SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-K

[  X  ]

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)          

OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2000

OR

[      ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)          

OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number  1-8858

UNITIL CORPORATION

(Exact name of registrant as specified in its charter)

 

New Hampshire

02-0381573

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification No.)

   

6 Liberty Lane West, Hampton, New Hampshire

03842-1720

(Address of principal executive offices)

(Zip Code)

Registrant's telephone number, including area code: (603) 772-0775

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Name of Exchange on Which Registered

Common Stock, No Par Value

American Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:   NONE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  X     No      

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-Kp is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K [  X  ]

Based on the closing price of March 1, 2001, the aggregate market value of common stock held by non-affiliates of the registrant was $119,462,465.

The number of common shares outstanding of the registrant was 4,740,574 as of March 1, 2001.

Documents Incorporated by Reference:

Portions of the Proxy Statement relating to the Annual Meeting of Shareholders to be held April 19, 2001, are incorporated by reference into Part III of this Report.

 

 

UNITIL CORPORATION

FORM 10-K

For the Fiscal Year Ended December 31, 2000

Table of Contents

 

Item

Description

 

PART I

1.

Business

 
 

     The Unitil System 

 

     Utility Operations 

 

     Rates and Regulation 

 

     Regulatory Matters 

 

     Electric Power Supply 

 

     Gas Supply 

 

     Environmental Matters 

 

     Capital Requirements 

 

     Financing Activities 

 

     Employees 

 

     Executive Officers of the Registrant 

2.

Properties 

3.

Legal Proceedings 

4.

Submission of Matters to a Vote of Securities Holders 

PART II

5.

Market for Registrant's Common Equity and Related Stockholder Matters 

6.

Selected Financial Data 

7.

Management's Discussion and Analysis of Financial Condition and Results of Operations 

7A.

Quantitative and Qualitative Disclosures about Market Risk 

8.

Financial Statements and Supplementary Data 

9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 

PART III

10.

Directors and Executive Officers of the Registrant 

11.

Executive Compensation 

12.

Security Ownership of Certain Beneficial Owners and Management 

13.

Certain Relationships and Related Transactions 

PART IV

14.

Exhibits, Financial Statement Schedules and Reports on Form 8-K

Signatures 

Schedule II Valuation and Qualifying Accounts and Reserves 

Exhibit 10.13

Labor Agreement effective June 1, 2000 between CECo and the International Brotherhood of Electrical Workers, Local Union No. 1837

Exhibit 10.14

Labor Agreement effective June 1, 2000 between E&H and the International Brotherhood of Electrical Workers, Local Union No. 1837

Exhibit 10.15

Labor Agreement effective June 1, 2000 between FG&E and the Utility Workers of America, AFL-CIO, Local Union No. B340, the Brotherhood of Utility Workers Council

Exhibit 11.1

Computation in Support of Earnings per Share

Exhibit 12.1

Computation in Support of Ratio of Earnings to Fixed Charges

Exhibit 21.1

Subsidiaries of Registrant

Exhibit 23.1

Consent of Independent Certified Public Accountants

Exhibit 99.1

2000 Proxy Statement

 

 

PART I

Item 1.  Business

 

THE UNITIL SYSTEM

Unitil Corporation (Unitil or the Company) was incorporated under the laws of the State of New Hampshire in 1984. Unitil is a registered public utility holding company under the Public Utility Holding Company Act of 1935 (the 1935 Act), and is the parent company of the Unitil System. The following companies are wholly owned subsidiaries of Unitil, which together make up the Unitil System:

 

Unitil Corporation Subsidiaries

State and Year of Organization

Principal Type of Business

     

Concord Electric Company (CECo)

NH - 1901

Retail Electric Distribution Utility

Exeter & Hampton Electric Company (E&H)

NH - 1908

Retail Electric Distribution Utility

Fitchburg Gas and Electric Light Company (FG&E)

MA - 1852

Retail Electric & Gas Distribution Utility

Unitil Power Corp. (Unitil Power)

NH - 1984

Wholesale Electric Power Utility

Unitil Realty Corp. (Unitil Realty)

NH - 1986

Real Estate Management

Unitil Service Corp. (Unitil Service)

NH - 1984

System Service Company

Unitil Resources, Inc. (Unitil Resources)

NH - 1993

Energy Brokering, Marketing and Services

Usource, Inc.

NH - 2000

Energy Brokering, Marketing and Services

Usource L.L.C. (Usource)

NH - 2000

Energy Brokering, Marketing and Services

 

The Unitil System's principal business is the retail sale and distribution of electricity and related services in several cities and towns in the seacoast and capital city areas of New Hampshire, and both electricity and gas and related services in north central Massachusetts, through Unitil's three wholly owned retail distribution utility subsidiaries (CECo, E&H and FG&E, collectively referred to as the Retail Distribution Utilities). The Company's wholesale electric power utility subsidiary, Unitil Power Corp., principally provides all the electric power supply requirements to CECo and E&H for resale at retail.

Unitil has three additional wholly owned subsidiaries: Unitil Realty Corp. (Unitil Realty), Unitil Service Corp. (Unitil Service) and Unitil Resources, Inc. (Unitil Resources). Unitil Realty owns and manages the Company's corporate office building and property located in Hampton, New Hampshire and leases this facility to Unitil Service under a long-term lease arrangement. Unitil Service provides, at cost, centralized management, administrative, accounting, financial, engineering, information systems, regulatory, planning, procurement, and other services to the Unitil System companies. Unitil Resources is the Company's wholly owned non-utility subsidiary and has been authorized by the Securities and Exchange Commission, pursuant to the rules and regulations of the 1935 Act, to engage in business transactions as a competitive marketer of electricity, gas and other energy commodities in wholesale and retail markets, and to provide energy brokering, consulting and management related services within the United States. Usource, Inc. is a wholly owned subsidiary of Unitil Resources, Inc. Usource L.L.C. (Usource) is a wholly owned subsidiary of Usource, Inc. Usource provides an internet-based energy brokering service, as well as various energy consulting and marketing activities.

During 1999 and 2000, Unitil acquired an approximate 9% interest in Enermetrix (formerly known as North American Power Brokers, Inc.), a privately held company providing Internet technology solutions to the energy industry. Unitil, through Unitil Resources, has licensed and deployed the Enermetrix Internet-based technology for electricity and natural gas sales between consumers and suppliers. Under the name Usource, Unitil Resources offers retail energy consumers the market benefits of energy supply bidding with the efficiency and cost benefits of e-commerce.

 

 

 

 

UTILITY OPERATIONS

CECo is engaged principally in the distribution and sale of electricity at retail to approximately 27,400 customers in the City of Concord, which is the state capital, and twelve surrounding towns, all in New Hampshire. CECo's service area consists of approximately 240 square miles in the Merrimack River Valley of south central New Hampshire. The service area includes the City of Concord and major portions of the surrounding towns of Bow, Boscawen, Canterbury, Chichester, Epsom, Salisbury and Webster, and limited areas in the towns of Allenstown, Dunbarton, Hopkinton, Loudon and Pembroke.

The State of New Hampshire's government operations are located within CECo's service area, including the executive, legislative, judicial branches and offices and facilities for all major state government services. In addition, CECo's service area is a retail trading center for the north central part of the state and has diversified businesses relating to insurance, printing, electronics, granite, belting, plastic yarns, furniture, machinery, sportswear and lumber. Of CECo's 2000 retail electric revenues, approximately 34% were derived from residential sales, 40% from commercial, government and nonmanufacturing sales, 25% from industrial/manufacturing sales and 1% from other sales.

E&H is engaged principally in the distribution and sale of electricity at retail to approximately 40,500 customers in the towns of Exeter and Hampton and in all or part of sixteen surrounding towns, all in New Hampshire. E&H's service area consists of approximately 168 square miles in southeastern New Hampshire. The service area includes all of the towns of Atkinson, Danville, East Kingston, Exeter, Hampton, Hampton Falls, Kensington, Kingston, Newton, Plaistow, Seabrook, South Hampton and Stratham, and portions of the towns of Derry, Brentwood, Greenland, Hampstead and North Hampton.

Commercial and industrial customers served by E&H are quite diversified and include retail stores, shopping centers, motels, farms, restaurants, apple orchards and office buildings, as well as manufacturing firms engaged in the production of sportswear, automobile parts and electronic components. It is estimated that there are over 150,000 daily summer visitors to E&H's territory, which includes several popular resort areas and beaches along the Atlantic Ocean. Of E&H's 2000 retail electric revenues, approximately 47% were derived from residential sales, 29% from commercial, government and nonmanufacturing sales, 21% from industrial/manufacturing sales and 3% from other sales.

FG&E is engaged principally in the distribution and sale of both electricity and natural gas in the City of Fitchburg and several surrounding communities. FG&E's service area encompasses approximately 170 square miles in north central Massachusetts.

Electricity is supplied and distributed by FG&E to approximately 26,100 customers in the communities of Fitchburg, Ashby, Townsend and Lunenburg. FG&E's industrial customers include paper manufacturing and paper products companies, rubber and plastics manufacturers, chemical products companies and printing, publishing and allied industries. Of FG&E's 2000 electric revenues, approximately 36% were derived from residential sales, 26% from commercial and nonmanufacturing sales, 30% from industrial/manufacturing sales and 8% from other sales.

Natural gas is supplied and distributed by FG&E to approximately 14,800 customers in the communities of Fitchburg, Lunenburg, Townsend, Ashby, Gardner and Westminster, all located in Massachusetts. Of FG&E's 2000 gas operating revenues, approximately 49% were derived from residential sales, 11% from small general customers, 19% from medium general customers, 6% from large general customers, 11% from interruptible sales (which are sales to customers that have agreed to discontinue use of the Company-supplied gas service temporarily upon notice by the Company, and which customers usually have an alternate fuel capability, e.g., fuel oil, that they can employ during the interruption periods) and 4% from other sales. FG&E's industrial gas revenue is primarily derived from firm sales to paper manufacturing and paper products companies, fabricated metal products manufacturers, rubber and plastics manufacturers, and primary iron.

Natural gas sales in New England are seasonal, and the Company's results of operations reflect this seasonal nature. Accordingly, results of operations are typically positively impacted by gas operations during the five heating season months from November through March of the following year. Electric sales in New England are far less seasonal than natural gas sales; however, the highest usage typically occurs in the summer and winter months due to air conditioning and heating requirements, respectively. The Unitil System is not dependent on a single customer or a few customers for its electric and gas sales.

 

(For details on the Unitil System's Results of Operations see Part II, Item 7 herein.)

 

(For segment information see Part II, Item 8, Footnote 11 herein.)

 

RATES AND REGULATION

The Company is registered with the Securities and Exchange Commission (SEC) as a holding company under the 1935 Act, and it and its subsidiaries are subject to the provisions of the 1935 Act. Accordingly, the Securities and Exchange Commission (SEC) has jurisdiction over Unitil and its subsidiaries with respect to, among other things, securities issues, sales and acquisitions of securities and utility assets, intercompany loans, services performed by and for affiliated companies, certain accounts and records, and involvement in non utility operations. The Company and its subsidiaries, where applicable, are subject to regulation by the Federal Energy Regulatory Commission (FERC), the New Hampshire Public Utilities Commission (NHPUC) and the Massachusetts Department of Telecommunications and Energy (MDTE) with respect to rates, adequacy of service, issuance of securities, accounting and other matters. Unitil Power, as a wholesale utility, is subject to rate regulation by the FERC. Both CECo and E&H, as retail electric utilities in New Hampshire, are subject to rate regulation by the NHPUC, and FG&E is subject to MDTE regulation with respect to gas and electric retail rates, and FERC regulation with respect to New England Power Pool (NEPOOL) interchanges and other wholesale sales of electricity.

Current Rate Regulation - The revenues of Unitil's Retail Distribution Utilities are collected pursuant to rates on file with the NHPUC, the MDTE and, to a minor extent, the FERC. In general, the Retail Distribution Companies current retail rates are comprised of a base rate component, established during comprehensive base rate cases, and various periodic rate adjustment mechanisms, which track and reconcile particular expense elements with associated collected revenues. The last comprehensive regulatory proceedings to increase base electric rates for Unitil's Retail Distribution Utilities were in 1985 for CECo, 1984 for FG&E, and 1981 for E&H. FG&E was granted its first Gas Base Rate adjustment in 14 years effective December 1, 1998. The majority of the Unitil System's utility operating revenues are presently collected under various rate adjustment mechanisms, including revenues collected from customers for fuel, purchased power, cost of gas, transition costs and demand-side management program costs.

The Unitil System Agreement (System Agreement), as approved by the FERC, governs wholesale sales by Unitil Power to its New Hampshire retail distribution affiliates, CECo and E&H, and provides for recovery by Unitil Power of all costs incurred in the provision of service. Unitil Power has continued to adjust its wholesale rates every six months in accordance with the System Agreement, and CECo and E&H have continued to file corresponding semiannual changes in their retail fuel and purchased power adjustment clauses with the NHPUC which have been routinely approved.

The Massachusetts Electric Restructuring Law has changed the way FG&E provides service to its electric customers. Instead of supplying energy on demand to all its customers, FG&E delivers energy to its customers on behalf of competitive suppliers and will supply Standard Offer Service energy to customers who do not choose a competitive supplier and Default Service to new customers or those whose competitive supplier terminates. The result of these changes was the replacement of FG& E's quarterly filed electric fuel charge with:   a) an annually determined Standard Offer Service charge and reconciliation adjustment mechanism; and    b) a semi-annual determined Default Service charge and reconciliation adjustment mechanism, both of which are designed to allow FG&E to recover all its power supply costs. In addition FG&E has implemented a Transition Cost Charge and reconciliation adjustment mechanism enabling it to recover its stranded costs (See Massachusetts (Electric) in Regulatory Matters section).

FG&E's gas costs are recovered through a cost of gas adjustment (CGA) mechanism, through which firm gas customers pay the costs incurred for procuring and transporting gas to FG&E's local distribution system for delivery to customers.

SFAS No. 71 - The Company accounts for all its regulated operations in accordance with Statement of Financial Accounting Standard ("SFAS") No. 71, "Accounting for the Effects of Certain Types of Regulation," requiring the Company to record the financial statement effects of the rate regulation to which the Company is currently subject. If a separable portion of the Company's business no longer meets SFAS No. 71, the Company is required to eliminate the financial statement effects of regulation for that portion. (See "Power Supply Divestiture" in Note 8 of the financial statements contained herein.)

 

REGULATORY MATTERS

The Unitil System of Companies is regulated by various federal and state agencies, including the Securities and Exchange Commission (SEC), the Federal Energy Regulatory Commission (FERC), and state regulatory authorities with jurisdiction over the utility industry, including the New Hampshire Public Utilities Commission (NHPUC) and the Massachusetts Department of Telecommunications and Energy (MDTE). In recent years, there has been significant legislative and regulatory activity to introduce greater competition in the supply and sale of electricity and gas, while continuing to regulate the delivery and distribution operations of our utility subsidiaries.

Massachusetts enacted comprehensive electric utility industry restructuring in November 1997. Since March 1, 1998, all electric consumers in Massachusetts served by investor-owned utilities have had the ability to choose their electric energy supplier. FG&E, the Company's Massachusetts utility operating subsidiary, continues to implement its comprehensive electric restructuring plan and divestiture of its entire regulated power supply business, including its nuclear investment.

Since 1997, FG&E has worked in collaboration with the other Massachusetts gas distribution utilities and various other stakeholders to develop and implement the infrastructure to offer gas customers choice of their competitive gas energy supplier and to complete the restructuring of gas service provided by gas utilities. FG&E filed with the MDTE new gas tariffs to implement natural gas unbundling in accordance with Model Terms and Conditions resulting from these collaborative efforts. The MDTE issued an Order approving these tariffs and final regulations effective November 1, 2000.

In New Hampshire, CECo and E&H, our electric utility operating subsidiaries, and Unitil Power Corp., our wholesale power company, continue to prepare for the transition that will move them into this new market structure, pending resolution of certain key restructuring policies and issues. The utility operating companies have also been active participants in the restructuring of the wholesale power market and transmission system in New England. Though retail competition in the sale of electricity has stalled throughout the region, new wholesale markets have been implemented in the New England Power Pool (NEPOOL) under the general supervision of an Independent System Operator (ISO).

Massachusetts Electric Restructuring - On January 15, 1999, the MDTE approved FG&E's restructuring plan with certain modifications. The Plan provides customers with: a) the ability to choose an energy supplier; b) an option to purchase Standard Offer Service provided by FG&E at regulated rates for up to seven years; and c) a cumulative 15% rate reduction adjusted for inflation. The Order also approved FG&E's power supply divestiture plan for its interest in three generating units and four long-term power supply contracts.

Pursuant to the Plan, on October 30, 1998, FG&E filed a proposed contract with Constellation Power Services Inc. for provision of Standard Offer Service. Constellation began to supply power under that contract on March 1, 1999, and is scheduled to continue through February 28, 2005. The award of this contract was the first successful Standard Offer auction conducted in Massachusetts.

A contract for the sale of FG&E's interest in the New Haven Harbor plant was approved by the MDTE on March 31, 1999, and the sale of the unit closed on April 14, 1999. A contract for the sale of the entire output from FG&E's remaining generating assets and purchased power contracts to Select Energy, Inc. was approved by the MDTE on December 28, 1999, and went into effect February 1, 2000.

On December 22, 1999, FG&E filed with the MDTE new rates for effect January 1, 2000. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved the rates on January 5, 2000, subject to an examination of the Company's filing in which it reconciles its estimated and actual transition costs (the "reconciliation filing").

On February 2, 2000, the MDTE initiated a proceeding to examine FG&E's reconciliation filing and the consistency of the proposed charges and adjustments with the methods approved in FG&E's restructuring plan. The MDTE held four days of hearings in May 2000, and the Company presented testimony in support of its filing. As part of his review of FG&E's filing, the Massachusetts Attorney General has challenged FG&E's recovery of certain transition costs and other cost reconciliation calculations. Management is unable to determine the outcome of the MDTE proceedings. However, if an unfavorable outcome were to occur, there could be an adverse impact on the Company's consolidated financial position.

As a result of restructuring and divestiture of FG&E's generation and purchased power portfolio, FG&E has accelerated the write-off of its electric generation assets and its abandoned investment in Seabrook Station. The MDTE established the return to be earned on the unamortized balance of FG&E's generation plant, reducing FG&E's earnings on those assets. In 2000, Unitil's earnings from this business segment represented approximately 16% of the earnings from utility operations. As this portfolio is amortized over the next 9 years, earnings from this segment of FG&E's utility business will continue to decline and ultimately cease.

On August 2, 2000, FG&E was the first electric company in Massachusetts to file for an increase in its Standard Offer Service rates pursuant to the Fuel Adjustment provision of its Standard Offer Service (SOS) tariff. This adjustment allows an increase in the SOS rate due to increases in the fuel prices of oil and natural gas. Any revenues received as a result of this adjustment are passed on to the Company's wholesale SOS provider. The MDTE suspended the filing for further review. Subsequently, other electric utility companies operating in Massachusetts made similar filings, and the MDTE instituted proceedings in each of those cases. On December 4, 2000, the MDTE issued an order for the utilities authorizing a "fixed" fuel adjustment, calculated based on the most recent 12 months of data. These adjustments took effect on January 1, 2001. FG&E's SOS rate increased from 3.8 cents/kWh to 5.121 cents/kWh. Unrecovered amounts to date will be recovered, subject to the rate reduction requirements of the Act.

In approving the new SOS rates, the MDTE also directed all electric distribution companies to file a report with the MDTE on their efforts to mitigate transition costs. On January 19, 2001, FG&E filed an extensive report detailing its mitigation activities, including contract restructurings, divestiture of its generating assets, and a variety of initiatives intended to reduce the burden of increasing energy prices on customers. While FG&E has substantially completed the divestiture of its generation assets, the Company continues to seek ways to reduce its transition costs and lower prices for customers.

On December 1, 2000, FG&E filed new electric rates for effect January 1, 2001. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved final rates on December 29, 2000, subject to reconciliation pursuant to an investigation of actual and estimated transition costs, resulting in an upward inflation adjustment of 3.5% relative to 2000 rates.

New customers, and customers who previously opted to take electric supply service from a competitive provider, may purchase power through FG&E under Default Service. FG&E provides the Default Service through a third party supplier at market-based rates. The Company issued a Request for Proposals for Default Service in September 2000. FG&E awarded a contract and filed resulting rates which were approved effective for the period January through May 2001.

In June 2000, the MDTE opened an investigation into whether (1) metering, meter maintenance and testing, and customer billing and information services (MBIS) should be unbundled; and (2) the service territories of distribution companies should remain exclusive. On December 29, 2000, the MDTE issued its report recommending that the Legislature not take action to allow for the competitive provision of MBIS in the electric industry. The MDTE also concluded that exclusive service territories should remain intact.

Massachusetts Gas Restructuring - In mid-1997, the MDTE directed all Massachusetts natural gas Local Distribution Companies (LDCs) to form a collaborative with other stakeholders to develop common principles and appropriate regulations for the unbundling of gas service, and directed FG&E and four other LDCs to file unbundled gas rates for its review. FG&E's unbundled gas rates were filed with, and approved by, the MDTE and implemented in November 1998.

On February 1, 1999, the MDTE issued an order in which it determined that the LDCs would continue to have an obligation to provide gas supply and delivery services for another five years, with a review after three years. This order also set forth the MDTE's decision requiring mandatory assignment by LDCs of their pipeline capacity contracts to competitive marketers. In March 1999, the LDCs and other stakeholders filed a settlement with the MDTE, which set forth rules for implementing an interim firm transportation service through October 31, 2000. The MDTE approved the settlement on April 2, 1999. FG&E has made separate compliance filings that were approved by the MDTE to implement its interim firm gas transportation service for its largest general service customers and to complement this service with a firm gas peaking service. This interim service is now superseded by the permanent transportation service, which was approved for implementation on November 1, 2000.

On November 3, 1999, the Massachusetts LDCs filed Model Terms and Conditions for Gas Service, including provisions for capacity assignment, peaking service, and Default Service. In accordance with the MDTE's approval of these Model Terms and Conditions in January 2000, FG&E filed Company-specific tariffs that implement natural gas unbundling. The MDTE also opened a rulemaking proceeding on proposed regulations that would govern the unbundling of services related to the provision of natural gas. The MDTE has issued an order approving the tariffs and final regulations effective November 1, 2000.

New Hampshire Electric Restructuring - On February 28, 1997, the NHPUC issued its Final Plan for New Hampshire electric utilities to transition to a competitive electric market in the state (Final Plan). The Final Plan linked the interim recovery of stranded cost by the State's utilities to a comparison of their existing rates with the regional average utility rates. CECo's and E&H's rates are below the regional average; thus, the NHPUC found that CECo and E&H were entitled to full interim stranded cost recovery, as defined by the NHPUC. However, the NHPUC also made certain legal rulings which could affect CECo's and E&H's long-term ability to recover all of their stranded costs.

Northeast Utilities' affiliate Public Service Company of New Hampshire (PSNH) filed suit in U.S. District Court for protection from the Final Plan and related orders and was granted an indefinite stay. In June 1997, Unitil, and other utilities in New Hampshire, intervened as plaintiffs in the federal court proceeding. In June 1998, the federal court clarified that the injunctions issued by the court in 1997 had effectively frozen the NHPUC's efforts to implement restructuring. This amended injunction was challenged by the NHPUC, and affirmed by the First Circuit Court of Appeals. Unitil continues to be a plaintiff-intervenor in federal district court. Further court proceedings are pending final resolution of electric restructuring for PSNH.

Unitil has continued to work actively to explore settlement options and to seek a fair and reasonable resolution of key restructuring policies and issues in New Hampshire. The Company is also monitoring the regulatory and legislative proceedings dealing with electric restructuring in the state. In October 2000, the NHPUC approved a settlement for the restructuring of PSNH. Appeals of the PSNH restructuring orders were denied by the New Hampshire Supreme Court and are now being pursued with the U.S. Supreme Court.

Pending Rate Proceedings - The last formal regulatory filings to increase base electric rates for Unitil's three retail operating subsidiaries occurred in 1985 for CECo, 1984 for FG&E, and 1981 for E&H. A majority of the Company's operating revenues are collected under various periodic rate adjustment mechanisms including fuel, purchased power, cost of gas, energy efficiency, and restructuring-related cost recovery mechanisms. Industry restructuring will continue to change the methods of how certain costs are recovered through the Company's regulated rates and tariffs.

As discussed above, FG&E filed for and received approval of an increase to its electric Standard Offer Service rate reflecting extraordinary increases in the price of oil and natural gas. FG&E also received an increase to its Cost of Gas Adjustment resulting in bill increases of approximately 25%, effective November 1, 2000. FG&E subsequently received another increase of approximately 20% to its Cost of Gas Adjustment for effect February 1, 2001. Wholesale natural gas prices reached record levels in New England and across the United States in response to cold weather and tight supplies. In New Hampshire, CECo and E&H filed and received approval of increases to their Fuel and Purchased Power Adjustments, resulting in bill increases of 25% to 34%, depending upon usage patterns, effective January 1, 2001. These higher fuel costs are a pass-through without markup or profit. Retail electricity prices for most New England utilities are increasing this winter.

On May 15, 1998, FG&E filed a gas base rate case with the MDTE. The last base rate case had been in 1984. After evidentiary hearings, the MDTE issued an Order allowing FG&E to establish new rates, effective November 30, 1998, which would produce an annual increase of approximately $1.0 million in gas revenues. As part of the proceeding, the Massachusetts Attorney General alleged that FG&E had double-collected fuel inventory finance charges, and requested that the MDTE require FG&E to refund approximately $1.6 million in double collections since 1987. The Company believes that the Attorney General's claim is without merit and that a refund was not justified or warranted. The MDTE rejected the Attorney General's request and stated its intent to open a separate proceeding to investigate the Attorney General's claim. On November 1, 1999, the MDTE issued an Order of Notice initiating an investigation of this matter. Hearings were held in early 2000 and were reopened in November 2000 to hear new evidence. Supplemental testimony has been filed and additional hearings were held in February 2001.

