a to NEES 1983 Form U-5-S).
b. By-laws March 27, 1998 (Exhibit B.4.b to NEES 1998 Form U-5-S).
24. Nantucket Electric Company:
a. Articles of Organization (Exhibit A-6 to Rule 24 Certificate filed April 9,
1996 filed under cover of Form SE, File No. 70-8675); Certificate of change of
Fiscal Year End dated April 3, 2000 (Exhibit 9.a to National Grid 2001 Form
U-5-S, File 1-14958).
b. By-laws dated October 20, 1998.
25. New England Energy Incorporated:
a. Articles of Organization (Exhibit B.7.a to NEES 1983 Form U-5-S); Articles
of Amendment dated April 8, 1988 (Exhibit B.8.a to NEES 1988 Form U-5-S);
Certificate of change of Fiscal Year End dated April 3, 2000 (Exhibit 18.a to
National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit B.8.b to NEES 1995 Form U-5-S).
26. National Grid Communications, Inc.:
a. Articles of Organization filed August 28, 2002.
b. By-laws.
27. Metrowest Realty LLC:
a. Limited Liability Company Agreement dated as of December 17, 1998 (Exhibit
B.21 to NEES 1998 Form U-5-S).
b. First Amendment to Limited Liability Company Agreement dated January 28,
1999.
28. New England Hydro-Transmission Corporation:
a. Articles of Incorporation (Exhibit B.8.a to NEES 1986 Form U-5-S); Articles
of Amendment dated January 18, 1989 (Exhibit B.10.a to NEES 1988 Form U-5-S);
b. By-laws dated March 17, 1998 (Exhibit B.16.b to NEES 1998 Form
U-5-S).
29. New England Hydro-Transmission Electric Company, Inc.:
a. Restated Articles of Organization dated January 13, 1989 (Exhibit B.11.a to
NEES 1988 Form U-5-S); Certificate of change of Fiscal Year End dated April 3,
2000 (Exhibit 21.a to National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws dated March 17, 1998 (Exhibit B.17.b to NEES 1998 Form
U-5-S).
30. New England Hydro Finance Company, Inc.:
a. Articles of Organization (Exhibit B.9.a to NEES 1988 Form U-5-S);
Certificate of change of Fiscal Year End dated April 3, 2000 (Exhibit 19.a to
National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit B.9.b to NEES 1995 Form U-5-S).
31. GridAmerica Holdings Inc.:
a. Certificate of Formation filed August 27, 2002, Certificate of Conversion
and Certificate of Incorporation, both filed December 19, 2002.
b. By-laws dated December 19, 2002 (Filed herewith).
32. GridAmerica LLC:
a. Limited Liability Company Agreement dated October 31, 2002.
33. Niagara Mohawk Holdings, Inc.:
a. Restated Certificate of Incorporation filed February 18, 1999 (Exhibit 99-1
to Current Report on Form 8-K dated March 18, 1999, File 000-25595).
b. By-Laws as amended June 13, 2000 (Exhibit 3 to Quarterly Report on Form
10-Q for quarter ended June 30, 2000, File 000-25595).
34. Niagara Mohawk Power Corporation:
a. Certificate of Consolidation dated January 5, 1950, as amended through
August 5, 1994 (Exhibits 3(a)(1) to 3(a)(46) to 1994 Form 10-K, File 1-02987);
Certificate of Amendment filed June 29, 1998 (Exhibit 3 to Form 10-Q for quarter
ended June 30, 1998, File 1-02987); Certificate of Amendment filed March 19,
1999 (Exhibit 3 to Form 10-Q for quarter ended March 31, 1999, File 1-02987);
Certificate of Amendment filed November 29, 1999 (Exhibit 3.1 to Current Report
on Form 8-K dated November 30, 1999, File 1-02987).
b. By-Laws as amended March 17, 1999 (Exhibit 3(i) to Quarterly Report on Form
10-Q for quarter ended March 31, 1998, File 1-02987).
35. Hudson Pointe, Inc.:
a. Certificate of Incorporation filed March 29, 1994.
b. By-Laws.
36. Land Management & Development, Inc.:
a. Certificate of Incorporation filed May 27, 1994.
b. By-Laws.
37. Landwest, Inc.:
a. Certificate of Incorporation filed February 15, 1995.
b. By-Laws.
38. Moreau Park, Inc.:
a. Certificate of Incorporation filed April 29, 1993.
b. By-Laws.
39. Niagara Mohawk Energy, Inc.:
a. Certificate of Incorporation dated May 4, 1994 and Certificate of Amendment
filed August 12, 1998.
b. By-Laws.
40. NM Properties, Inc.:
a. Certificate of Incorporation filed November 13, 1992 and Certificate of
Amendment dated September 25, 1998.
b. By-Laws dated July 6, 1999.
41. NM Receivables LLC:
a. Articles of Organization dated December 22, 1997.
42. NM Receivables Corp. II:
a. Certificate of Incorporation filed December 26, 1997 and Certificate of
Amendment filed June 12, 1998.
b. By-Laws.
43. NM Uranium, Inc.:
a. Articles of Incorporation filed April 26, 1976.
b. By-Laws as amended through April 1994.
44 Opinac Energy Corporation:
a. Articles of Incorporation filed July 7, 1982, Articles of Amendment filed
January 17, 1985, April 11, 1988, December 18, 1990, and January 25,
1991.
b. By-Law No. 1, Special By-Law, Special By-Law No. 2, Special By-Law No. 3
dated July 23, 1982, Special By-Law No. 4 and Special By-Law No. 5 dated July
30, 1982, By-Law No. 2 dated December 15, 1982, and By-Law No. 3 dated December
13, 1991.
45. Opinac North America, Inc.:
a. Certificate of Incorporation dated September 12, 1997 and Certificate of
Amendment dated December 29, 1999.
b. By-Laws.
46. Oprop Co. Inc.:
a. Certificate of Incorporation filed February 15, 1996.
b. By-Laws.
47. Riverview, Inc.:
a. Certificate of Incorporation filed April 29, 1993.
b. By-Laws.
48. Salmon Shores, Inc.:
a. Certificate of Incorporation filed April 29, 1993.
b. By-Laws.
49. UMICO Holdings Inc.:
a. Certificate of Incorporation filed February 15, 1995.
b. By-Laws.
50. Upper Hudson Development, Inc.:
a. Certificate of Incorporation filed March 14, 2000.
b. By-Laws.
51. Wayfinder Group, Inc.:
a. Articles of Organization (Exhibit B.5.a to NEES 1993 Form U-5-S). Articles
of Amendment dated June 27, 1997 and December 13, 1999 (Exhibit B.23.a to
National Grid USA 1999 U-5-S); Certificate of Change of Fiscal Year End dated
April 3, 2000 (Exhibit 25.a to National Grid 2001 Form U-5-S, File
1-14958).
b. By-Laws (Exhibit B.5.b to NEES 1993 Form U-5-S).
52. NEWHC, Inc.:
a. Articles of Merger (Exhibit B.20.a to NEES 1998 Form U-5-S); Articles of
Amendment dated October 21, 1999 (Exhibit B.20.a to National Grid USA 1999 Form
U-5-S); Certificate of Change of Fiscal Year End dated April 5, 2000 (Exhibit
23.a to National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws dated March 30, 1998 (Exhibit B.20.b to NEES 1998 Form
U-5-S).
53. NEES Energy, Inc.:
a. Certificate of Incorporation (Exhibit 3(I) to Certificate of Notification,
File No. 70-8803); Certificate of change of Fiscal Year End dated April 3, 2000
(Exhibit 15.a to National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit 3(ii) to Certificate of Notification, File No.
70-8803).
54. AEMC, L.L.C.:
a. Agreement and Plan of Merger dated December 31, 1998 (Exhibit 10(ii) to
1998 NEES Form 10-K, File No. 1-3446).
b. Limited Liability Company Agreement (Exhibit B-1 to Amendment No. 1 to Form
U-1, File No. 70-8921).
c. Amendment No. 1 to Limited Liability Company Agreement (Exhibit 10(jj) to
1997 NEES Form 10-K, File No. 1-3446).
d. Certificate of Amendment filed August 24, 2001 (Exhibit 4.d to National
Grid 2002 Form U-5-S, File 30-00354).
55. EUA Energy Investment Corporation:
a. Articles of Organization filed December 15, 1987 and Certificate of
Correction filed January 15, 1988 and Certificate of Change of Fiscal Year End
dated March 28, 2001 (Exhibit 6.a to National Grid 2001 Form U-5-S, File
1-14958).
b. By-Laws (Exhibit 6.b to National Grid 2001 Form U-5-S, File
1-14958).
56. EUA Bioten, Inc.:
a. Articles of Organization filed June 22, 1995 and Certificate of Change of
Fiscal Year End dated March 28, 2001 (Exhibit 5.a to National Grid 2001 Form
U-5-S, File 1-14958).
b. By-Laws (Exhibit 5.b to National Grid 2001 Form U-5-S, File
1-14958).
57. NEES Communications, Inc.:
a. Articles of Organization (Exhibit B.9.a to NEES 1996 Form U-5-S);
Certificate of change of Fiscal Year End dated April 3, 2000 (Exhibit 14.a to
National Grid 2001 Form U-5-S, File 1-14958).
b. By-laws (Exhibit B.9.b to NEES 1996 Form U-5-S).
58. NEES Telecommunications Corp.:
a. Articles of Organization as amended through May 29, 1998 (Exhibit B.11.a to
National Grid USA 1999 Form U-5-S); Certificate of change of Fiscal Year End
dated April 5, 2000 (Exhibit 16.a to National Grid 2001 Form U-5-S, File
1-14958).
b. By-Laws (Exhibit B.11.b to National Grid USA 1999 Form U-5-S).
59. Arbuckle Acres, Inc.:
a. Certificate of Incorporation filed June 2, 1999.
b. By-Laws dated June 4, 1999.