On October 29, 1999, the MDTE initiated a proceeding to implement Performance Based Rate making (PBR) for all electric and gas distribution utilities in Massachusetts. PBR is a method of setting regulated distribution rates that provide incentives for utilities to control costs while maintaining a high level of service quality. Under PBR, a company's earnings are tied to performance targets, and penalties can be imposed for deterioration of service quality. On December 29, 1999, FG&E filed a petition with the MDTE for authority to defer for later recovery costs associated with its preparation of a PBR filing for its gas division and its participation in the MDTE-initiated generic gas and electric PBR proceedings. This petition and the MDTE's generic proceeding are pending. The Company is currently evaluating the impact, if any, that PBR would have on the Company's ability to continue applying the standards of Statement of Financial Accounting Standards No. 71 "Accounting for the Effects of Certain Types of Regulation."

On December 31, 1999, the Massachusetts Attorney General filed a complaint against FG&E requesting that the MDTE investigate the distribution rates, rate of return, and depreciation accrual rates for FG&E's electric operations in calendar year 1999. The MDTE opened a proceeding in November 2000, held a public hearing and procedural conference in December 2000, and subsequently issued a procedural schedule covering the period January through April 2001. Any order received from the MDTE would apply to the Company's rates prospectively and would not be retroactive. Management is unable to predict the outcome of this proceeding but an unfavorable result could have an adverse impact on the Company's consolidated financial position.

Millstone Unit No. 3 - FG&E has a 0.217% nonoperating ownership in the Millstone Unit No. 3 (Millstone 3) nuclear generating unit which supplies it with 2.49 megawatts (MW) of electric capacity. In January 1996, the Nuclear Regulatory Commission (NRC) placed Millstone 3 on its Watch List, which calls for increased NRC inspection attention. In March 1996, as a result of engineering evaluations, Millstone 3 was taken out of service. The NRC authorized the restart of Millstone 3 in June 1998.

During the period that Millstone 3 was out of service, FG&E continued to incur its proportionate share of the unit's ongoing Operations and Maintenance (O&M) costs, and may incur additional O&M costs and capital expenditures to meet NRC requirements. FG&E also incurred costs to replace the power that was expected to be generated by the unit. During the outage, FG&E incurred approximately $1.2 million in replacement power costs, and recovered those costs through its electric fuel charge, which is subject to review and reconciliation by the MDTE. Under existing MDTE precedent, FG&E's replacement power costs of $1.2 million could be subject to disallowance in rates.

In August 1997, FG&E, in concert with other non-operating joint owners, filed a demand for arbitration in Connecticut and a lawsuit in Massachusetts, in an effort to recover costs associated with the extended unplanned shutdown. Several preliminary rulings have been issued in the arbitration and legal cases, and both cases are continuing. On March 22, 2000, FG&E entered into a settlement agreement with the defendants under which FG&E will dismiss its lawsuit and arbitration claims. The settlement is generally similar to earlier settlements with the defendants, and three joint owners that own, in the aggregate, approximately 19% of the unit. The settlement provides for FG&E to receive an initial payment of $600,000 and other amounts contingent upon future events and would result in FG&E's entire interest in the unit being included in the auction of the majority interest, and certain of the minority interests, in Millstone 3, which is expected to be completed by 2001. Upon completion of the sale of Millstone 3, FG&E will be relieved of all residual liabilities, including decommissioning liabilities, associated with Millstone 3. FG&E expects to flow through the net proceeds of the settlement to its customers .

On September 8, 2000, Western Massachusetts Electric Company, New England Power Company, and FG&E together filed a Joint Petition requesting approval by the MDTE of the sale of their respective interests in Millstone Units 1, 2, and 3. The Companies also requested MDTE findings that the divested assets qualify as "eligible facilities" pursuant to Section 32 (c) of the Public Utility Holding Company Act of 1935. The MDTE approved the sale and certified the unit as an "eligible facility" on December 22, 2000. The parties to the sale transaction are currently awaiting other state and federal regulatory approvals for the final sale of the Millstone units.

 

ELECTRIC POWER SUPPLY

New England Power Pool - FG&E, UPC, CECo, and E&H are members of the New England Power Pool (NEPOOL). NEPOOL was formed to assure reliable operation of the bulk power system in the most economic manner for the region. Under the NEPOOL Agreement and the Open Access Transmission Tariff ("OATT"), to which virtually all New England electric utilities are parties, substantially all operation and dispatching of electric generation and bulk transmission capacity in New England is performed on a regional basis. NEPOOL is governed by an agreement that is filed with the FERC and its provisions are subject to continuing FERC jurisdiction. The NEPOOL Agreement and the OATT imposes generating capacity and reserve obligations, provides for the use of major transmission facilities and payments associated therewith. The most notable benefits of NEPOOL are coordinated power system operation in a reliable manner and providing a supportive business environment for the development of a competitive electric marketplace.

There are ongoing legislative and regulatory initiatives that are primarily focused on the deregulation of the generation and supply of electricity and the corresponding development of a competitive market place from which customers could choose their electric energy supplier. As a result, the NEPOOL Agreement continues to be restructured. NEPOOL's membership provisions have been broadened to cover all entities engaged in the electricity business in New England, including power marketers and brokers, independent power producers, load aggregators and retail customers in states that have enacted retail access statutes. The regional bulk power system is operated by an independent corporate entity, ISO New England (ISO-NE), so that there is no opportunity for conflicting financial interests between the system operator and the market-driven participants. Various energy and capacity products are traded in open, competitive markets, with transmission access and pricing subject to a regional tariff (the OATT) designed to promote competition among power suppliers. On May 1, 1999, ISO-NE began dispatching generating units using a bid-based system and implemented bid-based markets for reserve products and automatic generation control.

Energy Resources - Since April 1, 1998, each electric utility is required to carry an allocated share of the NEPOOL capability responsibility under the NEPOOL Agreement. These capacity requirements are determined each month based on regional reliability criteria. Unitil Power Corp., the full requirements supplier to CECo and E&H, had an annual peak capability responsibility in November 2000 of 274.64 MW and a corresponding monthly peak demand of 184.44 MW. FG&E's capability responsibility has decreased substantially from a year ago due to a contract with Constellation Power Source for the Standard Offer Service Load within its distribution territory. FG&E's capability responsibility for November 2000 was 12.36 MW, with a corresponding monthly peak demand of 8.30 MW. Effective December 1, 2000, FG&E began serving Default Service Load through a six month contract wherein the Default Service supplier has the load serving obligation, thus at the end of 2000 FG&E had no direct capability responsibility. Under MDTE regulations, FG&E will continue to procure Default Service through a bid process every six to twelve months.

To meet the needs of CECo and E&H, Unitil Power Corp. has contracted for generating capacity and energy and for associated transmission services as needed to meet NEPOOL requirements and to provide a diverse and economical energy supply. Unitil Power's purchases are from various utility and non-utility generating units using a variety of fuels and from several utility systems in the U.S. and Canada as well as purchases in the spot market. For the twelve months ended December 31,2000, Unitil Power's energy needs were provided by the following fuel sources: nuclear (29%), oil (10%), gas (10%), coal (7%), refuse (4%), hydro (6%) and system (34%).

In 2000, FG&E met its capacity requirements through an all requirements Standard Offer contract with Constellation Power Source, a Default Service contract with Consolidated Edison Energy, Inc. in December, 2000, spot purchases, purchase power contracts and ownership interests in two generating units in which FG&E participates on a tenancy-in-common basis as a non-operating owner. FG&E's contract and jointly owned asset purchases are from various utility and non-utility generating units using a variety of fuels and from several utility systems in the U.S. and Canada. The power supply portfolio, including the joint ownership generation output, was sold to Select Energy, Inc. beginning February 1, 2000 as part of the power supply restructuring plan approved by the MDTE. For the twelve months ended December 31, 2000, FG&E's energy needs were met with a combination of output originating from the Standard Offer, all requirements service contract, the FG&E power portfolio for January 2000, spot and short-term purchase to cover Default Service needs from February through November and the Default Service all requirements contract in December. As a result of these purchases, FG&E's needs were met primarily by system power.

FG&E is participating, on a tenancy-in-common basis with other New England utilities, in the ownership of two generating units, Wyman 4 and Millstone 3. Wyman Unit No. 4 is an oil-fired station in Yarmouth Maine, which is operated by FPL Energy Maine, LLC as the majority owner, that has been in commercial operation since December 1978. Millstone Unit No. 3, a nuclear generating unit operated by Northeast Utilities, has been in commercial operation since April 1986. FG&E's ownership interest in Millstone 3 is scheduled to be sold during the first half of 2001. FG&E completed the sale of its principal generating asset, a 4.5% interest in New Haven Harbor Station, in March 1999. In accordance with Massachusetts Electric Restructuring Law, and pursuant to the power supply divestiture discussed in Note 8 of the Financial Statements, FG&E began selling the output from its generation units on February 1, 2000.

Fuel - Oil: Approximately 10% of UPC's electric power in 2000 was provided by oil-fired units. Most fuel oil used by New England electric utilities is acquired from foreign sources and is subject to interruption and price increases by foreign governments.

Coal: Approximately 7% of UPC's 2000 requirements were from coal-burning facilities. The facilities generally purchase their coal under long term supply agreements with prices tied to economic indices. Although coal is stored both on-site and by fuel suppliers, long term interruptions of coal supply may result in limitations in the production of power or fuel switching to oil and thus result in higher energy prices.

Nuclear: FG&E has a 0.217% ownership interest in Millstone Unit No. 3 (the Unit). The Unit has contracted for certain segments of the nuclear fuel production cycle through various dates. This cycle includes, among other things, mining, enrichment and disposal of used fuel.

Pursuant to the Nuclear Waste Policy Act of 1982, the participants in Millstone 3 were required to enter into contracts with the United States Department of Energy, prior to the operation of that Unit, for the transport and disposal of spent fuel at a nuclear waste repository. FG&E cannot predict whether the Federal government will be able to provide storage or permanent disposal repositories for spent fuel. FG&E's ownership interest is expected to be sold during the first half of 2001. The sales agreement and a separate settlement agreement with Northeast Utilities indemnifies FG&E from continuing liability associated with environmental, decommissioning and waste disposal associated with its Millstone 3 ownership.

 

GAS SUPPLY

FG&E distributes gas purchased from domestic and Canadian suppliers under long term contracts as well as gas purchased from producers and marketers on the spot market. The following tables summarize actual gas purchases by source of supply and the cost of gas sold for the years 1998 through 2000.

Sources of Gas Supply

(Expressed as percent of total MMBtu of gas purchased)

Natural Gas:

2000

1999

1998

       

   Domestic firm

78.6%

75.4%

78.4%

   Canadian firm

6.3%

6.4%

6.4%

   Domestic spot  market

13.2%

17.2%

14.5%

Total natural gas

98.1%

99.0%

99.3%

Supplemental gas

1.9%

1.0%

0.7%

Total gas purchases

100.0%

100.0%

100.0%

Cost of Gas Sold

 

2000

1999

1998

       

Cost of gas purchased and sold per MMBtu

$5.19 

$3.42 

$3.36 

Percent Increase (Decrease) from prior year

52.01%

1.74%

(14.08%)

As a supplement to pipeline natural gas, FG&E owns a propane air gas plant and a liquefied natural gas (LNG) storage and vaporization facility. These plants are used principally during peak load periods to augment the supply of pipeline natural gas.

 

ENVIRONMENTAL MATTERS

The Company continues to work with federal and state environmental agencies to identify and assess environmental issues at the former manufactured gas plant (MGP) site at Sawyer Passway, located in Fitchburg, Massachusetts. FG&E has proceeded with site remediation work as specified on the Tier 1B permit, which allows FG&E to work towards temporary remediation of the site.

In April 2000, FG&E applied for a Utility Related Abatement Measure (URAM) with the Massachusetts Department of Environmental Protection (DEP) to permit excavation work required to construct a new electric substation on FG&E's former MGP site at Sawyer Passway. The permit application was reviewed and approved by the Massachusetts DEP in May 2000. All work permitted under the provisions of the URAM was completed and a final report of closure was submitted to the DEP in December 2000.

Construction of the new highway bridge across Sawyer Passway began in October 2000. FG&E began fulfillment of obligations associated with the bridge construction as stipulated in a memorandum of understanding with the Massachusetts Highway Department and the Massachusetts DEP.

Upon completion of site remediation associated with the bridge construction, the last remaining portion of the Sawyer Passway MGP site is expected to be closed out and attain the status of temporary closure in late 2001. This temporary closure requires FG&E to monitor the site until a feasible permanent remediation alternative can be developed and completed.

The costs of remedial action at this site are initially funded from traditional sources of capital and recovered from customers under a rate recovery mechanism approved by the MDTE. The Company also has a number of liability insurance policies that may provide coverage for environmental remediation at this site.

 

CAPITAL REQUIREMENTS

Cash Flows Used in Investing Activities increased approximately $7.1 million in 2000, primarily reflecting cash proceeds of $5.3 million received in 1999 from the sale of the Company's 4.5% interest in New Haven Harbor Station in 1999. Absent the effect of these 1999 sale proceeds, Cash Flows Used in Investing Activities increased $1.8 million in 2000 compared to 1999, reflecting higher expenditures of $2.8 million on distribution system additions and improvements and higher expenditures of $2.4 million for Usource software development and computer hardware. These higher expenditures were offset by a decrease in investment activity related to Enermetrix in 2000, compared to 1999.

Capital expenditures are projected to decrease in 2001 to approximately $18.5 million, primarily reflecting lower planned expenditures on the Company's non-regulated business activities.

 

FINANCING ACTIVITIES

Cash Flows from Financing Activities increased by $18.0 million in 2000 compared to 1999. This increase reflects a higher level of borrowing in 2000 versus 1999. During 2000, the Company used proceeds from short-term borrowings to fund a portion of its additions to Property, Plant, and Equipment; its non-regulated business activities; and a portion of its energy supply costs that exceeded amounts billed to customers via existing electricity and gas supply cost recovery mechanisms. This time lag between increases in energy costs and corresponding rate increases results in the Company incurring short-term debt to fund, on an interim basis, the Company's energy cost obligations.

At December 31, 2000, the Company had unsecured bank lines for short-term debt aggregating $35,000,000 with three banks for which it pays commitment fees. At December 31, 2000, the unused portion of the credit lines outstanding was $2,500,000. The average interest rates on all short-term borrowings were 6.57% and 5.72% during 2000 and 1999, respectively.

 

EMPLOYEES

As of December 31, 2000, the Company and its subsidiaries had 339 full-time and part-time employees. The Company considers its relationship with its employees to be good and has not experienced any major labor disruptions since the early 1960's.

There are approximately 100 employees represented by labor unions. In 2000, E&H reached a new five-year pact with its employees covered by a collective bargaining agreement, which will expire effective May 31, 2005. In 2000, CECo reached a new five-year pact with its employees covered by a collective bargaining agreement, which will expire effective May 31, 2005. In 2000, FG&E reached a five-year pact with its employees covered by collective bargaining agreements, which will expire effective May 31, 2005. The agreements provided for discreet salary adjustments, established work practices and provided uniform benefit packages. The Company expects to successfully negotiate new agreements prior to the expiration dates of these contracts.

The Company and its subsidiaries, where applicable, have in force funded Retirement Plans and related Trust Agreements providing retirement annuities for participating employees at age 65. The Company's policy is to fund the pension cost accrued (see Note 9 of Notes to Consolidated Financial Statements contained in Part II, Item 8). The Company maintains two stock option plans, which provide for the granting of options to key employees, as follows: (see Note 2 of Notes to Consolidated Financial Statements contained in Part II, Item 8).

Unitil Corporation Key Employee Stock Option Plan: The "Unitil Corporation Key Employee Stock Option Plan" was a 10-year plan which began in March 1989. The number of shares granted under this plan, as well as the terms and conditions of each grant, were determined by the Board of Directors, subject to plan limitations. All options granted under this plan vested upon grant. The 10-year period in which options could be granted under this plan expired in March 1999. The expiration date of the remaining outstanding options is November 3, 2007. The plan provides dividend equivalents on options granted, which are recorded at fair value as compensation expense.

Unitil Corporation 1998 Stock Option Plan: The "Unitil Corporation 1998 Stock Option Plan" became effective on December 11, 1998. The number of shares granted under this plan, as well as the terms and conditions of each grant, are determined by the Board of Directors, subject to plan limitations. All options granted under this plan vest over a three-year period from the date of the grant with 25% vesting on the first anniversary of the grant, 25% vesting on the second anniversary, and 50% vesting on the third anniversary. Under the terms of this plan, key employees may be granted options to purchase the Company's common stock at no less than 100% of the market price on the date the option is granted. All options must be exercised no later than 10 years after the date on which they were granted.

 

 

EXECUTIVE OFFICERS OF THE REGISTRANT

The names, ages and positions of all of the executive officers of the Company as of March 1, 2001 are listed below, along with a brief account of their business experience during the past five years. All officers are elected annually by the Board of Directors at the Directors' first meeting following the annual meeting, which is held on the third Thursday in April, or at a special meeting held in lieu thereof. There are no family relationships among these officers, nor is there any arrangement or understanding between any officer and any other person pursuant to which the officer was selected. Officers of the Company also hold various Director and Officer positions with subsidiary companies.

 

Name, Age 

and Position

 

Business Experience 

During Past 5 years

     

Robert G. Schoenberger, 50, 

Chairman of the Board of Directors and Chief Executive Officer

 

Mr. Schoenberger has been Chairman of the Board and Chief Executive Officer of Unitil since 1997. Prior to his employment with Unitil, Mr. Schoenberger was President and Chief Operating Officer at New York Power Authority (NYPA) from 1993 until 1997.

     

Michael J. Dalton, 60, 

President and 

Chief Operating Officer

 

Mr. Dalton has been a Director, President and Chief Operating Officer of the Company since its incorporation in 1984.

     

Anthony J. Baratta, Jr., 57, 

Senior Vice President And 

Chief Financial Officer

 

Mr. Baratta has been Senior Vice President and Chief Financial Officer of Unitil since 1998. Prior to his employment with Unitil, Mr. Baratta was Executive Vice President and Chief Financial Officer at New World Power Corporation.

     

Mark H. Collin, 42, 

Treasurer and Secretary and 

Vice President, Unitil Service

 

Mr. Collin was appointed Treasurer and Secretary in January 1998. Mr. Collin has been the System subsidiary Treasurer and Vice President of Unitil Service Corp. since 1992.

     

George R. Gantz, 49 

Senior Vice President 

Business Development Unitil Service

 

Mr. Gantz has been Senior Vice President of Unitil Service since 1994.

 

 

Item 2.  Properties

CECo's distribution service center building and adjoining administration building, totaling 37,560 square feet of office, warehouse and garage area, are located on land in the City of Concord owned by CECo in fee. CECo's sixteen electric distribution substations constitute 114,290 kVA of capacity for the transformation of electric energy from the 34.5 kV transmission voltage to primary distribution voltage levels. The electric substations are, with one exception, located on land owned by CECo in fee. The sole exception is located on land occupied pursuant to a perpetual easement.

CECo has in excess of 34 pole miles of 34.5 kV electric transmission facilities located, with minor exceptions, either on land owned by CECo in fee or on land occupied pursuant to perpetual easements. CECo also has a total of approximately 649 pole miles of overhead electric distribution lines and a total of approximately 44 conduit bank miles (124 cable miles) of underground electric distribution lines. The electric distribution lines are located in, on or under public highways or private lands pursuant to lease, easement, permit, municipal consent, tariff conditions, agreement or license, expressed or implied through use by CECo without objection by the owners. In the case of certain distribution lines, CECo owns only a part interest in the poles upon which its wires are installed, the remaining interest being owned by telephone and telegraph companies.

Additionally, CECo owns in fee 137.7 acres of land located on the east bank of the Merrimack River in the City of Concord. Of the total acreage, 81.2 acres are located within an industrial park zone, as specified in the zoning ordinances of the City of Concord.

The physical properties of CECo (with certain exceptions) and its franchises are subject to the lien of its Indenture of Mortgage and Deed of Trust, as supplemented, under which the respective series of First Mortgage Bonds of CECo are outstanding.

E&H's distribution and engineering service center building is located on land owned by E&H in fee. E&H's fourteen electric distribution substations, including a 5,000 kVA mobile substation, constitute 91,400 kVA of capacity for the transformation of electric energy from the 34.5 kV transmission voltage to primary distribution voltage levels. The electric substations are located on land owned by E&H in fee.

E&H has in excess of 68 pole miles of 34.5 kV electric transmission facilities located on land either owned or occupied pursuant to perpetual easements. E&H also has a total of approximately 744 pole miles of overhead electric distribution lines and a total of approximately 120 conduit bank miles of underground electric distribution lines. The electric distribution lines are located in, on or under public highways or private lands pursuant to lease, easement, permit, municipal consent, tariff conditions, agreement or license, expressed or implied through use by E&H without objection by the owners. In the case of certain distribution lines, E&H owns only a part interest in the poles upon which its wires are installed, the remaining interest being owned by telephone and telegraph companies.

Certain physical properties of E&H and its franchises are subject to the lien of its Indenture of Mortgage and Deed of Trust, as supplemented, under which the respective series of First Mortgage Bonds of E&H are outstanding.

FG&E owns a liquid propane gas plant and a liquid natural gas plant, both of which are located on land owned in fee. FG&E is participating, on a tenancy-in-common basis with other New England utilities, in the ownership of two generating units. In accordance with Massachusetts Electric Restructuring Law, and pursuant to the power supply divestiture discussed in Note 8 of the Financial Statements, FG&E began selling the output from its generation units on February 1, 2000. At December 31, 2000, the electric properties of the Company consisted principally of 42 miles of transmission lines, 18 transmission and distribution substations, including two mobile substations of 18.75-kVA total capacity, constitute a total capacity of 475,650 kVA and 479.04 miles of distribution lines. Electric transmission facilities (including substations) and steel, cast iron and plastic gas mains owned by the Company are, with minor exceptions, located on land owned by the Company in fee or occupied pursuant to perpetual easements. The Company leases its service building. (See Business - Electric Power Supply and Gas Supply above for additional information regarding the Company's plants, facilities and gas mains and services.)

Unitil Realty owns the Company's corporate headquarters building and 12 acres of land in fee, which is located in the town of Hampton, New Hampshire. The Company believes that its facilities are currently adequate for its intended uses.

Item 3.  Legal Proceedings

The Company is involved in legal and administrative proceedings and claims of various types, which arise in the ordinary course of business. In the opinion of the Company's management, based upon information furnished by counsel and others, the ultimate resolution of these claims will not have a material impact on the Company's financial position.

Item 4   Submission of Matters to a Vote of Security Holders

None

 

 

 

 

 

PART II

Item 5   Market for Registrant's Common Equity and Related Stockholder Matters

Common Stock Data

Dividends per Common Share

    2000  

1999

             

1st Quarter

    $0.345  

$0.345

 

2nd Quarter

    $0.345  

$0.345

 

3rd Quarter

    $0.345  

$0.345

 

4th Quarter

    $0.345  

$0.345

 

   Total for Year

    $1.38  

$1.38

 
             
             
 

2000

 

2000

 

1999

 

1999

Price Range of Common Stock

High/Ask

 

Low/Bid

 

High/Ask

 

Low/Bid

               

1st Quarter

34 3/4

 

29 9/16

 

26 5/16

 

22 5/8

2nd Quarter

29 3/4

 

26

 

25 11/16

 

22

3rd Quarter

30 1/8

 

26 1/16

 

28 1/2

 

24 5/16

4th Quarter

28 3/4

 

25

 

37

 

23 1/4

 

Item 6.  Selected Financial Data

 

2000

1999

1998

1997

1996

Consolidated Statements of Earnings (000's)

Operating Income

$14,280

$15,408

$15,306

$15,562

$14,273

Non-operating Expense (Income)

244

51

156

160

(627)

Income Before Interest Expense

14,036

15,357

15,150

15,402

14,900

Interest Expense, Net

6,820

6,919

6,901

7,167

6,171

Net Income

7,216

8,438

8,249

8,235

8,729

Dividends on Preferred Stock

263

268

274

276

278

Net Income Applicable to Common Stock

$6,953

$8,170

$7,975

$7,959

$8,451

Balance Sheet Data (000's)

Utility Plant (Original Cost)

$234,325

$219,838

$209,462

$219,475

$207,545

Total Assets

$382,974

$363,527

$376,835

$238,531

$232,108

Capitalization and Short-Term Debt

Common Stock Equity

$79,935

$78,675

$75,351

$71,644

$67,974

Preferred Stock

3,690

3,757

3,843

3,891

3,891

Long-Term Debt

81,695

86,157

75,222

68,366

62,211

Total Capitalization

$165,320

$168,589

$154,416

$143,901

$134,076

Capitalization Ratios:

Common Stock Equity

48%

47%

49%

50%

51%

Preferred Stock

2%

2%

2%

3%

3%

Long-Term Debt

50%

51%

49%

47%

46%

Short-term Notes Payable

$32,500

$10,500

$20,000

$18,000

$21,400

Common Stock Data (000's)

Shares of Common Stock - year-end

4,735

4,712

4,575

4,464

4,384

Shares of Common Stock - average

4,723

4,682

4,506

4,413

4,354

Per Share Data

Basic Earnings Per Average Share

$1.47

$1.74

$1.77

$1.80

$1.94

Diluted Earnings Per Average Share

$1.47

$1.74

$1.72

$1.76

$1.89

Dividends Paid Per Share - year-end

$1.38

$1.38

$1.36

$1.34

$1.32

Book Value Per Share - year-end

$16.88

$16.70

$16.47

$16.05

$15.50

Electric and Gas Statistics

Electric Distribution Sales (MWH)

1,587,536

1,608,824

1,540,968

1,491,103

1,532,015

Electric Customers - year-end

94,050

92,505

91,729

90,776

89,149

Firm Gas Distribution Sales (000's of Therms)

23,992

22,136

22,027

23,716

24,508

Gas Customers - year-end

14,796

14,928

14,915

14,943

14,848

 

 

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

 

 

EARNINGS AND DIVIDENDS

Diluted Earnings per Share were $1.47 for the year ended December 31, 2000, compared to $1.74 and $1.72 for the years ended 1999 and 1998, respectively. As shown in the table below, in 2000, utility operations contributed $1.82 per share, while non-regulated operations lost $0.35 per share related to planned start-up costs of the Company's e-commerce business, Usource. Contributing positively to the Company's utility operations earnings is a slight increase in distribution revenues, offset by higher Depreciation and Amortization and Nonoperating Expenses. The Usource loss was the result of planned expenditures for sales, marketing, and product development. In 1999, utility operations contributed $1.84 per share, while Usource operations lost $0.10 per share.

Diluted Earnings per Share

2000

1999

1998

Utility Operations

$1.82

$1.84

$1.72

Usource

($0.35)

($.10)

-

   Total Company

$1.47

$1.74

$1.72

Net Income applicable to Common Stock for the year ended December 31, 2000, was $7.0 million, compared to $8.2 million and $8.0 million for years ended 1999 and 1998, respectively. The average return on common equity was 8.8%, 10.6%, and 10.9% in 2000, 1999, and 1998, respectively. The lower net income and average return on common equity in 2000 primarily reflects the impact on current income of the Company's expenditures on Usource.

Unitil's annual common stock dividend in 2000 was $1.38 per share. This annual dividend of $1.38 in 2000 resulted in a payout ratio of 94% for the year. Excluding the loss from non-regulated operations, the payout was 76% on earnings from utility operations. At its January 2001 meeting, the Unitil Board of Directors declared a regular quarterly dividend on the Company's common stock of $0.345 per share. This quarterly dividend reflects the current annual dividend rate of $1.38 per share.

 

 

THE YEAR IN REVIEW

In 2000, Unitil Corporation remained proactive in managing the challenges of industry restructuring and volatile energy markets, while pursuing opportunities in the e-commerce sector through our investment in Enermetrix and the companion start-up of Usource, our energy-related e-commerce marketplace. Our distribution companies continued to address the changing regulatory environment in Massachusetts and New Hampshire. At the same time, we have devoted significant resources to developing and implementing strategies to grow Usource and create future value for shareholders. The higher and more volatile energy prices experienced during 2000 resulted in higher commodity prices for our utility customers and lower-than-expected transaction volume for Usource.

Utility restructuring in Massachusetts continues to move forward. A significant development for our Massachusetts subsidiary, Fitchburg Gas & Electric Light Company (FG&E), was the settlement of its claims against Northeast Utilities (NU) for damages related to the shutdown of Millstone 3 Nuclear Unit (see Regulatory Matters, page 25). A major benefit of the settlement was the inclusion of FG&E's minority interest in the sale of Millstone 3 and the elimination of further decommissioning funding and liability for FG&E. The Millstone 3 sale, expected to be completed in 2001, is another step in the divestiture of FG&E's generation assets and marks the Company's exit from the nuclear power business. FG&E also filed with the Massachusetts Department of Telecommunications and Energy (MDTE) new gas tariffs to implement natural gas unbundling, which became effective November 1, 2000. The Company continues to monitor the regulatory and legislative proceedings dealing with electric restructuring in New Hampshire, and to develop plans for the transition to a competitive electric market.

The volatility of the wholesale energy markets for electric and natural gas energy commodities during 2000 resulted in increased electricity and gas supply costs to the Company and our customers. The energy costs incurred by the Company to procure electricity and natural gas on behalf of its customers are reconciled and recovered through regulated cost recovery adjustment mechanisms with no markup or profit margin. However, these increases in power and gas supply costs resulted in significantly higher working capital requirements and short-term borrowing in 2000, reflecting the inherent lag in the regulatory cost recovery process. By carefully tracking the energy markets, and obtaining timely decisions to adjust retail prices to match rising wholesale costs, Unitil has avoided the creation of a sustained gap between wholesale prices and retail rates. These rate adjustments have allowed the Company to begin recovering the higher energy supply costs from our customers, and to improve the Company's cash flow and credit position. At the same time, the Company has stepped up its efforts to reach out to its electric and gas customers with information about financial assistance, bill payment options, and energy conservation.

The volatile conditions in energy markets, particularly the significant increase in electricity and natural gas prices during the second half of the year, have also impacted Usource, resulting in evolving and expanded strategies. The Usource business model strategy calls for combining direct customer contact through its sales force and on-line e-commerce access (usourceonline.com) to provide a "Total Energy Solutions" approach for prospective customers. Our efforts during the second half of 2000 were focused on refining this strategy and accelerating technology to launch an updated version of the new platform in January 2001.

 

 

USOURCE

In the fourth quarter of 1999, Unitil Corporation launched a new start-up business, Usource (usourceonline.com), with the mission to be "a national leader, through our Internet-based marketplace, in providing customers with choice and control over their energy procurement and with a portfolio of related products and services." The Usource business strategy is based on a very simple goal - to meet business customers' need of accessing and managing the increasingly tumultuous energy markets for electricity and natural gas procurement.

Through December 31, 2000, Usource recorded a net loss of $1.7 million compared to a net loss of $0.5 million for partial year 1999. The earnings per share impact of the Usource loss was $0.35 compared to a loss of $0.10 for the 1999 partial year of operations. Pursuant to brokerage activities in 2000, approximately 5.5 billion cubic feet of natural gas were delivered, which generated revenues of $0.1 million.

Capital Expenditures related to Usource development totaled $3.1 million in 2000, versus $0.7 million in 1999. The $3.1 million for 2000 includes $2.8 million for software development and computer equipment and $0.3 million for customer list acquisitions (see Note 11, Usource).

 

 

OPERATING REVENUES-ELECTRIC

Unit (kWh) Sales - Unitil's total electric kilowatt-hour (kWh) sales decreased by 1.3% in 2000 compared to 1999. This decrease reflects the loss of a major customer that ceased operations in the second quarter of 2000, and a cooler-than-normal summer in 2000. Absent the loss of this major customer, total kWh sales in 2000 were flat compared to 1999. This primarily reflects continued growth in the number of customers served by the Company, offset by a cooler-than-normal summer season in 2000.

Sales to residential customers increased by 0.8% in 2000 compared to 1999, and were 6.5% higher than 1998 sales. The slight increase in energy sales in 2000, as compared to 1999, was due to a 1.4% increase in the number of residential customers that the Company serves, offset by lower usage of electricity for cooling purposes during the summer. This summer was cooler than normal. The 6.5% increase in 2000 as compared to 1998 is the result of a 2.5% increase in residential customers, as well as a colder winter heating season in 2000.

Commercial and Industrial sales of electricity were down 2.5% in 2000 compared to 1999, primarily related to the shutdown in June 2000, of a major customer. Exclusive of this customer, Commercial and Industrial sales were flat compared to the prior year, reflecting the cooler summer weather in 2000. 2000 sales were higher by 1.2% compared to 1998, reflecting a healthy regional economy offset by a reduction in sales to the customer discussed above.

The following table details total kilowatt-hour sales for the last three years by major customer class:

kWh Sales (000's)

       
   

2000

1999

1998

Residential

 

576,524

571,694

541,492

Commercial/Industrial

 

1,011,012

1,037,130

999,476

   Total kWh Sales

 

1,587,536

1,608,824

1,540,968

Electric Operating Revenue increased by $5.9 million, or 3.9%, in 2000 compared to 1999. This increase in revenue is a result of increased fuel and energy supply prices, offset by decreased sales volume. The energy component of electric operating revenue represents the recovery of energy supply costs, which are collected from customers through periodic cost recovery adjustment mechanisms. Changes in energy supply prices do not affect net income, as they normally mirror corresponding changes in energy supply costs. In addition, an approximate $0.3 million decrease in revenue was recorded in the year 2000 related to an Order by the MDTE disallowing certain revenues associated with Conservation and Load Management programs subsequent to the March 1998 implementation of electric utility industry restructuring in Massachusetts.

The following table details total electric operating revenue for the last three years by major customer class:

Electric Operating Revenue (000's)

       
   

2000

1999

1998

Residential

 

$61,506

$58,415

$57,242

Commercial/Industrial

 

98,517

95,662

92,397

   Total Operating Revenue

 

$160,023

$154,077

$149,639

 

 

OPERATING REVENUES-GAS

Unit (Therm) Sales - Total firm therm gas sales increased 8.4% in 2000 when compared to 1999, due to a colder winter heating season compared to the prior year, coupled with higher sales volume, due to the Company's gas marketing initiatives. Total firm therm sales increased 8.9% in the two-year period from 1998 to 2000

The following table details total firm therm gas sales for the last three years, by major customer class:

Firm Therm Sales (000's)

     
 

2000

1999

1998

Residential

11,730

10,980

11,656

Commercial/Industrial

12,262

11,156

10,371

   Total Firm Therm Sales

23,992

22,136

22,027

Gas Operating Revenues, which represent approximately 12% of Unitil's total operating revenues, increased by $4.6 million, or 25.6%, in 2000 compared to 1999. This increase was attributable to higher unit sales, as well as increased gas supply prices.

The following table details total gas operating revenue for the last three years, by major customer class:

Gas Operating Revenue (000's)

     
 

2000

1999

1998

Residential

$11,540

$8,635

$8,581

Commercial/Industrial

8,745

7,148

6,259

   Total Firm Gas Revenue

20,285

15,783

14,840

Interruptible Gas Revenue

2,471

2,333

2,169

   Total Gas Revenues

$22,756

$18,116

$17,009

 

 

 

 

OPERATING REVENUES-OTHER

Other Revenue was flat in 2000 compared to 1999. This was the result of a decrease in revenue generated from consulting activities, offset by an increase in revenues from the Company's e-commerce business, Usource.

 

OPERATING EXPENSES

Fuel and Purchased Power expense is the cost of power supply, including fuel used in electric generation and the price of wholesale energy and capacity, that meets Unitil's electric energy requirements. Fuel and purchased power expenses, normally recoverable from customers through periodic cost recovery adjustment mechanisms, increased $8.1 million, or 7.9%, in 2000 compared to 1999. The change was driven by an increase in wholesale power prices, as the nation experienced volatile markets and rising energy prices in 2000.

Gas Purchased for Resale reflects gas purchased and manufactured to supply the Company's total gas energy requirements. Gas supply costs are recoverable from customers through the Cost of Gas Adjustment mechanism. Purchased Gas costs increased by $3.6 million or 36.9% in 2000 compared to 1999, reflecting an increase in therms purchased and significantly higher wholesale gas prices in 2000.

Operation and Maintenance expense includes electric and gas utility operating costs, and the operating cost of the Company's non-regulated business activities. Total Operating and Maintenance expense was relatively flat in 2000 compared to 1999. Utility Operations accounted for a net decrease of $0.4 million, reflecting effective cost management and business process improvements. Usource Operating and Maintenance expense increased by $0.6 million in 2000 compared to 1999, reflecting planned sales, marketing, and product development expenditures.

 

DEPRECIATION, AMORTIZATION AND TAXES

Depreciation and Amortization expense increased $0.6 million, or 4.8%, in 2000 compared to 1999, due to a higher level of Plant in Service and accelerated write-off of electric generating assets, due to electric utility industry restructuring in Massachusetts. The electric generating assets will be fully amortized in approximately nine years. In addition, the Company has incurred higher depreciation and amortization expenses related to Usource in 2000 compared to 1999.

Federal and State Income Taxes decreased by $0.6 million, or 15.7%, in 2000 compared to 1999. This result reflects lower net income before taxes and a lower level of Investment Tax Credit amortization.

Local Property and Other Taxes decreased $0.1 million, or 2.2%, in 2000 compared to 1999. This decrease was related to local property tax changes.

 

INTEREST EXPENSE

Interest Expense, Net decreased $0.1 million, or 1.4%, in 2000 compared to the prior year. Higher short-term borrowing rates and a higher level of debt outstanding were offset by an increase in accrued interest income associated with deferred rate recovery mechanisms.

 

INVESTMENTS

During 1999 and 2000, Unitil acquired an approximate 9% equity interest in Enermetrix, formerly known as North American Power Brokers, Inc. The total investment is recorded "at cost" on the balance sheet as Other Property and Investments and is approximately $5.4 million. Enermetrix is a privately held company that has been financed by four rounds of private equity capital. Unitil has participated in three of these rounds of financing. Enermetrix, a software provider and technology enabler, developed an Internet-based energy procurement bid system, the Enermetrix Network, that matches buyers and sellers of energy in competitive markets. Unitil is represented on the Enermetrix board of directors. Although the market value of the investment in Enermetrix stock is not readily determinable, management believes the fair value of this investment currently exceeds its cost.

 

 

CAPITAL REQUIREMENTS AND LIQUIDITY

Unitil requires capital for the addition of property, plant, and equipment in order to improve, protect, maintain, and expand its electric and gas distribution systems, and to pursue its non-regulated business initiatives and opportunities. The capital necessary to meet these requirements has been derived primarily from the Company's retained earnings and sale of shares of common stock through the Company's Dividend Reinvestment and Stock Purchase plans. When internally generated funds are not available, it is the Company's policy to borrow funds on a short-term basis to meet the capital requirements of its subsidiaries and, when necessary, to repay short-term debt through the issuance of long-term debt financing.

Cash Flows from Operating Activities decreased by $9.4 million in 2000, after increasing by $5.1 million in 1999. The decrease in 2000 was primarily a result of higher levels of Accrued Revenues, due to higher energy costs not immediately collected from customers. Also contributing to the decrease were higher levels of Accounts Receivable and Deferred Taxes.

Cash Flows from Operating Activities have been negatively impacted by volatile energy markets. There is an inherent lag between the period when energy costs increase and the period when the Company is granted rate increases to offset those higher energy costs. This lag results in the Company having to pay its suppliers for the higher energy costs while collecting less than those costs from its customers. During the collection lag period, the Company's cash flow is negatively impacted and additional short-term borrowings are necessary.

 

Operating Activities (000's)

     
 

2000

1999

1998

Cash Provided by Operating Activities

$8,864

$18,308

$13,215

 

Cash Flows Used in Investing Activities increased approximately $7.1 million in 2000, primarily reflecting cash proceeds of $5.3 million received in 1999 from the sale of the Company's 4.5% interest in New Haven Harbor Station in 1999. Absent the effect of these 1999 sale proceeds, Cash Flows Used in Investing Activities increased $1.8 million in 2000 compared to 1999, reflecting higher expenditures of $2.8 million on distribution system additions and improvements and higher expenditures of $2.4 million for Usource software development and computer hardware. These higher expenditures were offset by a decrease in investment activity related to Enermetrix in 2000, compared to 1999.

Capital expenditures are projected to decrease in 2001 to approximately $18.5 million, primarily reflecting lower planned expenditures on the Company's non-regulated business activities.

 

Investing Activities (000's)

     
 

2000

1999

1998

Cash Used in Investing Activities

($22,249)

($15,131)

($14,463)

 

Cash Flows from Financing Activities increased by $18.0 million in 2000 compared to 1999. This increase reflects a higher level of borrowing in 2000 versus 1999. During 2000, the Company used proceeds from short-term borrowings to fund a portion of its additions to Property, Plant, and Equipment; its non-regulated business activities; and a portion of its energy supply costs that exceeded amounts billed to customers via existing electricity and gas supply cost recovery mechanisms. This time lag between increases in energy costs and corresponding rate increases, as discussed previously, results in the Company incurring short-term debt to fund, on an interim basis, the Company's energy cost obligations.

Concord Electric Company (CECo) and Exeter & Hampton Electric Company (E&H) received regulatory approval to increase fuel and purchased power rates as of January 1, 2001. FG&E received regulatory approval for an increase on November 1, 2000, in its Cost of Gas Adjustment Charge (CGAC), followed by a second increase on February 1, 2001. FG&E also received regulatory approval for an increase in its fuel index adjustment under its Standard Offer Service tariff to electric customers, effective on January 1, 2001. These rate increases are expected to ease the need for higher levels of short-term borrowings.

During 2000, the Company raised $0.6 million of additional common equity capital through the issuance of 22,916 shares of common stock in connection with the Dividend Reinvestment and Stock Purchase plans. No options were exercised in 2000 under the Company's Key Employee Stock Option Plan (KESOP).

 

Financing Activities (000's)

     
 

2000

1999

1998

Cash from Financing Activities

$13,598

($4,413)

$2,994

 

 

REGULATORY MATTERS

The Unitil System of Companies is regulated by various federal and state agencies, including the Securities and Exchange Commission (SEC), the Federal Energy Regulatory Commission (FERC), and state regulatory authorities with jurisdiction over the utility industry, including the New Hampshire Public Utilities Commission (NHPUC) and the Massachusetts Department of Telecommunications and Energy (MDTE). In recent years, there has been significant legislative and regulatory activity to introduce greater competition in the supply and sale of electricity and gas, while continuing to regulate the delivery and distribution operations of our utility subsidiaries.

Massachusetts enacted comprehensive electric utility industry restructuring in November 1997. Since March 1, 1998, all electric consumers in Massachusetts served by investor-owned utilities have had the ability to choose their electric energy supplier. FG&E, the Company's Massachusetts utility operating subsidiary, continues to implement its comprehensive electric restructuring plan and divestiture of its entire regulated power supply business, including its nuclear investment.

Since 1997, FG&E has worked in collaboration with the other Massachusetts gas distribution utilities and various other stakeholders to develop and implement the infrastructure to offer gas customers choice of their competitive gas energy supplier and to complete the restructuring of gas service provided by gas utilities. FG&E filed with the MDTE new gas tariffs to implement natural gas unbundling in accordance with Model Terms and Conditions resulting from these collaborative efforts. The MDTE issued an Order approving these tariffs and final regulations effective November 1, 2000.

In New Hampshire, CECo and E&H, our electric utility operating subsidiaries, and Unitil Power Corp., our wholesale power company, continue to prepare for the transition that will move them into this new market structure, pending resolution of certain key restructuring policies and issues. The utility operating companies have also been active participants in the restructuring of the wholesale power market and transmission system in New England. Though retail competition in the sale of electricity has stalled throughout the region, new wholesale markets have been implemented in the New England Power Pool (NEPOOL) under the general supervision of an Independent System Operator (ISO).

Massachusetts Electric Restructuring - On January 15, 1999, the MDTE approved FG&E's restructuring plan with certain modifications. The Plan provides customers with: a) the ability to choose an energy supplier; b) an option to purchase Standard Offer Service provided by FG&E at regulated rates for up to seven years; and c) a cumulative 15% rate reduction adjusted for inflation. The Order also approved FG&E's power supply divestiture plan for its interest in three generating units and four long-term power supply contracts.

Pursuant to the Plan, on October 30, 1998, FG&E filed a proposed contract with Constellation Power Services Inc. for provision of Standard Offer Service. Constellation began to supply power under that contract on March 1, 1999, and is scheduled to continue through February 28, 2005. The award of this contract was the first successful Standard Offer auction conducted in Massachusetts.

A contract for the sale of FG&E's interest in the New Haven Harbor plant was approved by the MDTE on March 31, 1999, and the sale of the unit closed on April 14, 1999. A contract for the sale of the entire output from FG&E's remaining generating assets and purchased power contracts to Select Energy, Inc. was approved by the MDTE on December 28, 1999, and went into effect February 1, 2000.

On December 22, 1999, FG&E filed with the MDTE new rates for effect January 1, 2000. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved the rates on January 5, 2000, subject to an examination of the Company's filing in which it reconciles its estimated and actual transition costs (the "reconciliation filing").

On February 2, 2000, the MDTE initiated a proceeding to examine FG&E's reconciliation filing and the consistency of the proposed charges and adjustments with the methods approved in FG&E's restructuring plan. The MDTE held four days of hearings in May 2000, and the Company presented testimony in support of its filing. As part of his review of FG&E's filing, the Massachusetts Attorney General has challenged FG&E's recovery of certain transition costs and other cost reconciliation calculations. Management is unable to determine the outcome of the MDTE proceedings. However, if an unfavorable outcome were to occur, there could be an adverse impact on the Company's consolidated financial position.

As a result of restructuring and divestiture of FG&E's generation and purchased power portfolio, FG&E has accelerated the write-off of its electric generation assets and its abandoned investment in Seabrook Station. The MDTE established the return to be earned on the unamortized balance of FG&E's generation plant, reducing FG&E's earnings on those assets. In 2000, Unitil's earnings from this business segment represented approximately 16% of the earnings from utility operations. As this portfolio is amortized over the next 9 years, earnings from this segment of FG&E's utility business will continue to decline and ultimately cease.

On August 2, 2000, FG&E was the first electric company in Massachusetts to file for an increase in its Standard Offer Service rates pursuant to the Fuel Adjustment provision of its Standard Offer Service (SOS) tariff. This adjustment allows an increase in the SOS rate due to increases in the fuel prices of oil and natural gas. Any revenues received as a result of this adjustment are passed on to the Company's wholesale SOS provider. The MDTE suspended the filing for further review. Subsequently, other electric utility companies operating in Massachusetts made similar filings, and the MDTE instituted proceedings in each of those cases. On December 4, 2000, the MDTE issued an order for the utilities authorizing a "fixed" fuel adjustment, calculated based on the most recent 12 months of data. These adjustments took effect on January 1, 2001. FG&E's SOS rate increased from 3.8 cents/kWh to 5.121 cents/kWh. Unrecovered amounts to date will be recovered, subject to the rate reduction requirements of the Act.

In approving the new SOS rates, the MDTE also directed all electric distribution companies to file a report with the MDTE on their efforts to mitigate transition costs. On January 19, 2001, FG&E filed an extensive report detailing its mitigation activities, including contract restructurings, divestiture of its generating assets, and a variety of initiatives intended to reduce the burden of increasing energy prices on customers. While FG&E has substantially completed the divestiture of its generation assets, the Company continues to seek ways to reduce its transition costs and lower prices for customers.

On December 1, 2000, FG&E filed new electric rates for effect January 1, 2001. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved final rates on December 29, 2000, subject to reconciliation pursuant to an investigation of actual and estimated transition costs, resulting in an upward inflation adjustment of 3.5% relative to 2000 rates.

New customers, and customers who previously opted to take electric supply service from a competitive provider, may purchase power through FG&E under Default Service. FG&E provides the Default Service through a third party supplier at market-based rates. The Company issued a Request for Proposals for Default Service in September 2000. FG&E awarded a contract and filed resulting rates which were approved effective for the period January through May 2001.

In June 2000, the MDTE opened an investigation into whether (1) metering, meter maintenance and testing, and customer billing and information services (MBIS) should be unbundled; and (2) the service territories of distribution companies should remain exclusive. On December 29, 2000, the MDTE issued its report recommending that the Legislature not take action to allow for the competitive provision of MBIS in the electric industry. The MDTE also concluded that exclusive service territories should remain intact.

Massachusetts Gas Restructuring - In mid-1997, the MDTE directed all Massachusetts natural gas Local Distribution Companies (LDCs) to form a collaborative with other stakeholders to develop common principles and appropriate regulations for the unbundling of gas service, and directed FG&E and four other LDCs to file unbundled gas rates for its review. FG&E's unbundled gas rates were filed with, and approved by, the MDTE and implemented in November 1998.

On February 1, 1999, the MDTE issued an order in which it determined that the LDCs would continue to have an obligation to provide gas supply and delivery services for another five years, with a review after three years. This order also set forth the MDTE's decision requiring mandatory assignment by LDCs of their pipeline capacity contracts to competitive marketers. In March 1999, the LDCs and other stakeholders filed a settlement with the MDTE, which set forth rules for implementing an interim firm transportation service through October 31, 2000. The MDTE approved the settlement on April 2, 1999. FG&E has made separate compliance filings that were approved by the MDTE to implement its interim firm gas transportation service for its largest general service customers and to complement this service with a firm gas peaking service. This interim service is now superseded by the permanent transportation service, which was approved for implementation on November 1, 2000.

On November 3, 1999, the Massachusetts LDCs filed Model Terms and Conditions for Gas Service, including provisions for capacity assignment, peaking service, and Default Service. In accordance with the MDTE's approval of these Model Terms and Conditions in January 2000, FG&E filed Company-specific tariffs that implement natural gas unbundling. The MDTE also opened a rulemaking proceeding on proposed regulations that would govern the unbundling of services related to the provision of natural gas. The MDTE has issued an order approving the tariffs and final regulations effective November 1, 2000.

New Hampshire Electric Restructuring - On February 28, 1997, the NHPUC issued its Final Plan for New Hampshire electric utilities to transition to a competitive electric market in the state (Final Plan). The Final Plan linked the interim recovery of stranded cost by the State's utilities to a comparison of their existing rates with the regional average utility rates. CECo's and E&H's rates are below the regional average; thus, the NHPUC found that CECo and E&H were entitled to full interim stranded cost recovery, as defined by the NHPUC. However, the NHPUC also made certain legal rulings which could affect CECo's and E&H's long-term ability to recover all of their stranded costs.

Northeast Utilities' affiliate Public Service Company of New Hampshire (PSNH) filed suit in U.S. District Court for protection from the Final Plan and related orders and was granted an indefinite stay. In June 1997, Unitil, and other utilities in New Hampshire, intervened as plaintiffs in the federal court proceeding. In June 1998, the federal court clarified that the injunctions issued by the court in 1997 had effectively frozen the NHPUC's efforts to implement restructuring. This amended injunction has been challenged by the NHPUC, and affirmed by the First Circuit Court of Appeals. Unitil continues to be a plaintiff-intervenor in federal district court. Further court proceedings are pending final resolution of electric restructuring for PSNH.