C. Funded Debt

Granite State Electric Company
a. Note Agreement with First Colony Life Insurance Company dated as of
November 1, 1993 (Exhibit C-1 to NEES 1993 Form U-5-S)
b. Note Agreement with First Colony Life Insurance Company dated as of July 1,
1995 (Exhibit A to Granite Certificate of Notification, File No.
70-8625)
c. Note Agreement with the Paul Revere Life Insurance Company dated as of June
15, 1998 (Exhibit C.1.d to NEES 1998 Form U-5-S)
2. Massachusetts Electric Company
First Mortgage Indenture and Deed of Trust, dated as of July 1, 1949,
and twenty-one supplements thereto (Exhibit 7-A, File No. 1-8019; Exhibit
7-B, File No. 2-8836; Exhibit 4-C, File No. 2-9593; Exhibit 4 to 1980 Form 10-K,
File No. 2-8019; Exhibit 4 to 1982 Form 10-K, File No. 0-5464; Exhibit 4 to 1986
Form 10-K, File No. 0-5464; Exhibit 4(a) to 1988 Form 10-K, File No. 1-3446;
Exhibit 4(a) to 1989 Form 10-K, File No. 1-3446; Exhibit 4(a) to 1992 Form 10-K,
File No. 1-3446; Exhibit 4(a) to 1993 Form 10-K, File No. 1-3446; Exhibit 4(a)
to 1995 NEES Form 10-K, File No. 1- 3446)
3. The Narragansett Electric Company
First Mortgage Indenture and Deed of Trust, dated as of September 1, 1944,
and twenty-three supplements thereto (Exhibit 7-1, File No. 2-7042; Exhibit
7-B, File No. 2-7490; Exhibit 4-C, File No. 2-9423; Exhibit 4-D, File No.
2-10056; Exhibit 4 to 1980 Form 10-K, File No. 0-898; Exhibit 4 to 1982 Form
10-K, File No. 0-898; Exhibit 4 to 1983 Form 10-K, File No. 0-898; Exhibit 4 to
1985 Form 10-K, File No. 0-898; Exhibit 4 to 1986 Form 10-K, File No. 0-898;
Exhibit 4 to 1987 Form 10-K, File No. 0-898; Exhibit C-3 to NEES 1991 Form
U-5-S; Exhibit 4(b) to 1992 Form 10-K, File No. 1- 3446; Exhibit 4(b) to 1993
Form 10-K, File No. 1-3446; Exhibit 4(b) to 1995 NEES Form 10-K, File No. 1-
3446), Exhibit 4(b) to 1997 NEES Form 10-K, File No. 1-3446)
4. New England Electric Transmission Corporation
Note Agreement with PruCapital Management, Inc. et al. dated as of
September 1, 1986; Mortgage, Deed of Trust and Security Agreement dated as of
September 1, 1986 (Exhibit 10(g) to 1986 Form 10-K, File No.
1-3446)
5. New England Power Company