Unitil has continued to work actively to explore settlement options and to seek a fair and reasonable resolution of key restructuring policies and issues in New Hampshire. The Company is also monitoring the regulatory and legislative proceedings dealing with electric restructuring in the state. In October 2000, the NHPUC approved a settlement for the restructuring of PSNH. Appeals of the PSNH restructuring orders were denied by the New Hampshire Supreme Court and are now being pursued with the U.S. Supreme Court.

Pending Rate Proceedings - The last formal regulatory filings to increase base electric rates for Unitil's three retail operating subsidiaries occurred in 1985 for CECo, 1984 for FG&E, and 1981 for E&H. A majority of the Company's operating revenues are collected under various periodic rate adjustment mechanisms including fuel, purchased power, cost of gas, energy efficiency, and restructuring-related cost recovery mechanisms. Industry restructuring will continue to change the methods of how certain costs are recovered through the Company's regulated rates and tariffs.

As discussed above, FG&E filed for and received approval of an increase to its electric Standard Offer Service rate reflecting extraordinary increases in the price of oil and natural gas. FG&E also received an increase to its Cost of Gas Adjustment resulting in bill increases of approximately 25%, effective November 1, 2000. FG&E subsequently received another increase of approximately 20% to its Cost of Gas Adjustment for effect February 1, 2001. Wholesale natural gas prices reached record levels in New England and across the United States in response to cold weather and tight supplies. In New Hampshire, CECo and E&H filed and received approval of increases to their Fuel and Purchased Power Adjustments, resulting in bill increases of 25% to 34%, depending upon usage patterns, effective January 1, 2001. These higher fuel costs are a pass-through without markup or profit. Retail electricity prices for most New England utilities are increasing this winter.

On May 15, 1998, FG&E filed a gas base rate case with the MDTE. The last base rate case had been in 1984. After evidentiary hearings, the MDTE issued an Order allowing FG&E to establish new rates, effective November 30, 1998, that would produce an annual increase of approximately $1.0 million in gas revenues. As part of the proceeding, the Massachusetts Attorney General alleged that FG&E had double-collected fuel inventory finance charges, and requested that the MDTE require FG&E to refund approximately $1.6 million in double collections since 1987. The Company believes that the Attorney General's claim is without merit and that a refund was not justified or warranted. The MDTE rejected the Attorney General's request and stated its intent to open a separate proceeding to investigate the Attorney General's claim. On November 1, 1999, the MDTE issued an Order of Notice initiating an investigation of this matter. Hearings were held in early 2000 and were reopened in November 2000 to hear new evidence. Supplemental testimony has been filed and additional hearings were held in February 2001.

On October 29, 1999, the MDTE initiated a proceeding to implement Performance Based Rate making (PBR) for all electric and gas distribution utilities in Massachusetts. PBR is a method of setting regulated distribution rates that provide incentives for utilities to control costs while maintaining a high level of service quality. Under PBR, a company's earnings are tied to performance targets, and penalties can be imposed for deterioration of service quality. On December 29, 1999, FG&E filed a petition with the MDTE for authority to defer for later recovery costs associated with its preparation of a PBR filing for its gas division and its participation in the MDTE-initiated generic gas and electric PBR proceedings. This petition and the MDTE's generic proceeding are pending. The Company is currently evaluating the impact, if any, that PBR would have on the Company's ability to continue applying the standards of Statement of Financial Accounting Standards No. 71 "Accounting for the Effects of Certain Types of Regulation."

On December 31, 1999, the Massachusetts Attorney General filed a complaint against FG&E requesting that the MDTE investigate the distribution rates, rate of return, and depreciation accrual rates for FG&E's electric operations in calendar year 1999. The MDTE opened a proceeding in November 2000, held a public hearing and procedural conference in December 2000, and subsequently issued a procedural schedule covering the period January through April 2001. Any order received from the MDTE would apply to the Company's rates prospectively and would not be retroactive. Management is unable to predict the outcome of this proceeding but an unfavorable result could have an adverse impact on the Company's consolidated financial position.

Millstone Unit No. 3 - FG&E has a 0.217% nonoperating ownership in the Millstone Unit No. 3 (Millstone 3) nuclear generating unit which supplies it with 2.49 megawatts (MW) of electric capacity. In January 1996, the Nuclear Regulatory Commission (NRC) placed Millstone 3 on its Watch List, which calls for increased NRC inspection attention. In March 1996, as a result of engineering evaluations, Millstone 3 was taken out of service. The NRC authorized the restart of Millstone 3 in June 1998.

During the period that Millstone 3 was out of service, FG&E continued to incur its proportionate share of the unit's ongoing Operations and Maintenance (O&M) costs, and may incur additional O&M costs and capital expenditures to meet NRC requirements. FG&E also incurred costs to replace the power that was expected to be generated by the unit. During the outage, FG&E incurred approximately $1.2 million in replacement power costs, and recovered those costs through its electric fuel charge, which is subject to review and reconciliation by the MDTE. Under existing MDTE precedent, FG&E's replacement power costs of $1.2 million could be subject to disallowance in rates.

In August 1997, FG&E, in concert with other non-operating joint owners, filed a demand for arbitration in Connecticut and a lawsuit in Massachusetts, in an effort to recover costs associated with the extended unplanned shutdown. Several preliminary rulings have been issued in the arbitration and legal cases, and both cases are continuing. On March 22, 2000, FG&E entered into a settlement agreement with the defendants under which FG&E will dismiss its lawsuit and arbitration claims. The settlement is generally similar to earlier settlements with the defendants, and three joint owners that own, in the aggregate, approximately 19% of the unit. The settlement provides for FG&E to receive an initial payment of $600,000 and other amounts contingent upon future events and would result in FG&E's entire interest in the unit being included in the auction of the majority interest, and certain of the minority interests, in Millstone 3, which is expected to be completed by 2001. Upon completion of the sale of Millstone 3, FG&E will be relieved of all residual liabilities, including decommissioning liabilities, associated with Millstone 3. FG&E expects to flow through the net proceeds of the settlement to its customers .

On September 8, 2000, Western Massachusetts Electric Company, New England Power Company, and FG&E together filed a Joint Petition requesting approval by the MDTE of the sale of their respective interests in Millstone Units 1, 2, and 3. The Companies also requested MDTE findings that the divested assets qualify as "eligible facilities" pursuant to Section 32 (c) of the Public Utility Holding Company Act of 1935. The MDTE approved the sale and certified the unit as an "eligible facility" on December 22, 2000. The parties to the sale transaction are currently awaiting other state and federal regulatory approvals for the final sale of the Millstone units.

Environmental Matters - The Company continues to work with federal and state environmental agencies to identify and assess environmental issues at the former manufactured gas plant (MGP) site at Sawyer Passway, located in Fitchburg, Massachusetts. FG&E has proceeded with site remediation work as specified on the Tier 1B permit, which allows FG&E to work towards temporary remediation of the site.

In April 2000, FG&E applied for a Utility Related Abatement Measure (URAM) with the Massachusetts Department of Environmental Protection (DEP) to permit excavation work required to construct a new electric substation on FG&E's former MGP site at Sawyer Passway. The permit application was reviewed and approved by the Massachusetts DEP in May 2000. All work permitted under the provisions of the URAM was completed and a final report of closure was submitted to the DEP in December 2000.

Construction of the new highway bridge across Sawyer Passway began in October 2000. FG&E began fulfillment of obligations associated with the bridge construction as stipulated in a memorandum of understanding with the Massachusetts Highway Department and the Massachusetts DEP.

Upon completion of site remediation associated with the bridge construction, the last remaining portion of the Sawyer Passway MGP site is expected to be closed out and attain the status of temporary closure in late 2001. This temporary closure requires FG&E to monitor the site until a feasible permanent remediation alternative can be developed and completed.

The costs of remedial action at this site are initially funded from traditional sources of capital and recovered from customers under a rate recovery mechanism approved by the MDTE. The Company also has a number of liability insurance policies that may provide coverage for environmental remediation at this site.

 

Market Risk - Although Unitil's utility operating companies are subject to commodity price risk as part of their traditional operations, the current regulatory framework within which these companies operate allows for full collection of fuel and gas costs in rates. Consequently, there is limited commodity price risk after consideration of the related rate-making. As the utility industry deregulates, the Company will be divesting its commodity-related energy businesses and therefore will be further reducing its exposure to commodity-related risk.

 

FORWARD-LOOKING INFORMATION

This report contains forward-looking statements which are subject to the inherent uncertainties in predicting future results and conditions. Certain factors that could cause the actual results to differ materially from those projected in these forward-looking statements include, but are not limited to; variations in weather, changes in the regulatory environment, customers' preferences on energy sources, general economic conditions, increased competition and other uncertainties, all of which are difficult to predict, and many of which are beyond the control of the Company.

 

 

Item 7A. Quantitative and Qualitative Disclosures about Market Risk

Reference is made to the "Market Risk" section of Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" on page 27 (above).

 

Item 8.   Financial Statements and Supplemental Data

 

 

Report of Independent Certified Public Accountants

To the Shareholders of Unitil Corporation:

We have audited the accompanying consolidated balance sheets and consolidated statements of capitalization of Unitil Corporation and subsidiaries as of December 31, 2000 and 1999, and the related consolidated statements of earnings, cash flows and changes in common stock equity for each of the three years in the period ended December 31, 2000. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Unitil Corporation and subsidiaries as of December 31, 2000 and 1999, and the consolidated results of their operations and their consolidated cash flows for each of the three years in the period ended December 31, 2000, in conformity with accounting principles generally accepted in the United States.

We have also audited Schedule II of Unitil Corporation and subsidiaries as of December 31, 2000 and for the three years then ended included in Part IV Item 14(a)(2). In our opinion, the schedule presents fairly, in all material respects, the information required to be set forth therein.

 

 

 

/s/  GRANT THORNTON LLP

 

 

 

 

Boston, Massachusetts

February 5, 2001

 

 

 

CONSOLIDATED STATEMENTS OF EARNINGS

(000's, except common shares and per share data)

 

Year Ended December 31,

2000

1999

1998

       

Operating Revenues:

     

     Electric

$160,023

$154,077

$149,639

     Gas

22,756

18,116

17,009

     Other

162

180

30

       Total Operating Revenues

182,941

172,373

166,678

       

Operating Expenses:

     

     Fuel and Purchased Power

110,280

102,171

98,589

     Gas Purchased for Resale

13,492

9,854

9,874

     Operation and Maintenance

24,545

24,404

23,652

     Depreciation and Amortization

11,964

11,412

10,007

     Provisions for Taxes:

     

       Local Property and Other

4,967

5,077

5,540

       Federal and State Income

3,413

4,047

3,710

          Total Operating Expenses

168,661

156,965

151,372

Operating Income

14,280

15,408

15,306

     Non-Operating Expenses

244

51

156

Income Before Interest Expense, Net

14,036

15,357

15,150

     Interest Expense, Net

6,820

6,919

6,901

Net Income

7,216

8,438

8,249

     Less Dividends on Preferred Stock

263

268

274

Net Income Applicable to Common Stock

$6,953

$8,170

$7,975

       
       

Average Common Shares Outstanding

4,723,171

4,682,273

4,505,784

       

Basic Earnings Per Share

$1.47

$1.74

$1.77

       

Diluted Earnings Per Share

$1.47

$1.74

$1.72

       

(The accompanying Notes are an integral part of these financial statements.)

 

 

CONSOLIDATED BALANCE SHEETS (000'S)

ASSETS

 

December 31,

2000

1999

     

Utility Plant:

   

     Electric

$173,883

$161,767

     Gas

36,996

34,031

     Common

21,602

21,541

     Construction Work in Progress

1,844

2,499

     Utility Plant

234,325

219,838

     Less: Accumulated Depreciation

71,036

66,429

          Net Utility Plant

163,289

153,409

     

     Other Property and Investments

8,740

5,051

     

Current Assets:

   

     Cash

3,060

2,847

     Accounts Receivable - Less Allowance for

   

          Doubtful Accounts of $596 and $598

20,057

16,630

     Refundable Taxes

1,980

1,419

     Material and Supplies

2,854

2,503

     Prepayments

1,317

713

     Accrued Revenue

8,602

2,262

          Total Current Assets

37,870

26,374

     
     

Noncurrent Assets:

   

     Regulatory Assets

137,470

143,470

     Prepaid Pension Costs

9,996

9,119

     Debt Issuance Costs

1,479

1,351

     Other Noncurrent Assets

24,123

24,753

          Total Noncurrent Assets

173,068

178,693

     

TOTAL

$382,967

$363,527

     

(The accompanying Notes are an integral part of these financial statements.)

 

 

 

CONSOLIDATED BALANCE SHEETS (Cont.) (000'S)

 

CAPITALIZATION AND LIABILITIES

 

December 31,

2000

1999

     

Capitalization:

   

     Common Stock Equity

$79,935

$78,675

     Preferred Stock, Non-Redeemable, Non-Cumulative

225

225

     Preferred Stock, Redeemable, Cumulative

3,465

3,532

     Long-Term Debt, Less Current Portion

81,695

84,966

          Total Capitalization

165,320

167,398

     
     

Current Liabilities:

   

     Long-Term Debt, Current Portion

3,207

1,191

     Capitalized Leases, Current Portion

935

902

     Accounts Payable

18,539

16,515

     Short-Term Debt

32,500

10,500

     Dividends Declared and Payable

209

220

     Refundable Customer Deposits

1,252

1,302

     Interest Payable

1,150

1,245

     Other Current Liabilities

6,377

3,042

          Total Current Liabilities

64,169

34,917

     
     

Deferred Income Taxes

45,859

42,634

     

Noncurrent Liabilities:

   

     Power Supply Contract Obligations

97,342

106,184

     Capitalized Leases, Less Current Portion

3,259

3,860

     Other Noncurrent Liabilities

7,018

8,534

          Total Noncurrent Liabilities

107,619

118,578

     

          TOTAL

$382,967

$363,527

     

(The accompanying Notes are an integral part of these financial statements.)

 

 

 

CONSOLIDATED STATEMENTS OF CAPITALIZATION

(000's except number of shares and par value)

 

December 31,

2000

1999

     

Common Stock Equity

   

   Common Stock, No Par Value (Authorized - 8,000,000 shares;

$40,991

$40,352

       Outstanding - 4,734,917 and 4,712,001 shares)

   

   Stock Options

376

194

   Retained Earnings

38,568

38,129

          Total Common Stock Equity

79,935

78,675

     

Preferred Stock

   

   CECo Preferred Stock, Non-Redeemable, Non-Cumulative:

   

     6% Series, $100 Par Value

225

225

   CECo Preferred Stock, Redeemable, Cumulative:

   

     8.7% Series, $100 Par Value

215

215

   E&H Preferred Stock, Redeemable, Cumulative:

   

     5% Series, $100 Par Value

91

91

     6% Series, $100 Par Value

168

168

     8.75% Series, $100 Par Value

333

333

     8.25% Series, $100 Par Value

385

385

   FG&E Preferred Stock, Redeemable, Cumulative:

   

     5.125% Series, $100 Par Value

973

987

     8% Series, $100 Par Value

1,300

1,353

          Total Preferred Stock

3,690

3,757

     

Long-Term Debt

   

   CECo First Mortgage Bonds:

   

     Series I, 8.49%, Due October 14, 2024

6,000

6,000

     Series J, 6.96%, Due September 1, 2028

10,000

10,000

   E&H First Mortgage Bonds:

   

     Series K, 8.49%, Due October 14, 2024

9,000

9,000

     Series L, 6.96%, Due September 1, 2028

10,000

10,000

   FG&E Long-Term Notes:

   

     8.55% Notes due March 31, 2004

12,000

13,000

     6.75% Notes due November 30, 2023

19,000

19,000

     7.37% Notes due January 15, 2029

12,000

12,000

   Unitil Realty Corp. Senior Secured Notes:

   

     8.00% Notes Due August 1, 2017

6,902

7,157

          Total Long-Term Debt

84,902

86,157

     Less: Long-Term Debt, Current Portion

3,207

1,191

          Total Long-Term Debt, Less Current Portion

81,695

84,966

     

Total Capitalization

$165,320

$167,398

     

(The accompanying Notes are an integral part of these financial statements.)

 

 

CONSOLIDATED STATEMENT OF CASH FLOWS (000's)

 

Year Ended December 31,

2000

1999

1998

Cash Flows from Operating Activities:

     

     Net Income

$7,216

$8,438

$8,249

     Adjustments to Reconcile Net Income to

     

       Cash Provided by Operating Activities:

     

          Depreciation and Amortization

11,964

11,412

10,007

          Deferred Tax Provision

3,522

72

1,515

          Amortization of Investment Tax Credit

(256)

(322)

(402)

          Amortization of Debt Issuance Costs

61

60

61

     Changes in Working Capital:

     

          Accounts Receivable

(3,427)

(631)

891

          Materials and Supplies

(351)

459

(299)

          Prepayments

(1,481)

(94)

(713)

          Accrued Revenue

(6,340)

(1,087)

5,621

          Accounts Payable

2,024

5,133

(3,352)

          Refundable Customer Deposits

(50)

9

(894)

          Taxes and Interest Payable

(656)

41

(748)

       Other, net

(3,362)

(5,182)

(6,721)

          Cash Provided by Operating Activities

8,864

18,308

13,215

Cash Flows from Investing Activities:

     Additions to Property, Plant and Equipment

(18,559)

(15,411)

(14,463)

     Proceeds from the Sale of Electric Generation Assets

 

5,288

 

     Additions to Other Property and Investments

(3,690)

(5,008)

 

          Cash Used in Investing Activities

(22,249)

(15,131)

(14,463)

Cash Flows from Financing Activities:

     

     Proceeds from (Repayment of) Short-Term Debt, net

22,000

(9,500)

2,000

     Proceeds from Issuance of Long-Term Debt

 

12,000

20,000

     Repayment of Long-Term Debt

(1,255)

(1,065)

(13,144)

     Dividends Paid

(6,787)

(6,722)

(6,368)

     Issuance of Common Stock

639

1,945

1,600

     Retirement of Preferred Stock

(68)

(86)

(48)

     Repayment of Capital Lease Obligations

(931)

(985)

(1,046)

          Cash (Used In) Provided by Financing Activities

13,598

(4,413)

2,994

Net (Decrease) Increase in Cash

213

(1,236)

1,746

Cash at Beginning of Year

2,847

4,083

2,337

Cash at End of Year

$3,060

$2,847

$4,083

       

Supplemental Cash Flow Information:

     

     Interest Paid

$8,640

$7,164

$7,445

     Federal Income Taxes Paid

$350

$4,018

$2,490

Supplemental Schedule of Noncash Activities:

     

     Capital Leases Incurred

$363

$553

$624

 

The Company recorded the estimated impact of the Order from the MDTE related to its electric Utility Restructuring Plan on December 31, 1998, and subsequently updated for actual amounts in 1999. The non-cash changes related to the Restructuring Plan are as follows:

(Decrease) Increase in Regulatory Assets

-

(23,504)

129,688

Decrease (Increase) in Power Supply Contract Obligations

-

23,504

(129,688)

(The accompanying Notes are an integral part of these financial statements.)

 

 

 

CONSOLIDATED STATEMENTS OF

CHANGES IN COMMON STOCK EQUITY

(000's except number of shares)

 

 

   

Deferred

   
 

Common

Stock Option

Retained

 
 

Shares

Plan

Earnings

Total

         

     Balance at January 1, 1998

35,653

$1,452

$34,539

$71,644

         

Net Income for 1998

   

8,249

8,249

Dividends on Preferred Shares

   

(274)

(274)

Dividends on Common Shares -

       

   at an Annual Rate of $1.36 per Share

   

(6,113)

(6,113)

Stock Option Plan

 

245

 

245

Exercised Stock Options - 66,951 Shares

1,720

(1,154)

 

566

Issuance of 43,862 Common Shares (a)

1,034

   

1,034

     Balance at December 31, 1998

38,407

543

36,401

75,351

Net Income for 1999

   

8,438

8,438

Dividends on Preferred Shares

   

(268)

(268)

Dividends on Common Shares -

       

   at an Annual Rate of $1.38 per Share

   

(6,442)

(6,442)

Stock Option Plan

 

116

 

116

Exercised Stock Options - 109,753 Shares

2,543

(1,739)

 

804

Issuance of 27,619 Common Shares (a)

676

   

676

Effect of Termination of Stock Option Plan

(1,274)

1,274

 

-

     Balance at December 31, 1999

40,352

194

38,129

78,675

         

Net Income for 2000

   

7,216

7,216

Dividends on Preferred Shares

   

(263)

(263)

Dividends on Common Shares -

       

   at an Annual Rate of $1.38 per Share

   

(6,514)

(6,514)

Stock Option Plan

 

182

 

182

Issuance of 22,916 Common Shares (a)

639

   

639

     Balance at December 31, 2000

40,991

$376

$38,568

$79,935

         
         

(a)   Shares sold and issued in connection with the Company's Dividend Reinvestment and Stock

     Purchase Plan and Employee 401(k) Tax Deferred Savings and Investment Plan (See Note 2).

(The accompanying Notes are an integral part of these financial statements.)

 

 

 

Note 1: Summary of Significant Accounting Policies

 

Nature of Operations - Unitil Corporation (Unitil or the Company) is registered with the Securities and Exchange Commission (SEC) as a public utility holding company under the Public Utility Holding Company Act of 1935, and is the parent of the Unitil System (the System). The following companies are wholly owned subsidiaries of Unitil: Concord Electric Company (CECo), Exeter & Hampton Electric Company (E&H), Fitchburg Gas and Electric Light Company (FG&E), Unitil Power Corp. (UPC), Unitil Realty Corp. (URC), Unitil Service Corp. (USC), and its unregulated business unit Unitil Resources, Inc. (URI). Usource, Inc. and Usource L.L.C. (collectively Usource) are subsidiaries of Unitil Resources, Inc.

Unitil's principal business is the retail sale and distribution of electricity in New Hampshire and both electric and gas services in Massachusetts through its retail distribution subsidiaries CECo, E&H, and FG&E. The Company's wholesale electric power subsidiary, UPC, principally provides all the electric power supply requirements to CECo and E&H for resale at retail, and also engages in various other wholesale electric power services with affiliates and non-affiliates throughout the New England region. URI provides an Internet-based energy brokering business, Usource, as well as various energy consulting and marketing activities. Finally, URC and USC provide centralized facilities, operations and management services to support the Unitil System of Companies.

With respect to rates and accounting practices, CECo and E&H are subject to regulation by the New Hampshire Public Utilities Commission (NHPUC), FG&E is regulated by the Massachusetts Department of Telecommunications & Energy (MDTE), and CECo, E&H, UPC and FG&E are regulated by the Federal Energy Regulatory Commission (FERC).

The Company accounts for all its regulated operations in accordance with Statement of Financial Accounting Standard ("SFAS") No. 71, "Accounting for the Effects of Certain Types of Regulation," requiring the Company to record the financial statement effects of the rate regulation to which the Company is currently subject. If a separable portion of the Company's business no longer meets SFAS No. 71, the Company is required to eliminate the financial statement effects of regulation for that portion.

Basis of Presentation

Principles of Consolidation - Unitil Corporation is the parent company of the Unitil System. The consolidated financial statements include the accounts of the Company and all of its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and requires disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition - The Company's operating subsidiaries record electric and gas operating revenues based upon the amount of electricity and gas delivered to customers through the end of the accounting period. Usource L.L.C. records energy brokering revenues based upon the amount of electricity and gas delivered to customers through the end of the accounting period.

Other Property and Investments - At December 31, 2000, Other Property and Investments includes the Company's investment in the stock of Enermetrix, which is recorded at its historical cost of $5,413,000, comprised of $5,117,000 of Enermetrix Convertible Preferred Stock and $296,000 of Enermetrix Common Stock Warrants. Although the market value of the investment in Enermetrix stock is not readily determinable, management believes the fair value of this investment currently exceeds its carrying cost.

Depreciation and Amortization - Depreciation provisions for the Company's utility operating subsidiaries are determined on a group straight-line basis. Provisions for depreciation were equivalent to the following composite rates, based on the average depreciable property balances at the beginning and end of each year: 2000 - 3.74 percent; 1999 - 3.72 percent; and 1998 - 3.21 percent.

Amortization provisions include the recovery of a portion of FG&E's former investment in the Seabrook Nuclear Power Plant in rates to its customers through a Seabrook Amortization Surcharge as ordered by the MDTE. In addition, FG&E is amortizing electric generating related assets, in accordance with its electric restructuring plan approved by the MDTE (See Note 12).

Federal Income Taxes - Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities, and are measured by applying tax rates applicable to the taxable years in which those differences are expected to reverse. The Tax Reduction Act of 1986 eliminated investment tax credits. Investment tax credits generated prior to 1986 are being amortized, for financial reporting purposes, over the productive lives of the related assets.

Newly Issued Pronouncements - In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 133 (SFAS 133), "Accounting for Derivative Instruments and Hedging Activities." The Statement establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the balance sheet as either an asset or liability measured at its fair value. In June 1999, FASB issued Statement of Accounting Standards No. 137 (SFAS 137), "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133 - an amendment of FASB Statement No. 133". This statement has delayed the effective date of SFAS 133 until fiscal years beginning after June 15, 2000. In June 2000, SFAS No. 133 was amended by Statement of Financial Accounting Standards No. 138 (SFAS 138), "Accounting for Derivative Instruments and Hedging Activities - and amendment of FASB Statement No. 133. Management does not expect the adoption of these statements to have a material impact on its financial position or results of operations.

In December 1999, the SEC issued Staff Accounting Bulletin No. 101 ("SAB No. 101"), "Revenue Recognition in Financial Statements." SAB No. 101 provides guidance on applying generally accepted accounting principles to revenue recognition, presentation and disclosure in financial statements. Subsequently, the SEC has amended the implementation dates so that the Company is required to adopt the provision of SAB No. 101 in the fourth quarter of 2000. Unitil has adopted SAB No. 101 and there is no impact on the results of operations or financial position.

Reclassifications - Certain amounts previously reported have been reclassified to conform to current year presentation.

 

Note 2: Common Stock

New Shares Issued - During 2000, the Company raised $639,000 of additional common equity capital through the issuance of 22,916 shares of common stock in connection with the Dividend Reinvestment and Stock Purchase Plan. The Dividend Reinvestment and Stock Purchase Plan provides participants in the plan a method for investing cash dividends on the Company's Common Stock and cash payments in additional shares of the Company's Common Stock. In 1999, the Company raised $676,000 of additional common equity capital through the issuance of 27,619 shares of common stock in connection with the Dividend Reinvestment and Stock Purchase Plan and the Employee 401(k) Tax Deferred Savings and Investment Plan. The Employee 401(k) Tax Deferred Savings and Investment Plan is described in Note 9.

Stock-Based Compensation Plans - The Company maintains two stock option plans which provide for the granting of options to key employees, as follows:

Unitil Corporation Key Employee Stock Option Plan: The "Unitil Corporation Key Employee Stock Option Plan" was a ten year plan which began in March 1989. The number of shares granted under this plan, as well as the terms and conditions of each grant, were determined by the Board of Directors, subject to plan limitations. All options granted under this plan vested upon grant. The ten-year period in which options could be granted under this plan expired in March 1999. The expiration date of the remaining outstanding options is November 3, 2007. The plan provides dividend equivalents on options granted, which are recorded at fair value as compensation expense. The total compensation expenses recorded by the Company with respect to this plan were $39,000, $74,000 and $245,000 for the years ended December 31, 2000, 1999 and 1998, respectively.

Share Option Activity of the "Unitil Corporation Key Employee Stock Option Plan" is presented in the following table:

 

2000

1999

1998

Beginning Options Outstanding and Exercisable

27,976

134,741

191,365

Dividend Equivalents Earned

1,382

2,988

10,327

Options Exercised

----

(109,753)

(66,951)

Ending Options Outstanding and Exercisable

29,358

27,976

134,741

       

Range of Option Exercise Price per Share

$12.11-$18.28

$12.11-$18.28

$12.11-$18.28

Weighted Average Remaining Contractual Life

6.9

7.9

8.9

Unitil Corporation 1998 Stock Option Plan: The "Unitil Corporation 1998 Stock Option Plan" became effective on December 11,1998. The number of shares granted under this plan, as well as the terms and conditions of each grant, are determined by the Board of Directors, subject to plan limitations. All options granted under this plan vest over a three-year period from the date of the grant with 25% vesting on the first anniversary of the grant, 25% vesting on the second anniversary and 50% vesting on the third anniversary. Under the terms of this plan, key employees may be granted options to purchase the Company's common stock at no less than 100% of the market price on the date the option is granted. All options must be exercised no later than ten years after the date on which they were granted. The total compensation expense recorded by the Company with respect to this plan was $144,000 for the year ended December 31, 2000 and $42,000 for the year ended December 31, 1999.

 

2000

 

1999

 
 

Number of Shares

Average Exercise Price

Number of Shares

Average Exercise Price

Beginning Options Outstanding

62,000

$23.38

----

----

Options Granted

55,000

$32.18

62,000

$23.38

Options Forfeited

(3,500)

$23.38

   

Ending Options Outstanding

113,500

$27.64

62,000

$23.38

         

Options Vested and Exercisable- end of year

14,625

$23.38

----

----

The Company has adopted Statement of Financial Accounting Standards (SFAS) No. 123, "Accounting for Stock Based Compensation," and recognizes compensation costs at fair value at the date of grant.

The following summarizes certain data for options outstanding at December 31, 2000:

 

 

Range of Exercise Prices

 

Number of Shares

Weighted Average Exercise Price

Weighted Average Remaining 

Contractual Life

$23.38

58,500

$23.38

8.2

$32.13 - $33.56

55,000

$32.18

9.1

 

113,500

   

The weighted average fair value per share of options granted during 2000 and 1999 was $7.13 and $3.25, respectively. The fair value of options at the date of grant was estimated using the Black-Scholes model with the following weighted average assumptions:

 

2000

1999

1998

Expected Life (Years)

10.0

10.0

None

Interest Rate

6.0%

6.0%

Granted

Volatility

22.3%

19.9%

 

Dividend Yield

4.3%

5.9%

 

Restrictions on Retained Earnings -Unitil Corporation has no restriction on the payment of common dividends from retained earnings. Its three retail distribution subsidiaries do have restrictions. Under the terms of the First Mortgage Bond Indentures, CECo and E&H had $4,778,000 and $4,400,000, respectively, available for the payment of cash dividends on their common stock at December 31, 2000. Under the terms of long-term debt Purchase Agreements, FG&E had $10,382,000 of retained earnings available for the payment of cash dividends on its common stock at December 31, 2000.

 

Note 3: Preferred Stock

Certain of the Unitil subsidiaries have redeemable Cumulative Preferred Stock outstanding and one subsidiary, CECo, has a Non-Redeemable, Non-Cumulative Preferred Stock issue outstanding. All such subsidiaries are required to offer to redeem annually a given number of shares of each series of Redeemable Cumulative Preferred Stock and to purchase such shares that shall have been tendered by holders of the respective stock. All such subsidiaries may redeem, at their option, the Redeemable Cumulative Preferred Stock at a given redemption price, plus accrued dividends.

The aggregate purchases of Redeemable Cumulative Preferred Stock during 2000, 1999 and 1998 were $67,500; $86,300; and $47,300, respectively. The aggregate amount of sinking fund requirements of the Redeemable Cumulative Preferred Stock for each of the five years following 2000 are $206,000 per year.

 

Note 4: Long-Term Debt

Certain of the Company's long-term debt agreements contain provisions which, among other things, limit the incursion of additional long-term debt.

Total aggregate amount of sinking fund payments relating to bond issues and normal scheduled long-term debt repayments amounted to $1,255,000, $1,065,000 and $4,394,000 in 2000, 1999 and 1998, respectively.

The aggregate amount of bond sinking fund requirements and normal scheduled long-term debt repayments for each of the five years following 2000 is: 2001 - $3,207,000; 2002 - $3,225,000; 2003 - $3,244,000; 2004 - $3,264,000 and 2005 - $286,000.

On January 26, 1999, FG&E sold $12,000,000 of long-term notes at par to institutional investors, bearing an interest rate of 7.37%. Proceeds were used to repay short-term indebtedness, incurred to fund FG&E's ongoing construction program.

The fair value of the Company's long-term debt is estimated based on the quoted market prices for the same or similar issues, or on the current rates offered to the Company for debt of the same remaining maturities. In management's opinion, the carrying value of the debt approximated its fair value at December 31, 2000 and 1999.

 

Note 5: Credit Arrangements

At December 31, 2000, the Company had unsecured committed bank lines for short-term debt aggregating $35,000,000 with three banks for which it pays commitment fees. At December 31, 2000, the unused portion of the committed credit lines outstanding was $2,500,000. The average interest rates on all short-term borrowings were 6.57% and 5.72% during 2000 and 1999, respectively.

 

Note 6: Leases

The Company's subsidiaries conduct a portion of their operations in leased facilities and also lease some of their machinery and office equipment. FG&E has a facility lease for twenty-two years which began in February 1981. The lease allows five, five-year renewal periods at the option of FG&E. In addition, Unitil's subsidiaries lease some equipment under operating leases.

The following is a schedule of the leased property under capital leases by major classes:

 

Asset Balances 

 at December 31,

Classes of Utility Plant (000's)

2000

1999

Common Plant

$6,814

$7,451

Less: Accumulated Depreciation

2,620

2,711

Net Plant

$4,194

$4,740

The following is a schedule by years of future minimum lease payments and present value of net minimum lease payments under capital leases as of December 31, 2000:

Year Ending December 31, (000's)

 

2001

1,452

2002

1,357

2003

915

2004

427

2005

304

2006 - 2010

1,362

Total Minimum Lease Payments

$5,817

Less: Amount Representing Interest

1,623

Present Value of Net Minimum Lease Payments

$4,194

Total rental expense charged to operations for the years ended December 31, 2000, 1999 and 1998 amounted to $21,000, $103,000, and $88,000, respectively. There are no material future operating lease payment obligations at December 31, 2000.

 

Note 7: Income Taxes

Federal Income Taxes were provided for the following items for the years ended December 31, 2000, 1999 and 1998, respectively:

 

2000

1999

1998

Current Federal Tax Provision (000's):

     

     Operating Income

($9)

$3,492

$2,221

     Amortization of Investment Tax Credits

(256)

(322)

(402)

          Total Current Federal Tax Provision

(265)

3,170

1,819

       

Deferred Federal Tax Provision (000's)

     

     Accelerated Tax Depreciation

183

132

488

     Abandoned Properties

(863)

(794)

(656)

     Allowance for Funds Used During Construction

     

      ("AFUDC") and Overheads

(48)

(53)

(58)

     Post Retirement Benefits Other Than Pensions

(29)

(27)

(32)

     Environmental Remediation

(13)

(15)

45

     Accrued Revenue

3,604

1,624

1,042

     Deferred Gas Rate Case Expense

54

(101)

283

     Percentage Repair Allowance

15

3

115

     Deferred Advances

(106)

(124)

(72)

     Deferred Pensions

275

159

146

     Electric and Gas Utility Restructuring Costs

(186)

273

---

     Deferred Gain on Sale of New Haven Harbor

125

(1,437)

---

     Other

55

425

(76)

          Total Deferred Federal Tax Provision

3,066

65

1,225

               Total Federal Tax Provision

 

$2,801

$3,235

$3,044

 

The components of the Federal and State income tax provisions reflected in the accompanying consolidated statements of earnings for the years ended December 31, 2000, 1999 and 1998 were as follows:

Federal and State Tax Provisions (000's)

2000

1999

1998

Federal

     

     Current

($9)

$3,492

$2,221

     Deferred

3,066

65

1,225

     Amortization of Investment Tax Credits

(256)

(322)

(402)

          Total Federal Tax Provision

2,801

3,235

3,044

State

     

     Current

155

805

377

     Deferred

457

7

289

          Total State Tax Provision

612

812

666

Total Provision for Federal and State Income Taxes

$3,413

$4,047

$3,710

 

The differences between the Company's provisions for Federal Income Taxes and the provisions calculated at the statutory federal tax rate, expressed in percentages, are shown below:

 

2000

1999

1998

Statutory Federal Income Tax Rate

34%

34%

34%

Income Tax Effects of:

     

     Investment Tax Credits

(2)

(2)

(3)

     Abandoned Property

(6)

(7)

(6)

     Other, Net

2

3

2

Effective Federal Income Tax Rate

28%

28%

27%

 

Temporary differences which gave rise to deferred tax assets and liabilities are shown below:

 

Deferred Income Taxes (000's)

2000

1999

Accelerated Depreciation

$24,519

$24,506

Abandoned Property

6,786

7,649

Contributions in Aid of Construction

(3,050)

(2,948)

Percentage Repair Allowance

1,956

1,923

Retirement Loss

2,820

2,640

Deferred Pensions

3,247

2,970

KESOP

(116)

(45)

Accumulated Deferred FAS 109 Tax Gross Up

3,129

3,170

Accrued Revenue

7,136

3,073

Investment Tax Credit

204

460

Gain on Sale of New Haven Harbor

(1,562)

(1,712)

Other

790

948

     Total Deferred Income Tax

$45,859

$42,634

 

Note 8: Energy Supply

Massachusetts:

Joint Owned Units - FG&E is participating, on a tenancy-in-common basis with other New England utilities, in the ownership of two generating units. Wyman Unit No. 4 is an oil-fired station that has been in commercial operation since December 1978. Millstone Unit No. 3, a nuclear generating unit, has been in commercial operation since April 1986. FG&E completed the sale of its principal generating asset, a 4.5% interest in New Haven Harbor Station, in March 1999. Kilowatt-hour generation and operating expenses of the joint ownership units are divided on the same basis as ownership. FG&E's proportionate costs are reflected in the Consolidated Statements of Earnings. In accordance with Massachusetts Electric Restructuring Law, and pursuant to the power supply divestiture discussed below, FG&E began selling the output from their generation units on February 1, 2000. On December 22, 2000 the MDTE approved FG&E's request to sell its joint ownership share of Millstone Unit No. 3 to Dominion Resources, Inc. The sale is expected to be completed during the first half of 2001. Information with respect to FG&E's generation assets at December 31, 2000 is shown below:

       

Company's

Joint Ownership

 

Proportionate

Share of

Net Book

Units

State

Ownership %

Total MW

Value (000's)

Millstone Unit No. 3

CT

0.2170

2.50

$6,123

Wyman Unit No. 4

ME

0.1822

1.13

107

     

3.63

$6,230

 

Purchased Power and Gas Supply Contracts - FG&E has commitments under long-term contracts for the purchase of electricity and gas from various suppliers. Generally, these contracts are for fixed periods and require payment of demand and energy charges. Total costs under these contracts are included in Fuel and Purchased Power and Gas Purchased for Resale in the Consolidated Statements of Earnings. These costs are normally recoverable in revenues under various cost recovery mechanisms. In accordance with Massachusetts Electric Restructuring Law, and pursuant to the power supply divestiture discussed below, FG&E began selling the output from their power supply contracts on February 1, 2000. Information with respect to FG&E's electric purchased power contracts at December 31, 2000 is shown below:

Unit

Energy

Contract

Fuel Type

Entitlements

End Date

     

Hydro

8 MW

2001

Hydro

3 MW

2012

Wood

14MW

2012

 

Power Supply Divestiture - In January 2000, the MDTE approved FG&E's agreement to sell the output from its remaining electric power generation portfolio to Select Energy, a subsidiary of Northeast Utilities. FG&E initiated its electric restructuring process, including the divestiture and sale of its power supply portfolio, in 1998, in response to the Massachusetts Electric Restructuring Law. Under the Select Energy contract, which went into effect February 1, 2000, FG&E began selling the output from its remaining power contracts and the output of its two minority interests in generation assets to Select Energy.

Under the Massachusetts Electric Restructuring Law, customers not purchasing electric power from competitive suppliers are eligible either for Standard Offer Service ("SOS") or for Default Service. Most of FG&E's customers are currently eligible for SOS service. On March 1, 1999, FG&E entered into a contract with Constellation Power Source to procure power needed to serve the SOS load. The contract will continue through February 28, 2005. The power required to meet Default Service is currently being procured through a six-month contract from Consolidated Edison Energy, Inc. In accordance with MDTE regulations, FG&E will conduct periodic Request for Proposals ("RFP") to procure Default Service at market prices. The next RFP will be used to procure Default Service effective June 1, 2001.

FG&E has been allowed recovery of its transition costs, including the above-market or stranded generation and power-supply related costs, via a non-bypassable uniform Transition Charge. The recoverable transition cost which have been recorded on FG&E's balance sheet as Regulatory Assets, include $97,342,000 of purchased power contracts and $6,020,000 of stranded generation assets and other adjustments related to the restructuring process.

As a result of the Order by the MDTE related to Electric Industry Restructuring in Massachusetts (See Note 12), the Company is required to discontinue the provisions of Statement of Financial Accounting Standards 71, "Accounting for the Effects of Certain Types of Regulation" (SFAS No. 71), to the generation and power supply portion of FG&E's business. FG&E's electric distribution business and gas supply and distribution business, as well as the power supply and distribution business of CECo, E&H and UPC will continue to apply SFAS No. 71.

 

New Hampshire:

Purchased Power Contracts - UPC has commitments under long-term contracts for the purchase of electricity from various suppliers. These wholesale contracts are generally for fixed periods and require payment of demand and energy charges. The total costs under these contracts are included in Fuel and Purchased Power in the Consolidated Statements of Earnings and are normally recoverable in revenues under various cost recovery mechanisms.

The status of UPC's electric purchased power contracts at December 31, 2000, is as shown below:

 

 

       

Est. Annual Minimum

 
       

Payments Which

 

Unit

2000 Energy

   

Cover Future

 

Fuel

MW Winter

Purchased

Contract

Debt Service

 

Type

Entitlements

(MWH's)

End Date

Requirements (000's)

  
           

Gas

24

115,875

2010

$3,553

     (1)

Oil/Gas

2

3,321

2003

None

 

Oil/Gas

16

60,133

2006

None

 

Oil/Gas

10

11,863

2008

None

 

Oil

10

39,411

2005

None

 

Coal

15

77,418

2005

None

 

Coal

10

12,645

2000

None

 

Nuclear

25

218,657

2001

None

 

Nuclear

5

42,825

2005

None

 

Nuclear

10

68,889

2010

None

 

Nuclear

2

13,089

2013

None

 

Hydro

5

78,005

2001

$880

     (2)

Refuse

6

43,730

2003

None

 

System

18

57,203

2002

None

 

System

30

143,411

Variable

None

 

Various

 

216,023

Short-term

None

 

Notes:

(1) Total estimated 2000 annualized capacity payments.

(2) Total estimated 2000 annualized support charges.

 

Note 9: Benefit Plans

Pension Plans - Prior to May 1, 1998 four of the Company's subsidiaries had defined benefit Retirement and Pension plans and related Trust Agreements to provide retirement annuities for participating employees at age 65. On May 1, 1998, the plans of each employer were merged into one plan with uniform plan provisions to be known as the "Unitil Corporation Retirement Plan." The entire cost of the plan is borne by the respective subsidiaries.

The following table provides the components of net periodic expense (income) for the plans for years 2000, 1999 and 1998:

Net Periodic Expense (Income) (000's)

2000

1999

1998

Service Cost

$850

$935

$827

Interest Cost

2,552

2,395

2,207

Expected Return on Plan Assets

(4,356)

(4,044)

(3,562)

Amortization of Transition Obligation

85

85

(16)

Amortization of Prior-Service Cost

98

101

74

Recognized net actuarial (gain)

(105)

---

---

Net Periodic Benefit Income

($876)

($528)

($470)

       

Reconciliation of Projected Benefit Obligations (000's):

     

Beginning of Year

$33,371

$36,621

$29,853

Service Cost

850

935

827

Interest Cost

2,552

2,395

2,207

Amendments

(80)

---

1,292

Actuarial (Gain) Loss

749

(4,601)

4,290

Benefit Payments

(2,094)

(1,979)

(1,848)

End of Year

$35,348

$33,371

$36,621

       

Reconciliation of Fair Value of Plan Assets (000's):

 

 

 

Beginning of Year

$45,783

$48,627

$42,304

Actual Return of Plan Assets

1,733

(865)

8,171

Benefit Payments

(2,094)

(1,979)

(1,848)

End of Year

$45,422

$45,783

$48,627

       

Funded Status (000's):

     

Funded Status at December 31

$10,074

$12,411

$12,006

Unrecognized Transition Obligation

84

169

254

Unrecognized Prior-Service Cost

1,038

1,216

1,317

Unrecognized (Gain) Loss

(1,200)

(4,677)

(4,986)

Prepaid Pension Cost

$9,996

$9,119

$8,591

Plan assets are invested in common stock, short-term investments and various other fixed income security funds. The weighted-average discount rates used in determining the projected benefit obligation in 2000, 1999 and 1998 were 7.75%, 7.75%, and 7.00%, respectively. The rate of increase in future compensation levels was 4.00% and the expected long-term rate of return on assets was 9.25% in 2000, 1999 and 1998.

Unitil Service Corp. has a Supplemental Executive Retirement Plan (SERP). The SERP is an unfunded retirement plan with participation limited to executives selected by the Board of Directors. The cost associated with the SERP amounted to approximately $112,000, $157,000; and $114,000 for the years ended December 31, 2000, 1999 and 1998, respectively.

Employee 401(k) Tax Deferred Savings Plan - The Company sponsors a defined contribution plan (under Section 401 (k) of the Internal Revenue Code) covering substantially all of the Company's employees. Participants may elect to defer from 1% to 15% of current compensation to the plan. The Company matches contributions, with a maximum matching contribution of 3% of current compensation. Employees may direct the investment of their savings plan balances into a variety of investment options, including a Company common stock fund. Participants are 100% vested in contributions made on their behalf, once they have completed three years of service. The Company's share of contributions to the plan were $425,000, $407,000 and $384,000 for the years ended December 31, 2000, 1999 and 1998, respectively.

Post-Retirement Benefits - The Company's subsidiaries provide health care benefits to retirees for a twelve-month period following their retirement. The Company's subsidiaries continue to provide life insurance coverage to retirees. Life insurance and limited health care post-retirement benefits require the Company to accrue post-retirement benefits during the employee's years of service with the Company and the recognition of the actuarially determined total post retirement benefit obligation earned by existing retirees. At December 31, 2000, 1999 and 1998, the accumulated post retirement benefit obligation (transition obligation) was approximately $257,000, $278,000 and $299,000, respectively, and the period cost associated with these benefits for 2000, 1999 and 1998 was approximately $90,000, $84,000 and $76,000, respectively. This obligation is being recognized on a delayed basis over the average remaining service period of active participants and such period will not exceed 20 years.

 

Note 10: Earnings Per Share

The following table reconciles basic and diluted earnings per share assuming all outstanding stock options were converted to common shares per SFAS 128.

(000's except share and per share data)

2000

1999

1998

Basic Income Available to Common Stock

$6,953

$8,170

$7,975

       

Weighted Average Common Shares Outstanding - Basic

4,723,171

4,682,273

4,505,784

       

Plus: Diluted Effect of Incremental Shares

     

from Assumed Conversion

19,574

10,381

128,324

       

Weighted Average Common Shares

4,742,745

4,692,654

4,634,108

Outstanding - Diluted

     

Basic Earnings per Share

$1.47

$1.74

$1.77

Diluted Earnings per Share

$1.47

$1.74

$1.72

Note 11: Segment Information

The Company has reported four segments: utility electric, utility gas, Usource and other. Unitil is engaged principally in the retail sale and distribution of electricity in New Hampshire and both electric and gas service in Massachusetts through its retail distribution subsidiaries CECo, E&H, and FG&E. The Company's wholesale electric power subsidiary, UPC, provides all the electric power supply requirements to CECo and E&H for resale at retail, and also engages in various other wholesale electric power services with affiliates and non-affiliates throughout the New England Region. URI provides an Internet-based energy brokering service, through Usource, as well as various energy consulting and marketing activities. URC and USC provide centralized facilities and operations to support the Unitil System.

URC and USC are included in the "Other" column of the table below. USC provides centralized management and administrative services, including information systems management and financial record keeping. URC owns certain real estate, principally the Company's corporate headquarters. The segments follow the same accounting policies as described in the Summary of Significant Accounting Policies. Intersegment sales take place at cost and the effects of all intersegment and/or intercompany transactions are eliminated in the consolidated financial statements. Segment profit or loss is based on profit or loss from operations after income taxes. Expenses used to determine operating income before taxes are charged directly to each segment or are allocated in accordance with factors contained in cost of service studies, which were included in rate applications approved by the NHPUC and MDTE. Assets allocated to each segment are based upon specific identification of such assets provided by Company records.

The following table provides significant segment financial data for the years-ended December 31, 2000, 1999 and 1998:

         

Year Ended December 31, 2000 (000's)

Electric

Gas

Other

Usource

Eliminations

Total

Revenues

           

    External Customers

$160,023

$22,756

$31

$131

 

$182,941

    Intersegment

----

----

17,967

----

(17,967)

----

Depreciation and Amortization

8,815

1,575

1,344

230

 

11,964

Interest, net

4,797

1,370

629

24

 

6,820

Income Taxes

4,051

199

3

(840)

 

3,413

Segment Profit

7,923

662

22

(1,654)

 

6,953

Identifiable Segment Assets

317,453

40,173

38,090

3,731

(16,480)

382,967

Regulatory Assets

137,470

----

----

----

 

137,470

Capital Expenditures

14,066

3,821

1,299

3,063

 

22,249

             

Year Ended December 31, 1999 (000's)

           

Revenues

           

    External Customers

$154,077

$18,116

$135

$45

 

$172,373

    Intersegment

----

----

19,089

----

(19,089)

----

Depreciation and Amortization

8,362

1,458

1,492

100

 

11,412

Interest, net

5,094

1,255

549

21

 

6,919

Income Taxes

4,051

(200)

456

(260)

 

4,047

Segment Profit

7,830

320

494

(474)

 

8,170

Identifiable Segment Assets

306,786

35,653

41,189

703

(20,804)

363,527

Regulatory Assets

143,470

----

----

----

 

143,470

Capital Expenditures

6,905

2,266

5,373

587

 

15,131

     

Year Ended December 31, 1998 (000's)

           

Revenues

           

    External Customers

$149,639

$17,009

$30

   

$166,678

    Intersegment

----

----

18,483

 

(18,483)

----

Depreciation and Amortization

7,917

893

1,197

   

10,007

Interest, net

4,842

1,097

962

   

6,901

Income Taxes

3,609

(145)

246

   

3,710

Segment Profit

7,428

176

371

   

7,975

Identifiable Segment Assets

316,568

36,354

44,932

 

(21,019)

376,835

Regulatory Assets

167,181

----

----

   

167,181

Capital Expenditures

10,644

3,171

648

   

14,463

 

Note 12: Commitments and Contingencies

Environmental Matters

The Company continues to work with federal and state environmental agencies to identify and assess environmental issues at the former manufactured gas plant (MGP) site at Sawyer Passway, located in Fitchburg, Massachusetts. FG&E has proceeded with site remediation work as specified on the Tier 1B permit, which allows FG&E to work towards temporary remediation of the site.