| a. | Loan Agreement with Massachusetts Industrial Finance Agency dated as of
March 15, 1980 and two supplements thereto (Exhibit C.8.c to NEES 1983 Form
U-5-S); Supplements dated as of October 1, 1992 and September 1, 1993 (Exhibit
C.6.b to NEES 1993 Form U-5-S); Fifth Supplement dated as of August 1, 1998
(Exhibit 5.a to NEES 1998 Form U-5-S) |
| --- | --- |
| b. | Loan Agreement with Business Finance Authority of the State of New
Hampshire (formerly the Industrial Development Authority of the State of New
Hampshire) dated as of November 15, 1983 (Exhibit C.8.d to NEES 1983 Form
U-5-S); First Supplement dated as of April 1, 1986 (Exhibit C.7.d to NEES 1986
Form U-5-S); Second Supplement dated as of August 1, 1988 (Exhibit C.7.d to NEES
1988 Form U-5- S); Third Supplement dated as of April 1, 1989; Fourth Supplement
dated as of November 1, 1990 (Exhibit C.6.d to NEES 1990 Form U-5-S); Fifth
Supplement dated as of June 15, 1991 (Exhibit C.6.d to NEES 1991 Form U-5-S);
Sixth Supplement dated as of January 1, 1993 (Exhibit C.6.d to NEES 1992 Form
U-5-S); Seventh Supplement dated as of October 1, 1993 and Eighth Supplement
dated as of December 1, 1993 (Exhibit C.6.c to NEES 1993 Form U-5-S); Ninth
Supplement dated as of February 1, 1995 (Exhibit 6.c to NEES 1995 Form U-5-S),
Tenth Supplement dated as of January 1, 1996, Eleventh Supplement dated as of
January 15, 1996, Twelfth Supplement dated as of December 1, 1996 (Exhibit 6.c
to NEES 1996 Form U-5-S); and Thirteenth Supplement dated as of August 1, 1998
(Exhibit 5.b to NEES 1998 Form U-5-S) |
| c. | Loan Agreement with the Connecticut Development Authority dated as of
September 1, 1999 (Exhibit 5.c to National Grid USA 1999 Form U-5-S) |

6. Nantucket Electric Company
Loan and Trust Agreement with Massachusetts Industrial Finance Agency and
Fleet National Bank dated as of July 1, 1996
7. New England Hydro Finance Company, Inc.
Note and Guaranty Agreement with New England Hydro-Transmission Electric
Company, Inc. and New England Hydro-Transmission Corporation dated as of April
15, 1991
8. Niagara Mohawk Power Corporation