In April 2000, FG&E applied for a Utility Related Abatement Measure (URAM) with the Massachusetts Department of Environmental Protection (DEP) to permit excavation work required to construct a new electric substation on FG&E's former MGP site at Sawyer Passway. The permit application was reviewed and approved by the Massachusetts DEP in May 2000. All work permitted under the provisions of the URAM was completed and a final report of closure was submitted to the DEP in December 2000.

Construction of the new highway bridge across Sawyer Passway began in October 2000. FG&E began fulfillment of obligations associated with the bridge construction as stipulated in a memorandum of understanding with the Massachusetts Highway Department and the Massachusetts DEP.

Upon completion of site remediation associated with the bridge construction, the last remaining portion of the Sawyer Passway MGP site is expected to be closed out and attain the status of temporary closure in late 2001. This temporary closure requires FG&E to monitor the site until a feasible permanent remediation alternative can be developed and completed.

The costs of remedial action at this site are initially funded from traditional sources of capital and recovered from customers under a rate recovery mechanism approved by the MDTE. The Company also has a number of liability insurance policies that may provide coverage for environmental remediation at this site.

 

Regulatory Matters

The Unitil System of Companies is regulated by various federal and state agencies, including the Securities and Exchange Commission (SEC), the Federal Energy Regulatory Commission (FERC), and state regulatory authorities with jurisdiction over the utility industry, including the New Hampshire Public Utilities Commission (NHPUC) and the Massachusetts Department of Telecommunications and Energy (MDTE). In recent years, there has been significant legislative and regulatory activity to introduce greater competition in the supply and sale of electricity and gas, while continuing to regulate the delivery and distribution operations of our utility subsidiaries.

Massachusetts enacted comprehensive electric utility industry restructuring in November 1997. Since March 1, 1998, all electric consumers in Massachusetts served by investor-owned utilities have had the ability to choose their electric energy supplier. FG&E, the Company's Massachusetts utility operating subsidiary, continues to implement its comprehensive electric restructuring plan and divestiture of its entire regulated power supply business, including its nuclear investment.

Since 1997, FG&E has worked in collaboration with the other Massachusetts gas distribution utilities and various other stakeholders to develop and implement the infrastructure to offer gas customers choice of their competitive gas energy supplier and to complete the restructuring of gas service provided by gas utilities. FG&E filed with the MDTE new gas tariffs to implement natural gas unbundling in accordance with Model Terms and Conditions resulting from these collaborative efforts. The MDTE issued an Order approving these tariffs and final regulations effective November 1, 2000.

In New Hampshire, CECo and E&H, our electric utility operating subsidiaries, and Unitil Power Corp., our wholesale power company, continue to prepare for the transition that will move them into this new market structure, pending resolution of certain key restructuring policies and issues. The utility operating companies have also been active participants in the restructuring of the wholesale power market and transmission system in New England. Though retail competition in the sale of electricity has stalled throughout the region, new wholesale markets have been implemented in the New England Power Pool (NEPOOL) under the general supervision of an Independent System Operator (ISO).

Massachusetts Electric Restructuring - On January 15, 1999, the MDTE approved FG&E's restructuring plan with certain modifications. The Plan provides customers with: a) the ability to choose an energy supplier; b) an option to purchase Standard Offer Service provided by FG&E at regulated rates for up to seven years; and c) a cumulative 15% rate reduction adjusted for inflation. The Order also approved FG&E's power supply divestiture plan for its interest in three generating units and four long-term power supply contracts.

Pursuant to the Plan, on October 30, 1998, FG&E filed a proposed contract with Constellation Power Services Inc. for provision of Standard Offer Service. Constellation began to supply power under that contract on March 1, 1999, and is scheduled to continue through February 28, 2005. The award of this contract was the first successful Standard Offer auction conducted in Massachusetts.

A contract for the sale of FG&E's interest in the New Haven Harbor plant was approved by the MDTE on March 31, 1999, and the sale of the unit closed on April 14, 1999. A contract for the sale of the entire output from FG&E's remaining generating assets and purchased power contracts to Select Energy, Inc. was approved by the MDTE on December 28, 1999, and went into effect February 1, 2000.

On December 22, 1999, FG&E filed with the MDTE new rates for effect January 1, 2000. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved the rates on January 5, 2000, subject to an examination of the Company's filing in which it reconciles its estimated and actual transition costs (the "reconciliation filing").

On February 2, 2000, the MDTE initiated a proceeding to examine FG&E's reconciliation filing and the consistency of the proposed charges and adjustments with the methods approved in FG&E's restructuring plan. The MDTE held four days of hearings in May 2000, and the Company presented testimony in support of its filing. As part of his review of FG&E's filing, the Massachusetts Attorney General has challenged FG&E's recovery of certain transition costs and other cost reconciliation calculations. Management is unable to determine the outcome of the MDTE proceedings. However, if an unfavorable outcome were to occur, there could be an adverse impact on the Company's consolidated financial position.

As a result of restructuring and divestiture of FG&E's generation and purchased power portfolio, FG&E has accelerated the write-off of its electric generation assets and its abandoned investment in Seabrook Station. The MDTE established the return to be earned on the unamortized balance of FG&E's generation plant, reducing FG&E's earnings on those assets. In 2000, Unitil's earnings from this business segment represented approximately 16% of the earnings from utility operations. As this portfolio is amortized over the next 9 years, earnings from this segment of FG&E's utility business will continue to decline and ultimately cease.

On August 2, 2000, FG&E was the first electric company in Massachusetts to file for an increase in its Standard Offer Service rates pursuant to the Fuel Adjustment provision of its Standard Offer Service (SOS) tariff. This adjustment allows an increase in the SOS rate due to increases in the fuel prices of oil and natural gas. Any revenues received as a result of this adjustment are passed on to the Company's wholesale SOS provider. The MDTE suspended the filing for further review. Subsequently, other electric utility companies operating in Massachusetts made similar filings, and the MDTE instituted proceedings in each of those cases. On December 4, 2000, the MDTE issued an order for the utilities authorizing a "fixed" fuel adjustment, calculated based on the most recent 12 months of data. These adjustments took effect on January 1, 2001. FG&E's SOS rate increased from 3.8 cents/kWh to 5.121 cents/kWh. Unrecovered amounts to date will be recovered, subject to the rate reduction requirements of the Act.

In approving the new SOS rates, the MDTE also directed all electric distribution companies to file a report with the MDTE on their efforts to mitigate transition costs. On January 19, 2001, FG&E filed an extensive report detailing its mitigation activities, including contract restructurings, divestiture of its generating assets, and a variety of initiatives intended to reduce the burden of increasing energy prices on customers. While FG&E has substantially completed the divestiture of its generation assets, the Company continues to seek ways to reduce its transition costs and lower prices for customers.

On December 1, 2000, FG&E filed new electric rates for effect January 1, 2001. The revised rates maintain the required inflation-adjusted 15% rate discount. The MDTE approved final rates on December 29, 2000, subject to reconciliation pursuant to an investigation of actual and estimated transition costs, resulting in an upward inflation adjustment of 3.5% relative to 2000 rates.

New customers, and customers who previously opted to take electric supply service from a competitive provider, may purchase power through FG&E under Default Service. FG&E provides the Default Service through a third party supplier at market-based rates. The Company issued a Request for Proposals for Default Service in September 2000. FG&E awarded a contract and filed resulting rates which were approved effective for the period January through May 2001.

In June 2000, the MDTE opened an investigation into whether (1) metering, meter maintenance and testing, and customer billing and information services (MBIS) should be unbundled; and (2) the service territories of distribution companies should remain exclusive. On December 29, 2000, the MDTE issued its report recommending that the Legislature not take action to allow for the competitive provision of MBIS in the electric industry. The MDTE also concluded that exclusive service territories should remain intact.

Massachusetts Gas Restructuring - In mid-1997, the MDTE directed all Massachusetts natural gas Local Distribution Companies (LDCs) to form a collaborative with other stakeholders to develop common principles and appropriate regulations for the unbundling of gas service, and directed FG&E and four other LDCs to file unbundled gas rates for its review. FG&E's unbundled gas rates were filed with, and approved by, the MDTE and implemented in November 1998.

On February 1, 1999, the MDTE issued an order in which it determined that the LDCs would continue to have an obligation to provide gas supply and delivery services for another five years, with a review after three years. This order also set forth the MDTE's decision requiring mandatory assignment by LDCs of their pipeline capacity contracts to competitive marketers. In March 1999, the LDCs and other stakeholders filed a settlement with the MDTE, which set forth rules for implementing an interim firm transportation service through October 31, 2000. The MDTE approved the settlement on April 2, 1999. FG&E has made separate compliance filings that were approved by the MDTE to implement its interim firm gas transportation service for its largest general service customers and to complement this service with a firm gas peaking service. This interim service is now superseded by the permanent transportation service, which was approved for implementation on November 1, 2000.

On November 3, 1999, the Massachusetts LDCs filed Model Terms and Conditions for Gas Service, including provisions for capacity assignment, peaking service, and Default Service. In accordance with the MDTE's approval of these Model Terms and Conditions in January 2000, FG&E filed Company-specific tariffs that implement natural gas unbundling. The MDTE also opened a rulemaking proceeding on proposed regulations that would govern the unbundling of services related to the provision of natural gas. The MDTE has issued an order approving the tariffs and final regulations effective November 1, 2000.

New Hampshire Electric Restructuring - On February 28, 1997, the NHPUC issued its Final Plan for New Hampshire electric utilities to transition to a competitive electric market in the state (Final Plan). The Final Plan linked the interim recovery of stranded cost by the State's utilities to a comparison of their existing rates with the regional average utility rates. CECo's and E&H's rates are below the regional average; thus, the NHPUC found that CECo and E&H were entitled to full interim stranded cost recovery, as defined by the NHPUC. However, the NHPUC also made certain legal rulings which could affect CECo's and E&H's long-term ability to recover all of their stranded costs.

Northeast Utilities' affiliate Public Service Company of New Hampshire (PSNH) filed suit in U.S. District Court for protection from the Final Plan and related orders and was granted an indefinite stay. In June 1997, Unitil, and other utilities in New Hampshire, intervened as plaintiffs in the federal court proceeding. In June 1998, the federal court clarified that the injunctions issued by the court in 1997 had effectively frozen the NHPUC's efforts to implement restructuring. This amended injunction has been challenged by the NHPUC, and affirmed by the First Circuit Court of Appeals. Unitil continues to be a plaintiff-intervenor in federal district court. Further court proceedings are pending final resolution of electric restructuring for PSNH.

Unitil has continued to work actively to explore settlement options and to seek a fair and reasonable resolution of key restructuring policies and issues in New Hampshire. The Company is also monitoring the regulatory and legislative proceedings dealing with electric restructuring in the state. In October 2000, the NHPUC approved a settlement for the restructuring of PSNH. Appeals of the PSNH restructuring orders were denied by the New Hampshire Supreme Court and are now being pursued with the U.S. Supreme Court.

Pending Rate Proceedings - The last formal regulatory filings to increase base electric rates for Unitil's three retail operating subsidiaries occurred in 1985 for CECo, 1984 for FG&E, and 1981 for E&H. A majority of the Company's operating revenues are collected under various periodic rate adjustment mechanisms including fuel, purchased power, cost of gas, energy efficiency, and restructuring-related cost recovery mechanisms. Industry restructuring will continue to change the methods of how certain costs are recovered through the Company's regulated rates and tariffs.

As discussed above, FG&E filed for and received approval of an increase to its electric Standard Offer Service rate reflecting extraordinary increases in the price of oil and natural gas. FG&E also received an increase to its Cost of Gas Adjustment resulting in bill increases of approximately 25%, effective November 1, 2000. FG&E subsequently received another increase of approximately 20% to its Cost of Gas Adjustment for effect February 1, 2001. Wholesale natural gas prices reached record levels in New England and across the United States in response to cold weather and tight supplies. In New Hampshire, CECo and E&H filed and received approval of increases to their Fuel and Purchased Power Adjustments, resulting in bill increases of 25% to 34%, depending upon usage patterns, effective January 1, 2001. These higher fuel costs are a pass-through without markup or profit. Retail electricity prices for most New England utilities are increasing this winter.

On May 15, 1998, FG&E filed a gas base rate case with the MDTE. The last base rate case had been in 1984. After evidentiary hearings, the MDTE issued an Order allowing FG&E to establish new rates, effective November 30, 1998, which would produce an annual increase of approximately $1.0 million in gas revenues. As part of the proceeding, the Massachusetts Attorney General alleged that FG&E had double-collected fuel inventory finance charges, and requested that the MDTE require FG&E to refund approximately $1.6 million in double collections since 1987. The Company believes that the Attorney General's claim is without merit and that a refund was not justified or warranted. The MDTE rejected the Attorney General's request and stated its intent to open a separate proceeding to investigate the Attorney General's claim. On November 1, 1999, the MDTE issued an Order of Notice initiating an investigation of this matter. Hearings were held in early 2000 and were reopened in November 2000 to hear new evidence. Supplemental testimony has been filed and additional hearings were held in February 2001.

On October 29, 1999, the MDTE initiated a proceeding to implement Performance Based Rate making (PBR) for all electric and gas distribution utilities in Massachusetts. PBR is a method of setting regulated distribution rates that provide incentives for utilities to control costs while maintaining a high level of service quality. Under PBR, a company's earnings are tied to performance targets, and penalties can be imposed for deterioration of service quality. On December 29, 1999, FG&E filed a petition with the MDTE for authority to defer for later recovery costs associated with its preparation of a PBR filing for its gas division and its participation in the MDTE-initiated generic gas and electric PBR proceedings. This petition and the MDTE's generic proceeding are pending. The Company is currently evaluating the impact, if any, that PBR would have on the Company's ability to continue applying the standards of Statement of Financial Accounting Standards No. 71 "Accounting for the Effects of Certain Types of Regulation."

On December 31, 1999, the Massachusetts Attorney General filed a complaint against FG&E requesting that the MDTE investigate the distribution rates, rate of return, and depreciation accrual rates for FG&E's electric operations in calendar year 1999. The MDTE opened a proceeding in November 2000, held a public hearing and procedural conference in December 2000, and subsequently issued a procedural schedule covering the period January through April 2001. Any order received from the MDTE would apply to the Company's rates prospectively and would not be retroactive. Management is unable to predict the outcome of this proceeding but an unfavorable result could have an adverse impact on the Company's consolidated financial position.

Millstone Unit No. 3 - FG&E has a 0.217% nonoperating ownership in the Millstone Unit No. 3 (Millstone 3) nuclear generating unit which supplies it with 2.49 megawatts (MW) of electric capacity. In January 1996, the Nuclear Regulatory Commission (NRC) placed Millstone 3 on its Watch List, which calls for increased NRC inspection attention. In March 1996, as a result of engineering evaluations, Millstone 3 was taken out of service. The NRC authorized the restart of Millstone 3 in June 1998.

During the period that Millstone 3 was out of service, FG&E continued to incur its proportionate share of the unit's ongoing Operations and Maintenance (O&M) costs, and may incur additional O&M costs and capital expenditures to meet NRC requirements. FG&E also incurred costs to replace the power that was expected to be generated by the unit. During the outage, FG&E incurred approximately $1.2 million in replacement power costs, and recovered those costs through its electric fuel charge, which is subject to review and reconciliation by the MDTE. Under existing MDTE precedent, FG&E's replacement power costs of $1.2 million could be subject to disallowance in rates.

In August 1997, FG&E, in concert with other non-operating joint owners, filed a demand for arbitration in Connecticut and a lawsuit in Massachusetts, in an effort to recover costs associated with the extended unplanned shutdown. Several preliminary rulings have been issued in the arbitration and legal cases, and both cases are continuing. On March 22, 2000, FG&E entered into a settlement agreement with the defendants under which FG&E will dismiss its lawsuit and arbitration claims. The settlement is generally similar to earlier settlements with the defendants, and three joint owners that own, in the aggregate, approximately 19% of the unit. The settlement provides for FG&E to receive an initial payment of $600,000 and other amounts contingent upon future events and would result in FG&E's entire interest in the unit being included in the auction of the majority interest, and certain of the minority interests, in Millstone 3, which is expected to be completed by 2001. Upon completion of the sale of Millstone 3, FG&E will be relieved of all residual liabilities, including decommissioning liabilities, associated with Millstone 3. FG&E expects to flow through the net proceeds of the settlement to its customers .

On September 8, 2000, Western Massachusetts Electric Company, New England Power Company, and FG&E together filed a Joint Petition requesting approval by the MDTE of the sale of their respective interests in Millstone Units 1, 2, and 3. The Companies also requested MDTE findings that the divested assets qualify as "eligible facilities" pursuant to Section 32 (c) of the Public Utility Holding Company Act of 1935. The MDTE approved the sale and certified the unit as an "eligible facility" on December 22, 2000. The parties to the sale transaction are currently awaiting other state and federal regulatory approvals for the final sale of the Millstone units.

 

Market Risk - Although Unitil's utility operating companies are subject to commodity price risk as part of their traditional operations, the current regulatory framework within which these companies operate allows for full collection of fuel and gas costs in rates. Consequently, there is limited commodity price risk after consideration of the related rate-making. As the utility industry deregulates, the Company will be divesting its commodity-related energy businesses and therefore will be further reducing its exposure to commodity-related risk.

 

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None

 

 

 

PART III

 

Item 10.   Directors and Executive Officers of the Registrant

Information required by this Item is set forth in Exhibit 99.1 on pages 2 through 8 of the 2000 Proxy Statement.

 

Item 11.  Executive Compensation

Information required by this Item is set forth in Exhibit 99.1 on pages 9 through 14 of the 2000 Proxy Statement.

 

Item 12.  Security Ownership of Certain Beneficial Owners and Management

Information required by this Item is set forth in Exhibit 99.1 on pages 3 through 5 of the 2000 Proxy Statement and is incorporated herein by reference.

 

Item 13.  Certain Relationships and Related Transactions

None

 

 

 

PART IV

 

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)       (1) and (2) -

 

LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES

 

The following financial statements are included herein under Part II, Item 8, Financial Statements and Supplementary Data:

 

 

The following consolidated financial statement schedule of the Company and subsidiaries is included in Item 14(d):

 

 

 

 

All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions, are inappropriate, or information required is included in the financial statements or notes thereto and, therefore, have been omitted.

 

 

 

 

          (3) - List of Exhibits

 

Exhibit Number

 

Description of Exhibit

 

Reference*

       

3.1

 

Articles of Incorporation

of the Company

 

Exhibit 3.1 to Form

S-14 Registration Statement 2-93769

       

3.2

 

Articles of Amendment to the Articles of Incorporation

Filed on March 4, 1992 and April 30, 1992

 

Exhibit 3.2 to Form 10-K for 1992

         

3.3

 

By-laws of the Company.

 

Exhibit 3.2 to Form

S-14 Registration Statement 2-93769

         

3.4

 

Articles of Exchange of Concord Electric Company (CECo),

Exeter & Hampton Electric Company (E&H) and the Company.

 

Exhibit 3.3 to

10-K for 1984

         

3.5

 

Articles of Exchange of CECo, E&H, and the Company - Stipulation of the Parties Relative to Recordation and Effective Date.

 

Exhibit 3.4 to

Form 10-K for 1984

         

3.6

 

The Agreement and Plan of Merger dated March 1, 1989 among the Company, Fitchburg Gas and Electric Light Company (FG&E) and UMC Electric Co., Inc. (UMC).

 

Exhibit 25(b) to

Form 8-K dated 

March 1, 1989

         

3.7

 

Amendment No. 1 to The Agreement and Plan of Merger dated March 1, 1989 among the Company, FG&E and UMC

 

Exhibit 28(b) to

Form 8-K dated December 14, 1989

       

.

4.1

 

Indenture of Mortgage and Deed of Trust dated July 15, 1958 of CECo relating to First Mortgage Bonds, Series B, 4 3/8% due September 15, 1988 and all Series unless supplemented.

 

**

       

4.2

 

First Supplemental Indenture dated January 15, 1968 relating to CECo's First Mortgage Bonds, Series C, 6 3/4% due January 5, 1998 and all additional series unless supplemented.

 

**

         

4.3

 

Fourth Supplemental Indenture dated March 28, 1984 amending CECo's Original First Mortgage Bonds Indenture, and First, Second and Third Supplemental Indentures and all additional series unless supplemented.

 

**

         

4.4

 

Eight Supplemental Indenture dated October 14, 1994 relating to CECo's First Mortgage Bonds, Series I, 8.49% due October 14, 2024 and all additional series unless supplemented.

 

Exhibit 4.8 to

Form 10-K for 1994

         

4.5

 

Ninth Supplemental Indenture dated September 1, 1998 relating to CECo's. First Mortgage Bonds, Series J, 6.96% due September 1, 2028

 

Exhibit 4.24 to

Form 10-K for 1998

         

4.6

 

Indenture of Mortgage and Deed of Trust dated December 1, 1952 of E&H relating to all series unless supplemented.

Exhibit 4.5 to Registration Statement 2-49218

         

4.7

 

Eighth Supplemental Indenture dated October 29, 1987 relating to E&H's First Mortgage Bonds, Series I, 9.85% due October 15, 1997 and all additional series unless supplemented.

 

Exhibit 4.15 to

Form 10-K for 1987

         

4.8

 

Tenth Supplemental Indenture dated October 14, 1994 relating to E&H's First Mortgage Bonds, Series K, 8.49% due October 14, 2024 and all additional series unless supplemented.

 

Exhibit 4.17 to

Form 10-K for 1994

         

4.9

 

Eleventh Supplemental Indenture dated September 1, 1998 relating to E&H's First Mortgage Bonds, Series L, 6.96% due September 1, 2028

.

Exhibit 4.23 to

Form 10-K for 1998

         

4.10

 

FG&E Purchase Agreement dated March 20, 1992 for the 8.55% Senior Notes due March 31, 2004

 

Exhibit 4.18 to

Form 10-K for 1993

         

4.11

 

FG&E Note Agreement dated November 30, 1993 for the 6.75% Notes due November 23, 2023.

 

Exhibit 4.18 to

Form 10-K for 1993

         

4.12

 

Note Agreement dated January 26, 1999 for the 7.37% Notes due January 15, 2028.

 

Exhibit 4.25 to

Form 10-K for 1999

         

4.13

 

Unitil Realty Corp. Note Purchase Agreement dated July 1, 1997 for the 8.00% Senior Secured Notes due August 1, 2017.

 

Exhibit 4.22 to

Form 10-K for 1997

         

10.1

 

Unitil System Agreement dated June 19, 1986 providing that Unitil Power will supply wholesale requirements electric service to CECo and E&H.

 

Exhibit 10.9 to

Form 10-K for 1986

         

10.2

 

Supplement No. 1 to Unitil System Agreement providing that Unitil Power will supply wholesale requirements electric service to CECo and E&H.

 

Exhibit 10.8 to

Form 10-K for 1987

         

10.3

 

Transmission Agreement between Unitil Power Corp. and Public Service Company of New Hampshire, effective November 11, 1992.

 

Exhibit 10.6 to

Form 10-K for 1993

         

10.4

 

Form of Severance Agreement dated February 21, 1989, between the Company and the persons named in the schedule attached thereto.

 

Exhibit 10.55 to

Form 8 dated

April 12, 1989

         

10.5

 

Key Employee Stock Option Plan effective January 17, 1989.

 

Exhibit 10.56 to

Form 8 dated

April 12, 1989

         

10.6

 

Unitil Corporation Key Employee Stock Option Plan Award Agreement.

 

Exhibit 10.63 to

Form 10-K for 1989

         

10.7

 

Unitil Corporation Management Performance Compensation Plan.

 

Exhibit 10.94 to

Form 10-K/A for 1993

10.8

 

Unitil Corporation Supplemental Executive Retirement Plan effective as of January 1, 1987.

 

Exhibit 10.95 to

Form 10-K/A for 1993

         

10.9

 

Unitil Corporation 1998 Stock Option Plan.

 

Exhibit 10.12 to

Form 10-K for 1998

         

10.10

 

Unitil Corporation Management Incentive Plan.

 

Exhibit 10.13 to

Form 10-K for 1998

         

10.11

 

Entitlement Sale and Administrative Service Agreement with Select Energy.

 

Exhibit 10.14 to

Form 10-K for 1999

         

10.12

 

Purchase and Sale Agreement For New Haven Harbor.

 

Exhibit 10.15 to

Form 10-K for 1999

         

10.13

 

Labor Agreement effective June 1, 2000 between CECo and The International Brotherhood of Electrical Workers, Local Union No. 1837.

 

Filed herewith

         

10.14

 

Labor Agreement effective June 1, 2000 between E&H and The International Brotherhood of Electrical Workers, Local Union No. 1837.

 

Filed herewith

         

10.15

 

Labor Agreement effective June 1, 2000 between FG&E and The Utility Workers of America, AFL-CIO., Local Union No. B340, The Brotherhood of Utility Workers Council.

 

Filed herewith

         

11.1

 

Statement Re: Computation in Support of Earnings per Share For the Company.

 

Filed herewith

         

12.1

 

Statement Re: Computation in Support of Ratio of Earnings to Fixed Charges for the Company.

 

Filed herewith

         

21.1

 

Statement Re: Subsidiaries of Registrant.

 

Filed herewith

         

23.1

 

Consent of Independent Certified Public Accountants

 

Filed herewith

         

99.1

 

2000 Proxy Statement.

 

Filed herewith

 

 

*  The exhibits referred to in this column by specific designations and dates have heretofore been filed with the Securities and Exchange Commission under such designations and are hereby incorporated by reference.

**  Copies of these debt instruments will be furnished to the Securities and Exchange Commission upon request.

 

 

(b)  Report on Form 8-K

No reports on Form 8-K were filed during the fourth quarter of the year ended December 31, 2000.

 

 

 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Unitil Corporation

 

 

Date March 20, 2001

By           /s/ Robert G. Schoenberger

Robert G. Schoenberger

Chairman of the Board of Directors and Chief Executive Officer

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature

Capacity

Date

     

/s/ Robert G. Schoenberger

Principal Executive

March 20, 2001

Robert G. Schoenberger

Officer; Director

 
     
     

/s/ Michael J. Dalton

Principal Operating

March 20, 2001

Michael J. Dalton

Officer; Director

 
     
     

/s/ Anthony J. Baratta, Jr.

Principal Financial

March 20, 2001

Anthony J. Baratta, Jr.

Officer

 
     
     

/s/ Albert H. Elfner, III

Director

March 20, 2001

Albert H. Elfner, III

   
     
     

/s/ Ross B. George

Director

March 20, 2001

Ross B. George

   
     
     

/s/ Bruce W. Keough

Director

March 20, 2001

Bruce W. Keough

   
     
     

/s/ M. Brian O'Shaughnessy

Director

March 20, 2001

M. Brian O'Shaughnessy

   

/s/ J. Parker Rice, Jr.

Director

March 20, 2001

J. Parker Rice, Jr.

   
     
     

/s/ Charles H. Tenney III

Director

March 20, 2001

Charles H. Tenney III

   
     
     

/s/ William E. Aubuchon, III

Director

March 20, 2001

William E. Aubuchon, III

   
     
     

/s/ Joan D. Wheeler

Director

March 20, 2001

Joan D. Wheeler

   
     
     

/s/.Eben S. Moulton

Director

March 20, 2001

Eben S. Moulton

   
     

 

 

 

SCHEDULE II

UNITIL CORPORATION

VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

 

Addi

tions 

Balance at

Charged to

Charged to

Deductions

Balance at

Beginning

Costs and

Other

from

End of

Description

of Period

Expenses

Accounts (A)

Reserves (B)

Period

Year Ended December 31, 2000

Reserves Deducted from A/R

    Electric

$ 464,797

$ 455,353

$   81,286

$   548,564

$ 452,872

    Gas

133,803

48,202

413,277

452,472

142,810

$ 598,600

$ 503,555

$ 494,563

$ 1,001,036

$ 595,682

Year Ended December 31, 1999

Reserves Deducted from A/R

    Electric

$ 568,025

$ 441,694

$ 113,625

$    658,547

$ 464,797

    Gas

78,059

365,365

65,256

374,877

133,803

$ 646,084

$ 807,059

$ 178,881

$ 1,033,424

$ 598,600

Year Ended December 31, 1998

Reserves Deducted from A/R

    Electric

$ 544,224

$ 459,942

$ 146,387

$ 582,528

$ 568,025

    Gas

108,899

288,214

31,189

350,243

78,059

$ 653,123

$ 748,156

$ 177,576

$ 932,771

$ 646,084

(A) Collections on Accounts Previously Charged Off

(B) Bad Debts Charged Off

 

Exhibit 11

 

Exhibit 11.1

 

UNITIL CORPORATION

Computation in Support of Earnings per Share

 

 

 

Year Ended December 31,

2000

1999

1998

(000's omitted)

BASIC EARNINGS PER SHARE

Net Income

$7,216

$8,438

$8,249

Less: Dividend Requirements on Preferred Stock

263

268

274

Net Income Applicable to Common Stock

$6,953

$8,170

$7,975

Average Number of Common Shares Outstanding

4,723

4,682

4,506

Basic Earnings per Average Common Shares Outstanding

$1.47

$1.74

$1.77

DILUTED EARNINGS PER SHARE

Net Income

$7,216

$8,438

$8,249

Less: Dividend Requirements on Preferred Stock

263

268

274

Net Income Applicable to Common Stock

$6,953

$8,170

$7,975

Average Number of Common Shares Outstanding plus

Assumed Options converted*

4,743

4,693

4,634

Diluted Earnings per Average Common Shares Outstanding

$1.47

$1.74

$1.72

* Assumes all options were converted to common shares per SFAS 128.

Exhibit 12

Exhibit 12.1

 

UNITIL CORPORATION

Computation in Support of Ratio of Earnings to Fixed Charges

 

 

 

 

Year Ended December 31,

2000

1999

1998

1997

1996

(000's Omitted Except Ratio)

Earnings:

Net Income, per Consolidated

Statement of Earnings

$7,216

$8,438

$8,249

$8,235

$8,729

Federal Income Tax

(9)

3,492

2,221

2,999

3,658

Deferred Federal Income Tax

3,066

65

1,225

573

321

State Income Tax

155

805

377

679

691

Deferred State Income Tax

456

7

289

87

137

Amortization of Tax Credit

(255)

(322)

(402)

(172)

(194)

Interest on Long-Term Debt

6,440

6,477

5,412

5,242

5,142

Amortization of Debt Discount Expense

60

60

61

60

57

Other Interest

2,105

1,091

1,787

1,889

1,049

Total

$19,234

$20,113

$19,219

$19,592

$19,590

Fixed Charges:

Interest of Long-Term Debt

$6,440

$6,477

$5,412

$5,242

$5,142

Amortization of Debt Discount Expense

60

60

61

60

57

Other Interest

2,105

1,091

$1,787

$1,889

$1,049

Total

$8,605

$7,628

$7,260

$7,191

$6,248

Ratio of Earnings to Fixed Charges

2.24

2.64

2.65

2.72

3.14

Exhibit 21

 

Exhibit 21.1

 

 

Subsidiaries of Registrant

 

The Company or the registrant has seven wholly-owned subsidiaries, six of which are corporations organized under the laws of the State of New Hampshire: Concord Electric Company, Exeter & Hampton Electric Company, Unitil Power Corp., Unitil Realty Corp., Unitil Resources, Inc. and Unitil Service Corp. The seventh, Fitchburg Gas and Electric Light Company, is organized under the laws of the State of Massachusetts. Usource, Inc., which is a corporation organized under the laws of the State of Delaware, is a wholly owned subsidiary of Unitil Resources, Inc. Usource L.L.C., which is a corporation organized under the laws of the State of Delaware is a wholly owned subsidiary of Usource, Inc.

 

Exhibit 23

Exhibit 23.1

 

 

CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

 

 

     We have issued our report dated February 5, 2001, accompanying the consolidated financial statements and schedule included in the Annual Report of Unitil Corporation and subsidiaries on Form 10-K for the year ended December 31, 2000. We hereby consent to the incorporation by reference of said report in the Registration Statements of Unitil Corporation and subsidiaries on Form S-3 and on Form S-8.

 

 

 

/s/  GRANT THORNTON LLP

 

Boston, Massachusetts

March 20, 2001

 

 

 

Unitil DEF 14A--
<PAGE>


[LOGO] UNITIL



March 13, 2001




Dear Fellow Shareholder,

The Annual Meeting of Common Shareholders is scheduled to be held on Thursday,
April 19, 2001, at 10:30 A.M., at the office of the Company, 6 Liberty Lane
West, Hampton, New Hampshire.

Enclosed you will find a 2000 annual report, a notice of meeting, a proxy
statement and a proxy card to be used in connection with the meeting. This year,
shareholders are being asked to vote on the election of three Directors.

We hope that you are able to attend the Annual Meeting. Your vote is important
whether you own one share or many. Whether or not you plan to be present, we
urge you to sign and promptly return the enclosed proxy card in the envelope
provided.

Thank you for your continued interest in the Company.


Sincerely,




Robert G. Schoenberger

Chairman of the Board of Directors
and Chief Executive Officer

<PAGE>

            [LOGO] UNITIL

                 NOTICE OF ANNUAL MEETING OF COMMON SHAREHOLDERS




                                         Hampton, New Hampshire
                                         March 13, 2001


To the Common Shareholders:

         You are hereby notified that the annual meeting of common shareholders
of Unitil Corporation will be held at the office of the Company, 6 Liberty Lane
West, Hampton, New Hampshire, on Thursday, April 19, 2001, at 10:30 A.M., for
the following purposes:

         1.   To elect three Directors.

         2.   To act on such other matters as may properly come before the
              meeting and any adjournments thereof.

         The enclosed form of proxy has been prepared at the direction of the
Board of Directors of Unitil and is sent to you at its request. The persons
named in said proxy have been designated by the Board of Directors.

         REGARDLESS OF WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, YOU CAN BE
SURE YOUR SHARES ARE REPRESENTED AT THE MEETING BY PROMPTLY SIGNING, DATING AND
RETURNING THE ENCLOSED PROXY CARD IN THE POSTAGE-PAID ENVELOPE, ALSO ENCLOSED.
IF FOR ANY REASON YOU DESIRE TO REVOKE OR CHANGE YOUR PROXY, YOU MAY DO SO AT
ANY TIME BEFORE IT IS VOTED.

         The Board of Directors fixed February 22, 2001, as the date for
determining holders of record of Common Stock who are thereby entitled to notice
of and to vote at this meeting and any adjournments thereof.

                                             By Order of the Board of Directors,


                                             Mark H. Collin
                                             Treasurer & Secretary

<PAGE>

            [LOGO] UNITIL
                   6 Liberty Lane West
                   Hampton, NH 03842-1720

                                                                  March 13, 2001


                                 Proxy Statement


              ANNUAL MEETING OF COMMON SHAREHOLDERS, APRIL 19, 2001

         This proxy statement is furnished in connection with the solicitation
by the Board of Directors of proxies in the accompanying form for use at the
2001 annual meeting of common shareholders of Unitil Corporation (Unitil" or the
Company"). Each proxy can be revoked at any time before it is voted by written
notification to the Secretary of Unitil at the above address prior to the
meeting, or in person at the meeting. Every properly signed proxy will be voted
unless previously revoked.

         Unitil presently has seven subsidiaries, Concord Electric Company
(CECo"), Exeter & Hampton Electric Company (E&H"), Fitchburg Gas and Electric
Light Company (FG&E"), Unitil Power Corp. (Unitil Power"), Unitil Realty Corp.
(Unitil Realty"), Unitil Resources, Inc. (Unitil Resources") and Unitil Service
Corp. (Unitil Service").

         The annual report of Unitil for the year 2000 is enclosed herewith and
includes consolidated financial statements which are not part of this proxy
statement.

         The voting securities of Unitil issued and outstanding on February 22,
2001, consisted of 4,740,574 shares of Common Stock, no par value, entitling the
holders thereof to one vote per share. Holders of Common Stock of record on such
date are entitled to notice of and to vote at the annual meeting and any
adjournments thereof. A majority of the outstanding shares of Common Stock
constitutes a quorum.

         Except as set forth below, no person owns of record and, to the
knowledge of Unitil, no person owns beneficially more than five percent of the
Common Stock of Unitil which may be voted at the meeting and any adjournments
thereof.

<TABLE>
<CAPTION>

                    Name and Address                Shares of Common Stock             Percent of Shares
                   of Beneficial Owner                Beneficially Owned                  Outstanding
   -----------------------------------------------------------------------------------------------------------
              <S>                                          <C>                               <C>
              Charles H. Tenney II
              30 Cedar Road                                270,628 (1)                       5.71%
              Chestnut Hill, MA  02167
- -----------------------------------------------------------------------------------------------------------------
</TABLE>

NOTES:

(1)  Based on information provided by Mr. Tenney. Total shares of Common Stock
owned by Mr. Tenney include 3,120 shares which are held in trust under the terms
of the Unitil Tax Deferred Savings and Investment Plan (401(k)"). (See Other
Compensation Arrangements"). Mr. Tenney has voting power only with respect to
the shares credited to his account. Mr. Tenney is the former Chairman and CEO
and a former Director of the Company. Mr. Tenney retired from the Board of
Directors in April, 1999.


<PAGE>

         The eleven Directors and the officers of Unitil as a group have
beneficial ownership as of February 22, 2001, of 71,968 shares (1.52%) of Common
Stock, of which they have direct beneficial ownership of 53,867 shares (1.14%),
which excludes options to purchase 151,958 shares (3.21%) pursuant to the
exercise of those options, and indirect beneficial ownership of 18,101 shares
(0.38%). To the knowledge of Unitil, each Director and each officer has voting
and investment power with respect to the shares directly owned. With regard to
certain of the indirect beneficial ownership by said group, see the footnotes to
the table contained in the section of this proxy statement entitled As to the
Election of Directors" setting forth certain information about the Directors of
Unitil.

         Assuming a quorum is present, the favorable vote of a majority of the
shares of Common Stock represented and voting will be required for approval of
all matters, including the election of Directors, which may come before the
meeting.


                         AS TO THE ELECTION OF DIRECTORS
                         -------------------------------


         The By-Laws of Unitil provide for a Board of between nine and fifteen
Directors divided into three classes, each class being as nearly equal in number
as possible, and each with their respective terms of office arranged so that the
term of office of one class expires in each year, at which time a corresponding
number of Directors is elected for a term of three years. Unitil currently has
eleven Directors.

         The Board of Directors has a stock ownership policy of the Board that
no person be nominated as a candidate for Director for election to a second term
as part of the slate of Directors proposed by the Company unless he or she is a
beneficial owner, either directly or indirectly, of at least 1,000 shares of
Unitil Common Stock. The Board of Directors also has an age limitation policy of
the Board, which has been in effect since January, 1999, such that no person be
nominated as a candidate for Director for reelection as part of the slate of
Directors proposed for election by the Company after he or she has reached age
70. J. Parker Rice, Jr. will not stand for reelection this year as a result of
this policy.




                                       2
<PAGE>

                    INFORMATION ABOUT NOMINEES FOR DIRECTORS
                    ----------------------------------------

         Each nominee has been a member of the Board of Directors since the date
indicated. Proxies will be voted for the persons whose names are set forth below
unless instructed otherwise. If any nominee shall be unable to serve, the
proxies will be voted for such person as may be designated by management to
replace such nominee. Each of the nominees has consented to being named in this
proxy statement and to serve if elected. Unless otherwise indicated, all shares
shown represent sole voting and investment power.

<TABLE>
<CAPTION>

NOMINEES FOR DIRECTORS WHOSE TERMS WILL EXPIRE IN THE YEAR 2004
- -----------------------------------------------------------------------------------------------------------------------

                                                                                          Common Stock Owned
                                                                Director         Beneficially on February 22, 2001 (1)
                                                                --------         -------------------------------------
                                                                  Since                         Shares
- -----------------------------------------------------------------------------------------------------------------------

<S>                                                               <C>                          <C>
MICHAEL J. DALTON, AGE 60                                         1984                         71,971 (2)(3)(4)
- ------------------------------------------------------------
     President and Chief Operating Officer of Unitil. Mr.
     Dalton is also a Director, since 1996, and Secretary,
     since 1997, of the University of New Hampshire
     Foundation.

BRUCE W. KEOUGH, AGE 44                                           1998                         2,562
- ------------------------------------------------------------

     Real estate developer and private equity investor. Mr.
     Keough is also Chairman of the Board of Trustees of
     the University System of New Hampshire since 1999
     (Trustee since 1997). Mr. Keough is also a former New
     Hampshire State Senator (1994 - 1996) and a member of
     the Board of Governors of New Hampshire Public
     Television since 1997.

EBEN S. MOULTON, AGE 54                                           2000 (5)                     207
- ------------------------------------------------------------

     President of Seacoast Capital Corporation, Danvers, MA
     (equity investment company) since 1995. Mr. Moulton is
     also a Director of IEC Electronics (complex circuit
     boards manufacturer), a Director of PartMiner, Inc.,
     (global distributor of computer components), a Director
     of Home Market Foods, and a Trustee of Colorado
     College, Colorado Springs, CO.

</TABLE>



                                       3
<PAGE>

                           Information About Directors
                         Whose Terms of Office Continue
                         ------------------------------
<TABLE>
<CAPTION>

                                                                                          Common Stock Owned
                                                               Director  Term to   Beneficially on February 22, 2001 (1)
                                                                                   ---------------------------------
                                                                 Since    Expire                  Shares
- ------------------------------------------------------------------------------------------------------------------------


<S>                                                              <C>       <C>                      <C>
WILLIAM E. AUBUCHON, III, AGE 56                                 1999      2003                     207
- ------------------------------------------------------------

     Chairman and Chief Executive Officer of W.E. Aubuchon
     Company, Inc.(retail hardware company), Westminster,
     MA, since 1993.  Mr. Aubuchon is also a Director of
     the North Central Massachusetts Chamber of Commerce,
     since 1991, and a Director of the Mt. Wachusett
     Community College Foundation, Inc., Gardner, MA, since
     1999.

ALBERT H. ELFNER, III, AGE 56                                    1999      2002                     1,362
- ------------------------------------------------------------

     Retired Chairman (1994-1999) and Chief Executive
     Officer (1995-1999) of Evergreen Investment Management
     Company, Boston, MA.  Mr. Elfner is also a Director of
     Polaris International Investment Trust Company, Taipei,
     Taiwan, ROC.  Mr. Elfner is a former Chairman and
     Director (1995-1999) of Keystone Trust Company,
     Portsmouth, NH, and a former Director (1998-1999) of
     Investment Mutual Insurance Company, Washington, DC.

ROSS B. GEORGE, AGE 68                                           1999      2002                     2,966
- ------------------------------------------------------------

     Chairman of the Board, since 1999 (Director since 1988)
     of Simonds Industries, Inc., (Simonds") Fitchburg, MA.
     Mr. George served as Chief Executive Officer
     (1995-1999) and President and Chief Operating Officer
     (1988-1995), also at Simonds. (industrial cutting tools
     manufacturing company)

M. BRIAN O'SHAUGHNESSY, AGE 58                                   1998      2002                     1,194
- ------------------------------------------------------------

     Chairman of the Board, Chief Executive Officer and
     President of Revere Copper Products, Inc., Rome, NY,
     since 1988.

ROBERT G. SCHOENBERGER, AGE 50                                   1997      2003                    95,261 (2)(6)(7)
- ------------------------------------------------------------

     Chairman of the Board and Chief Executive Officer of
     Unitil since 1997. Prior to his employment with Unitil,
     Mr. Schoenberger was President and Chief Operating
     Officer at the New York Power Authority (NYPA") from
     1993 until 1997. Prior to 1993, Executive Vice
     President - Finance and Administration, also at NYPA
     (state owned public power enterprise). Mr. Schoenberger
     is also a Director of the Greater Seacoast (NH) United
     Way since 1998, Director of Exeter Health Resources,
     Exeter, NH, since 1998, Director of Enermetrix.com,
     Maynard, MA, since 1999, and a Director of the New
     England Gas Association, since 1999.

</TABLE>



                                       4
<PAGE>

<TABLE>
<CAPTION>

                                                                                          Common Stock Owned
                                                               Director  Term to   Beneficially on February 22, 2001 (1)
                                                                                   ---------------------------------
                                                                 Since    Expire                  Shares
- ------------------------------------------------------------------------------------------------------------------------


<S>                                                              <C>       <C>                      <C>
CHARLES H. TENNEY III, AGE 53                                    1992      2003                     3,092
- ------------------------------------------------------------

     Former Director of Corporate Services (1999-2000), Log
     On America, Inc., Providence, RI (New England regional
     competitive local exchange carrier and information/
     Internet service provider). Mr. Tenney is the former
     Secretary (1997-1999) of Northern Utilities, Inc.,
     Portsmouth, NH (natural gas distributor) and former
     Secretary (1997-1999) of Granite State Gas
     Transmission, Inc., Portsmouth, NH. Mr. Tenney is also
     the former Clerk (1991-1999) of Bay State Gas Company,
     a subsidiary of NIPSCO Industries, Inc., Merrillville,
     IN. (utility holding company)

- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

NOTES:

         Except as otherwise noted, each of the persons named above has held his
present position (or another executive position with the same employer) for more
than the past five (5) years.

(1) Based on information furnished to Unitil by the nominees and continuing
    Directors. No Director standing for election, no Director whose term is
    continuing and no officer owns more than one percent of the total
    outstanding shares.
(2) Included are 1,903 and 4,657 shares which are held in trust for Messrs.
    Schoenberger and Dalton, respectively, under the terms of the Unitil Tax
    Deferred Savings and Investment Plan (401(k)"). Messrs. Schoenberger and
    Dalton have voting power only with respect to the shares credited to their
    accounts. For further information regarding 401(k), see Other Compensation
    Arrangements - Tax-Qualified Savings and Investment Plan" below.
(3) Included are 30,000 options which Mr. Dalton has the right to purchase upon
    the exercise of those options under the terms of the 1998 Stock Option Plan
    (Option Plan"). See Other Compensation Arrangements." Mr. Dalton was granted
    10,000 options in March, 1999, 10,000 options in January, 2000, and 10,000
    options in January, 2001, all of which will vest at a rate of 25% in year
    one, 25% in year two, and 50% in year three, following the dates of the
    respective grants.
(4) Included are 9,411 shares held by a member of Mr. Dalton's family. He has no
    voting rights or investment power with respect to, and no beneficial
    interest in, such shares.
(5) Mr. Moulton is a Director nominee elected to the Board by the Board of
    Directors upon recommendation by the Executive Committee in April, 2000. Mr.
    Moulton has not previously been elected by the shareholders of the Company.
(6) Included are 29,358 options which Mr. Schoenberger has the right to purchase
    pursuant to the exercise of those options under the terms of the 1989 Key
    Employee Stock Option Plan (KESOP"). For further information regarding the
    KESOP, see Other Compensation Arrangements" below.
(7) Included are 60,000 options which Mr. Schoenberger has the right to purchase
    upon the exercise of those options under the terms of the 1998 Stock Option
    Plan (Option Plan"). See Other Compensation Arrangements." Mr. Schoenberger
    was granted 20,000 options in March, 1999, 20,000 options in January, 2000,
    and 20,000 options in January, 2001, all of which will vest at a rate of 25%
    in year one, 25% in year two, and 50% in year three, following the dates of
    theb respective grants.

         The Board of Directors met eight times in 2000. During 2000, Directors
attended an average of 92% of all meetings of the Board of Directors held and of
all meetings held by all Committees of the Board on which they served, if any.

         Section 17(a) of the Public Utility Holding Company Act of 1935 and
Section 16(a) of the Securities Exchange Act of 1934 require the Company's
officers and directors, and persons who own more than ten percent of a
registered class of the Company's equity securities, to file certain reports of
ownership and changes in share ownership with the Securities and Exchange
Commission and the American Stock Exchange and to furnish the Company with
copies of all Section 17(a) and Section

                                       5
<PAGE>

16(a) forms they file. Based solely on its review of the copies of such forms
received by it, or written representations from certain reporting persons that
such forms were not required for those persons, the Company believes that all
filing requirements applicable to its officers and directors during 2000 and
through February, 2001, were met.


                            Compensation of Directors
                            -------------------------

         In 2000, members of the Board of Directors who are not officers of
Unitil or any of its subsidiaries received an annual retainer fee of $7,000 in
cash and $5,500 in Unitil Common Stock, and $500 for each Board meeting
attended. Members of the Executive Committee who are not officers of Unitil or
any of its subsidiaries received an annual retainer fee of $3,000 and $400 for
each meeting attended. The Chairman of the Executive Committee received an
annual retainer fee of $15,000, and $400 for each meeting attended. Members of
the Audit Committee and Compensation Committee received an annual retainer fee
of $1,000 and $400 for each meeting attended. The Chairman of the Audit
Committee and the Chairman of the Compensation Committee received an annual
retainer fee of $2,000, respectively, and $400 for each meeting attended. Those
Directors of Unitil who also serve as Directors of CECo, E&H or FG&E and who are
not officers of Unitil or any of its subsidiaries received a meeting fee of $100
per subsidiary meeting attended and no annual retainer fee from CECo, E&H or
FG&E. All Directors are entitled to reimbursement of expenses incurred in
connection with attendance at meetings of the Board of Directors and any
Committee on which they serve.

         As part of the Company's overall support for charitable institutions,
the Company has a program which provides a perpetual gift of $1,000 annually to
the Greater Seacoast United Way (United Way") on behalf of each Director who
retires from the Board. The Director(s) receive no financial benefit from this
program as the charitable deductions accrue solely to the Company. In 2000, two
Directors retired from the Board.

         In 1999, the Board of Directors approved the Unitil Corporation
Directors' Deferred Compensation Plan (Deferred Plan") for the purpose of
allowing non-employee members of the Board to defer payment of all or a
specified part of compensation for services performed as Directors. The Deferred
Plan is administered by the Compensation Committee and stipulates that eligible
Directors may elect to defer all or a portion of their cash retainer and meeting
fees. Separate accounts are maintained for each Director participant, which are
an unfunded liability of the Company. Additionally, accounts are credited
monthly with interest based on the current rate of 60-month Treasury bills.
Funds contributed and interest credited is tax deferred until withdrawn from the
Deferred Plan. Director participants may elect to withdraw funds from the
Deferred Plan after a fixed amount of time, upon resignation or retirement from
the Board, upon death or disability, or upon a Change in Control. Withdrawals
may be taken in cash, either in one lump sum or in a series of installments.
During 2000, no Directors participated in the Deferred Plan.


                                       6
<PAGE>

                      Committees of the Board of Directors
                      ------------------------------------

                               Executive Committee
                               -------------------

         The Executive Committee of the Board of Directors held seven meetings
in 2000. Its members are Albert H. Elfner, III, Bruce W. Keough (Chairman),
Robert G. Schoenberger, Charles H. Tenney III, and Joan D. Wheeler. This
Committee's responsibility is to review and oversee corporate policies related
to the Company's long-range strategic business, financial and operating plans.
In addition, the Executive Committee also acts as a nominating committee. In its
function as a nominating committee, the Committee coordinates suggestions or
searches for potential nominees for Board members; reviews and evaluates
qualifications of potential Board members; and recommends to the Board of
Directors nominees for vacancies occurring from time to time on the Board of
Directors. The Committee will consider nominees recommended by shareholders upon
timely submission of the names of such nominees with qualifications and
biographical information forwarded to the Executive Committee of the Board of
Directors. The Executive Committee's duties also include the review and
recommendation of corporate governance standards and the annual review of Board
member and CEO performance.