| | | a. — b. | Mortgage Trust Indenture dated as of October 1, 1937 with Marine Midland
Bank, N.A. (formerly named The Marine Midland Trust Company of New York), as
Trustee (filed October 15, 1937 after effective date of Registration Statement
No. 2-3414); Supplemental Indenture dated as of December 1, 1938 (Exhibit 2-3 to
Registration Statement No. 2-59500); Supplemental Indenture dated as of April
15, 1939 (Exhibit 2-4 to Registration Statement No. 2-59500); Supplemental
Indenture dated as of July 1, 1940 (Exhibit 2-5 to Registration Statement No.
2-59500); Supplemental Indenture dated as of October 1, 1944 (Exhibit 7-6 to
Central New York Power and Light Corporation Registration Statement No. 2-5490);
Supplemental Indenture dated as of June 1, 1945 (Exhibit 2-8 to Registration
Statement No. 2-59500); Supplemental Indenture dated as of August 17, 1948
(Exhibit 2-9 to Registration Statement No. 2-59500); Supplemental Indenture
dated as of December 31, 1949 (Exhibit 7-9 to Registration Statement No.
2-8214); Supplemental Indenture dated as of January 1, 1950 (Exhibit 7-10 to
Registration Statement No. 2-8214); Supplemental Indenture dated as of October
1, 1950 (Exhibit 7-11 to Registration Statement No. 2-8634); Supplemental
Indenture dated as of October 19, 1950 (Exhibit 7-12 to Registration Statement
No. 2-8634); Supplemental Indenture dated as of February 20, 1953 (Exhibit 4-16
to Registration Statement No. 2-10501); Supplemental Indenture dated as of April
25, 1956 (Exhibit 4-19 to Registration Statement No. 2-12443; Supplemental
Indenture dated as of March 15, 1960 (Exhibit 2-23 to Registration Statement No.
2-16193; Supplemental Indenture dated as of July 15, 1967 (Exhibit 4-29 to
Registration Statement No. 2-26918); Supplemental Indenture dated as of March 1,
1978 (Exhibit 4(b)(42) to Registration Statement No. 2-70860); Supplemental
Indenture dated as of June 15, 1980 (Exhibit 4(b)(46) to Registration Statement
No. 2-70860); Supplemental Indenture dated as of November 1, 1990 (Exhibit
4(b)(75) to Registration Statement No. 33-38093); Supplemental Indenture dated
as of October 1, 1991 (Exhibit 4(b)(77) to Registration Statement No. 33-47241);
Supplemental Indenture dated as of June 1, 1992 (Exhibit 4(b)(79) to
Registration Statement No. 33-59594); Supplemental Indenture dated as of August
1, 1992 (Exhibit 4(b)(81) to Registration Statement No. 33-59594); Supplemental
Indenture dated as of April 1, 1993 (Exhibit 4(b)(82) to Form 10-Q for quarter
ended March 31, 1993); Supplemental Indenture dated as of July 1, 1993 (Exhibit
4(b)(83) to Form 10-Q for quarter ended September 30, 1993); Supplemental
Indenture dated as of July 1, 1994 (Exhibit 4(b)(86) to 1994 Form 10-K);
Supplemental Indenture dated as of May 1, 1995 (Exhibit 4(87) to Form 10-Q for
quarter ended June 30, 1995); Supplemental Indenture dated as of March 20, 1996
(Exhibit 4(a)(39) to Registration Statement No. 33-49541); Supplemental
Indenture dated as of November 1, 1998 (Exhibit 4(b)(40) to 1999 Form
10-K. — Agreement dated as of August 16, 1940, with The Chase National Bank of the
City of New York, as Successor Trustee, and The Marine Midland Trust Company of
New York, as Trustee (Exhibit 7-23 to Central New York Power and Light
Corporation Registration Statement No. 2-5490) |
| --- | --- | --- | --- |
| | | c. | Form of Indenture relating to the Senior Notes dated June 30, 1998 (Exhibit
4(a)(41) to Registration Statement No. 33-49541) |
| | | d. | Indenture, dated as of May 12, 2000, with The Bank of New York, a New York
banking corporation, as Trustee (Exhibit 1.2 to Form 8-K dated May 9, 2000);
First Supplemental Indenture, dated as of May 12, 2000, (Exhibit 1.3 to Form 8-K
dated May 9, 2000); Form of Second Supplemental Indenture (Exhibit 1.2 to Form
8-K dated September 25, 2001) |
| D. | Tax Allocation Agreement | | |
| | National Grid General Partnership and Affiliated U.S. Corporations Form of
Second Amended and Restated Federal and State Income Tax Allocation Agreement
dated as of February 1, 2002 (Exhibit D.3 to 2002 U5S) | | |
| E. | Other Documents | | |
| | 1. | Schedule showing Money Pool investments for year ended March 31, 2003 (See
request number 6, Certificate of Notification (Rule 24) filed June 27, 2003,
file nos. 70-9849, 70-10067 ) | |
| | 2. | Financial statements of Lattice Group plc (consolidated) | |
| | 3. | Information on certain transactions (see Item 9A) | |
| F. | Supporting Schedules | | |
| | N/A | | |
| G. | Organizational Chart | | |
| | Organizational chart showing FUCOs | | |
| H. | Financial Statements of FUCOs | | |
| | 1. | National Grid Holdings Limited (consolidated) (amended, filed
herewith) | |
| | 2. | Lattice Group plc (filed as Exhibit E.2) | |

SIGNATURES

Each undersigned system company has duly caused this amendment to annual report to be signed on its behalf by the undersigned thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935. The signature of each undersigned company shall be deemed to relate only to matters having reference to such company or its subsidiaries.

NATIONAL GRID TRANSCO PLC
NATIONAL GRID (US) HOLDINGS LIMITED
NATIONAL GRID (US) INVESTMENTS 4
NATIONAL GRID (US) PARTNER 1 LIMITED
NATIONAL GRID (US) PARTNER 2 LIMITED
NATIONAL GRID HOLDINGS INC.
NATIONAL GRID USA
Date: November 10, 2003 By: /s/ John G.
Cochrane
John G. Cochrane
Senior Vice President, National Grid USA
NATIONAL GRID GENERAL PARTNERSHIP
By its general partner, National Grid US Partner (1) Limited
Date: November 10, 2003 By: /s/ John G.
Cochrane
John G. Cochrane
Senior Vice President, National Grid USA
By its general partner, National Grid US Partner (2) Limited
Date: November 10, 2003 By: /s/ John G.
Cochrane
John G. Cochrane
Senior Vice President, National Grid USA

More from National Grid PLC

Capital/Financing Update 2026
Jun 5
Capital/Financing Update 2026
Jun 4
Notice of Dividend Amount 2026
Jun 4
Notice of Dividend Amount 2026
Jun 4
Capital/Financing Update 2026
Jun 4
Governance Information 2026
Jun 3
Governance Information 2026
Jun 3
Report Publication Announcement 2026
Jun 3
Annual Report 2026
Jun 3
Annual Report (ESEF) 2026
Jun 3
View all filings →