                                 Audit Committee
                                 ---------------

         The Audit Committee of the Board of Directors consists of three
directors who are not officers of the Company and are independent as defined by
the listing standards of the American Stock Exchange. The members of the Audit
Committee are: William E. Aubuchon, III, Ross B. George and J. Parker Rice, Jr.
(Chairman). The Audit Committee held four meetings in 2000 for the purpose of
overseeing management's responsibilities for accounting, internal controls and
financial reporting. After meeting with the independent auditors to review the
scope of the audit, the annual fees, and the planned scope of future audits, the
Audit Committee recommends the appointment of an independent certified public
accounting firm, subject to the Board's approval, for the following fiscal year.
The Report of the Audit Committee, which appears on page 8, and the Audit
Committee Charter, which appears in Appendix A, more fully describe the
activities and responsibilities of the Audit Committee.


                             Compensation Committee
                             ----------------------

         The Compensation Committee of the Board of Directors, which held five
meetings in 2000, consists of Albert H. Elfner, III (Chairman), Eben S. Moulton
and M. Brian O'Shaughnessy. The duties of this Committee include studying and
making recommendations to the Board of Directors with respect to base and
incentive compensation plans and payments and other benefits to be paid to the
officers of Unitil. The Compensation Committee's duties also include the annual
review of management succession planning, administration of the Company's Stock
Option Plans, administration of merit, incentive and commission compensation
plans for all appropriate personnel and administration of the Directors'
Deferred Compensation Plan.


                                       7
<PAGE>

                          Report of the Audit Committee
                          -----------------------------

         During the fiscal year ended December 31, 2000, the Audit Committee of
the Board of Directors held four meetings. The Audit Committee acts under a
written Charter first adopted and approved in 1996. In accordance with the
Charter, the Audit Committee is responsible for providing independent and
objective oversight of the Company's accounting functions, internal controls and
financial reporting. The Audit Committee also reviews and reassesses the Charter
annually and adopts any amendments necessary to reflect changes in regulatory
policies or its responsibilities. A copy of the Audit Committee Charter is
attached to this Proxy Statement as Appendix A.

         During 2000, the Audit Committee reviewed the audit plan and audit
scope of both the independent auditors (Grant Thornton, LLP) and the Internal
Auditor.  The Audit Committee discussed the quality and adequacy of the
Company's internal controls with senior management, the internal auditor and the
independent auditors. These discussions also included a review of the results of
the internal audits performed including follow-up on previous internal and
external audit recommendations as well as an overview of any ongoing external
audits. In addition, the Audit Committee retained the independent auditors to
perform non-audit services. In doing so, the Audit Committee felt assured that
these non-audit services would not impact the independence of the independent
auditors. The fees paid to the independent auditors during 2000 are itemized
below:

    Audit Fees                                                          $119,737
    ----------

    All Other Fees (includes tax services, review services for
    investment activities, and review services for a subsidiary)          70,668
    ------------------------------------------------------------

         In discharging its oversight responsibility regarding the audit
process, the Audit Committee obtained a written statement from the independent
auditors describing all relationships between the auditors and the Company that
might bear on their independence, consistent with Independence Standards Board
Standard No. 1 Independence Discussions with Audit Committees." In addition, the
Audit Committee discussed with the auditors any relationships that may impact
their objectivity and independence and satisfied itself as to the auditors'
independence. The Audit Committee also discussed and reviewed with the
independent auditors all communications required by generally accepted auditing
standards, including those described in Statement on Auditing Standards No.
61, Communication with Audit Committees."

         Management is responsible for the preparation of the Company's
financial statements and the independent auditors are responsible for the audit
of those statements. During 2000, the Audit Committee members received the
quarterly financial information for review and comment prior to filing Form 10-Q
with the Securities and Exchange Commission. In fulfilling its responsibilities
for the financial statements for fiscal year 2000, the Audit Committee reviewed
the audited financial statements of the Company, for the fiscal year ended
December 31, 2000, with management and the independent auditors. Based on the
reviews with management and the independent auditors discussed above, the Audit
Committee recommended to the Board that the Company's audited financial
statements be included in its Annual Report on Form 10-K for the fiscal year
ended December 31, 2000, for filing with the Securities and Exchange Commission.


                                                         Audit Committee Members
- --------------------------------------------------------------------------------
    William E. Aubuchon, III, Ross B. George, and J. Parker Rice, Jr. (Chairman)



                                       8
<PAGE>

                      Report of the Compensation Committee
                      ------------------------------------

         Upon the recommendation of the Compensation Committee, the Board of
Directors votes to approve the compensation of the Chief Executive Officer. The
Committee reports all of its decisions to the Board. The Board unanimously has
accepted each of the recommendations described below made in 2000 and to date in
2001. The Committee also votes the compensation of all other Company executive
officers listed in the Summary Compensation Table, as well as other senior
employees. The Board has ratified the compensation decision for these executive
officers.

         The overall objective of the Company's Board of Directors, and
specifically this Compensation Committee, in setting compensation for Unitil's
executive officers is to attract, retain and reward managers who are committed
to solid financial performance and foster excellence in the management of the
assets of the Company and who can successfully lead the Company as the industry
undergoes unprecedented change and restructuring. To help meet these objectives,
the Committee believes it is important for the Company to provide compensation
to its executive officers, which varies directly with the performance of the
Company.

         The Company pays both base" and variable" compensation to its officers.
The base component of compensation is determined under Unitil's salary policy
which is reviewed from time to time by outside consultants as to its
competitiveness. Variable compensation is based on factors that measure the
success of the Company for any given year and is governed by Unitil's Management
Incentive Plan (Incentive Plan"). The factors under the Incentive Plan provide a
cash incentive opportunity if the Company meets certain targets for Core Utility
Earnings (normalized), Reliability, Low Distribution Costs, Customer
Satisfaction, and New Business Initiatives. The Plan also requires a subjective
evaluation by the Board which rates management's performance in capitalizing on
unplanned opportunities and responding to unforeseen problems. The bonus
opportunities are set by level of the executive position according to other
companies in the utility industry. In 2000, certain objective targets for Core
Utility Earnings (normalized), Reliability, Distribution Costs, and Customer
Satisfaction were met. In addition, the Committee discussed and evaluated the
subject target of the Incentive Plan to determine how well the Company met the
Board's expectations in dealing with challenges and opportunities in 2000. The
Committee took into consideration such factors as coping with extensive
regulatory issues, the bankruptcy of the largest customer, and responding to
other opportunities. Upon consideration and evaluation of these and other
factors, the Committee determined that an incentive payout of 85% of target
would be appropriate. The payout for 2000 performance will be made during the
first quarter of 2001, and will therefore be reflected on the Compensation of
Officers" Table in the 2001 Proxy Statement.

         In addition, to further align the interest of the Company's management
with shareholders and customers, the Company, in 1998, instituted a Stock Option
Plan (Option Plan"). The Option Plan provides grants of options to buy common
shares of Company Stock. The Option Plan anticipates the granting of options
over a period of five years, and each grant will vest over a three-year period.
Each option grant is priced at the market price on the date of the grant. This
plan emphasizes long-term growth of the price of the Company's common stock. In
January, 2000, the Committee granted a total of 53,000 options to the members of
senior management, and in February, 2000, the Committee granted an additional
2,000 options to newly promoted members of senior management.

         The compensation of the Chief Executive Officer (CEO"), is governed by
these same plans and objectives. As Chairman of the Board and CEO, Mr.
Schoenberger was paid an annual base salary of $278,000 in 2000. This amount,
based on the terms of Mr. Schoenberger's 1997-2000



                                       9
<PAGE>

employment agreement calling for $245,000 per annum with an annual performance
and salary review, was determined in accordance with Unitil's salary policy. Mr.
Schoenberger's employment agreement with the Company is further detailed on
pages 17 and 18. In connection with the Incentive Plan, Mr. Schoenberger was
paid $117,874 for performance in meeting goals set for 2000. Mr. Schoenberger's
incentive compensation is evaluated using the same factors as the executive
participants in the Incentive Plan, as discussed above.

         The Committee periodically reviews each component of the Company's
executive compensation program to ensure that pay levels and incentive
opportunities are competitive and that incentive opportunities are linked to
Company performance. The Company engaged a nationally known compensation
consulting firm in 1998 to review the competitiveness of the total compensation
package for the CEO and other executive positions. As a result of this review,
the Company adopted a new salary policy, new base salary ranges, a new
Management Incentive Plan (see Other Compensation Arrangements") and the Option
Plan described above (see also Other Compensation Arrangements"). These new
policies and plans brought the Company's compensation practices into line with
current market conditions for competitive pay levels of utility executives, and
better support the achievement of the Company's mission and strategies.


                                                  Compensation Committee Members
- --------------------------------------------------------------------------------
  Albert H. Elfner, III, (Chairman), Eben S. Moulton, and M. Brian O'Shaughnessy

                     Stock Performance Graph and Information
                     ---------------------------------------

Comparative Five-Year Total Returns
- --------------------------------------------------------------------------------

                           [GRAPH OF FIVE-YEAR RETURN]

<TABLE>
<CAPTION>
                 1995        1996         1997        1998        1999         2000
              --------------------------------------------------------------------------
<S>               <C>       <C>          <C>         <C>         <C>          <C>
Unitil            100       101.83       131.9       145.78      218.75       170.26
PEER              100        98.14       116.4       128.16      112.16       173.07
S&P               100       120.26       157.56      199.57      238.54       214.36
</TABLE>


- --------------------------------------------------------------------------------
The graph above assumes $100 invested on December 31, 1994, in each category and
the reinvestment of all dividends during the period. The Peer Group is comprised
of S&P 40 Utilities.


                                       10
<PAGE>

                            Compensation of Officers
                            ------------------------

         The tabulation below shows the compensation Unitil, or any of its
subsidiaries, has paid to its Chief Executive Officer and its most highly
compensated officers whose total annual salary and bonus were in excess of
$100,000 during the year 2000.

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>

                                                                            Long Term Compensation
- --------------------------------------------------------------------------------------------------------
                                           Annual Compensation                 Awards           Payout
- --------------------------------------------------------------------------------------------------------
                                                             Other
Name and                                                     Annual    Restricted                            All Other
Principal                                Salary     Bonus     Comp.      Stock                      LTIP       Comp.
Position (1)                   Year        ($)      ($)(2)     ($)      Awards ($)   Options (#)   Payout       ($)
- ------------------------------------------------------------------------------------------------------------------------
(a)                             (b)        (c)        (d)      (e)       (f)           (g)           (h)        (i)
- ------------------------------------------------------------------------------------------------------------------------
<S>                           <C>       <C>        <C>                               <C>                     <C>
 Robert G. Schoenberger       2000      $278,004   $80,115     --        --          20,000(3)        --     $5,639(5)
 Chairman of the Board &      1999       267,048   109,415     --        --          20,000(4)        --
 Chief Executive Officer      1998       245,003      --       --        --            --             --

 Michael J. Dalton            2000      $206,484   $47,880     --        --          10,000(6)        --     $5,880(8)
 President & Chief Operating  1999       199,500    67,882     --        --          10,000(7)        --
 Officer                      1998       190,005    67,959     --        --            --             --

 Anthony J. Baratta, Jr.(9)   2000      $167,098   $33,390     --        --           5,000(11)       --     $5,619(13)
 Senior Vice President &      1999       159,078    33,606     --        --          10,000(12)       --
 Chief Financial Officer      1998       107,501(10)  --       --        --            --             --

 George R. Gantz              2000      $138,372   $23,836     --        --           2,500(14)       --     $4,321(16)
 Senior Vice President,       1999       132,420    32,261     --        --           2,500(15)       --
 Unitil Service               1998       120,399    39,314     --        --            --             --

 Mark H. Collin               2000      $107,000   $15,882     --        --           1,500(17)       --     $3,881(19)
 Treasurer & Secretary        1999        90,761    14,278     --        --           1,500(18)       --
                              1998        83,738    18,008     --        --            --             --

- ------------------------------------------------------------------------------------------------------------------------
</TABLE>

- --------------------------------------------------------------------------------
NOTES:
(1) Officers of the Company also hold various positions with subsidiary
    companies. Compensation for those positions is included in the above table.
(2) Bonus amounts reflected are comprised of the Unitil Management Incentive
    Plan (Incentive Plan") cash awards paid in February, 2000, for 1999 results.
    The terms of the Incentive Plan provide a cash incentive opportunity if the
    Company meets certain pre-established performance targets (see Other
    Compensation Arrangements").
(3) Options were granted in January, 2000, under the 1998 Stock Option Plan
    (Option Plan"). Options will vest at a rate of 25% in year one, 25% in year
    two, and 50% in year three, following the date of the grant. As of February,
    2001, 5,000 options are vested and exercisable.
(4) Options were granted in March, 1999, under the Option Plan. Options will
    vest at a rate of 25% in year one, 25% in year two, and 50% in year three,
    following the date of the grant. As of February, 2001, 5,000 options are
    vested exercisable.
(5) All Other Compensation for Mr. Schoenberger for the year 2000 includes 401
    (K) company contribution, and Group Term Life Insurance payment valued at
    $5,100 and $539, respectively.
(6) Options were granted in January, 2000, under the Option Plan. Options will
    vest at a rate of 25% in year one, 25% in year two, and 50% in year three,
    following the date of the grant. As of February, 2001, 2,500 options are
    vested and exercisable.
(7) Options were granted in March, 1999, under the Option Plan. Options will
    vest at a rate of 25% in year one, 25% in year two, and 50% in year three,
    following the date of the grant. As of February, 2001, 2,500 options are
    vested and exercisable.
(8) All Other Compensation for Mr. Dalton for the year 2000 includes    company contribution and Group Term Life Insurance payment, and valued at
     $4,151 and $170, respectively.
(17) Options were granted in January, 2000, under the Option Plan. Options will
     vest at a rate of 25% in year one, 25% in year two, and 50% in year three,
     following the date of the grant. As of February, 2001, 375 options are
     vested and exercisable. (18) Options were granted in March, 1999, under the
     Option Plan. Options will vest at a rate of 25% in year one, 25% in year
     two, and 50% in year three, following the date of the grant. As of
     February, 2001, 375 options are vested and exercisable. (19) All Other
     Compensation for Mr. Collin for the year 2000 includes 401(K) company
     contribution and Group Term Life Insurance payment, valued at $3,686 and
     $195, respectively.


                                       12
<PAGE>

                         Other Compensation Arrangements
                         -------------------------------

         The table below provides information with respect to options granted in
fiscal 2000 under the 1998 Stock Option Plan (See also Other Compensation
Arrangements") to the named executive officers in the Summary Compensation
table. The Company has no compensation plan under which Stock Appreciation
Rights (SARs") are granted and thus reference to SARs has been omitted from the
table.

                       OPTION GRANTS IN LAST FISCAL YEAR
<TABLE>
<CAPTION>

                                                                                               Potential Realizable
                                                                                                 Value at Assumed
                                                                                              Annual Rates of Stock
                                    Individual Grants                                         Price Appreciation for
                                                                                                    Option Term
- ------------------------------------------------------------------------------------------------------------------------
         (a)                       (b)         (c)                 (d)             (e)           (f)         (g)

                                            % of Total        Option Price
                                Number of     Options    -----------------------
                               Securities   Granted to                 Market
                               Underlying    Employees    Exercise or Price on
                                 Options     in Fiscal    Base Price   Date of     Exp.
              Name             Granted (#)     Year         ($/Sh)      Grant      Date         5% ($)      10% ($)
- ------------------------------------------------------------------------------------------------------------------------
<S>                              <C>           <C>         <C>        <C>        <C>           <C>         <C>
  Robert G. Schoenberger
  Chairman of the Board &        20,000        36.4%       $32.13     $32.13     1/17/10       $404,838    $1,024,112
  Chief Executive Officer
  Michael J. Dalton
  President &                    10,000        18.2%       $32.13     $32.13     1/17/10       $202,419     $512,056
  Chief Operating Officer
  Anthony J. Baratta, Jr.
  Vice President &                5,000         9.1%       $32.13     $32.13     1/17/10       $101,210     $256,028
  Chief Operating Officer
  George R. Gantz
  Senior Vice President           2,500         4.5%       $32.13     $32.13     1/17/10        $50,605     $128,014
  Unitil Service
  Mark H. Collin
  Treasurer & Secretary           1,500         2.8%       $32.13     $32.13     1/17/10        $30,363      $76,808
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>



                                       13
<PAGE>

         The table below provides information with respect to the value of
unexercised options granted in prior years under the Key Employee Stock Option
Plan (KESOP") and the value of unexercised options granted in prior years and in
2000 under the 1998 Stock Option Plan (Option Plan"), respectively, to the named
executive officers in the Summary Compensation Table and held by them as of
December 31, 2000.

             AGGREGATED OPTION EXCERSISES IN LAST FISCAL YEAR (FY)
                          AND FY-END OPTION VALUES (2)

<TABLE>
<CAPTION>

- ------------------------------------------------------------------------------------------------------------------------
                                 Shares                  Number of Unexercised Options      Value of Unexercised
                                Acquired                              at                    In-the-Money Options
                                   on         Value               FY-End (#)                    at FY-End ($)
                                                      ------------------------------------------------------------------
                                Exercise    Realized             Exercisable/                   Exercisable/
         Name                     (#)         ($)               Unexercisable                  Unexercisable
- ------------------------------------------------------------------------------------------------------------------------
         (a)                      (b)         (c)                   (d)                              (e)
<S>                               <C>         <C>     <C>            <C>                  <C>                <C>
 Robert G. Schoenberger
 Chairman of the Board &           --          --     exercisable    35,000(3)(4)         exercisable        $263,250
 Chief Executive Officer           --          --     unexercisable  30,000               unexercisable      ($37,500)
- ------------------------------------------------------------------------------------------------------------------------
 Michael J. Dalton
 President &                       --          --     exercisable     5,000               exercisable         ($6,250)
 Chief Operating Officer           --          --     unexercisable  15,000               unexercisable      ($18,750)
- ------------------------------------------------------------------------------------------------------------------------
 Anthony J. Baratta, Jr.
 Senior Vice President &           --          --     exercisable     3,750               exercisable            $781
 Chief Financial Officer           --          --     unexercisable  11,250               unexercisable        $2,344
- ------------------------------------------------------------------------------------------------------------------------
 George R. Gantz
 Senior Vice President,            --          --     exercisable     1,250               exercisable         ($1,563)
 Unitil Service                    --          --     unexercisable   3,750               unexercisable       ($4,688)
- ------------------------------------------------------------------------------------------------------------------------
 Mark H. Collin
 Treasurer &                       --          --     exercisable       750               exercisable           ($938)
 Secretary                         --          --     unexercisable   2,250               unexercisable       ($2,813)
- ------------------------------------------------------------------------------------------------------------------------
</TABLE>


- --------------------------------------------------------------------------------
NOTES:

  (1) The KESOP authorizes the Compensation Committee to provide in the award
      agreements that the participant's right to exercise the options provided
      for therein will be accelerated upon the occurrence of a "Change in
      Control" of Unitil. The term Change in Control" is defined in
      substantially the same manner as in the Severance Agreements as defined on
      page 17. Award agreements entered into with participants in the KESOP
      contain such a Change in Control" provision. Award agreements also provide
      that, upon the exercise of an option on or after a Change in Control,
      Unitil shall pay to the optionee, within five business days, a lump sum
      cash amount equal to the economic benefit of the optionee's outstanding
      options and associated dividend equivalents that the optionee would have
      received had the option remained unexercised until the day preceding the
      expiration of the grant. Upon the exercise of any option by an employee
      and upon payment of the option price for shares of Unitil Common Stock as
      to which the option was granted (the Primary Shares"), Unitil will cause
      to be delivered to such employee (i) the Primary Shares and (ii) the
      number of shares of Unitil Common Stock (the Dividend Equivalent Shares")
      equal to the dollar amount of dividends which would have been paid on the
      Primary Shares (and previously accrued Dividend Equivalent Shares) had
      they been outstanding, divided by the fair market value of Unitil Common
      Stock determined as of the record date for each dividend. All options,
      with the exception of Mr. Schoenberger's options (see Note 3), associated
      with the KESOP were exercised as of March 7, 1999.

  (2) The Option Plan authorizes the Compensation Committee to provide in the
      award agreements that the participant's right to exercise the options
      provided for therein will be accelerated upon the occurrence of a Change
      in Control of Unitil, and will become 100% vested and fully exercisable.
      The term Change in Control" is defined in substantially the same manner as
      in the Severance Agreements as defined on pages 16 and 17. All of the
      award agreements entered into with participants in the Option Plan to date
      contain such a Change in Control" provision. The options reported in the
      table were granted in March, 1999, and January, 2000, under the Option
      Plan.

  (3) In accordance with the terms of Mr. Schoenberger's employment agreement,
      on November 3, 1997, he received 25,000 options to purchase shares of
      Company stock under the KESOP. The options granted to Mr. Schoenberger
      became exercisable on November 3, 1998. In 1998, the Compensation
      committee extended the expiration date of Mr. Schoenberger's options until
      November 3, 2007 (ten years from the date of the grant), because the
      Option Plan originally provided ten years between the grant and expiration
      of options.
- --------------------------------------------------------------------------------

                                       14

<PAGE>

NOTES, continued:

 (4)    Mr. Schoenberger's 25,000 exercisable KESOP options listed in column (d)
        in the table above do not include non-preferential dividend equivalents
        earned under the provisions of the KESOP and associated with options
        outstanding.


        In December, 1998, the Unitil Board of Directors adopted the Unitil
Corporation 1998 Stock Option Plan (Option Plan"). The Company intends to grant
stock options each year through March 1, 2004 under the plan to certain
employees and directors, for the purchase of up to 350,000 shares of Unitil
Common Stock. To date, grants were made to certain management employees in
March, 1999, January, 2000, and January 2001. Each option grant will vest over a
three year period and each grant will expire ten years after the date of grant.

        The purpose of the Option Plan is to provide an incentive to key
employees and directors of Unitil and its affiliates who are in a position to
contribute materially to the long-term success of Unitil and/or its affiliates,
to increase their interest in the welfare of Unitil and its affiliates, and to
attract and retain employees and directors of outstanding ability. The
Compensation Committee will administer the plan. The Committee has the authority
to interpret the plan and to designate recipients of the stock options.

        Stock options granted under the Option Plan will entitle the holders of
those options to purchase up to the number of shares of common stock specified
in the grant at a price established by the Committee. All grants will be issued
at 100% of market value. Under the Option Plan, stock options for shares
constituting not more than five percent of the common stock may be issued in any
one year.

        The Company adopted a new Management Incentive Plan and a new Employee
Incentive Plan in December, 1998, to provide cash incentive payments which are
tied directly to achievement of the Company's strategic goals. Annual goals are
established each year by the Board of Directors and payment of awards is made in
February of the year following achievement of the goals. Target incentive
payments have been established which vary based upon the grade level of each
position. Actual awards can be less than or greater than the target payout
depending upon actual results achieved.

        Unitil maintains a tax-qualified defined benefit pension plan and
related trust agreement (the Retirement Plan"), which provides retirement
annuities for eligible employees of Unitil and its subsidiaries. Since the
Retirement Plan is a defined benefit plan, no amounts were contributed or
accrued specifically for the benefit of any officer of Unitil under the
Retirement Plan. Directors of Unitil who are not and have not been officers of
Unitil or any of its subsidiaries are not eligible to participate in the
Retirement Plan.


                                       15
<PAGE>

        The table below sets forth the estimated annual benefits (exclusive of
Social Security payments) payable to participants in the specified compensation
and years of service classifications, assuming continued active service until
retirement. The average annual earnings used to compute the annual benefits are
subject to a $170,000 limit.

                               PENSION PLAN TABLE
<TABLE>
<CAPTION>
                                                          ANNUAL PENSION
                                     ------------------------------------------------------
         Average Annual Earnings      10 Years       20 Years      30 Years       40 Years
        Used for Computing Pension   of Service     of Service    of Service     of Service
        -----------------------------------------------------------------------------------
        <S>                          <C>            <C>           <C>            <C>
              $100,000                20,000         40,000         50,000         55,000
               125,000                25,000         50,000         62,500         68,750
               150,000                30,000         60,000         75,000         82,500
               170,000                34,000         68,000         85,000         93,500
</TABLE>

        The present formula for determining annual benefits under the Retirement
Plan's life annuity option is (i) 2% of average annual salary (average annual
salary during the five consecutive years out of the last twenty years of
employment that give the highest average salary) for each of the first twenty
years of benefit service, plus (ii) 1% of average annual salary for each of the
next ten years of benefit service and (iii) 1/2% of average annual salary for
each year of benefit service in excess of thirty, minus (iv) 50% of age 65
annual Social Security benefit (as defined in the Retirement Plan), and (v) any
benefit under another Unitil retirement plan of a former employer for which
credit for service is given under the Retirement Plan. A participant is eligible
for early retirement at an actuarially reduced pension upon the attainment of
age 55 with at least 15 years of service with Unitil or one of its subsidiaries.
A participant is 100% vested in his benefit under the Retirement Plan after 5
years of service with Unitil or one of its subsidiaries. As of January 1, 2001,
Messrs. Schoenberger, Dalton, Baratta, Gantz and Collin had 3, 33, 3,17 and 12
credited years of service, respectively, under the Retirement Plan.

        Unitil also maintains a Supplemental Executive Retirement Plan (SERP"),
a non-qualified defined benefit plan. SERP provides for supplemental retirement
benefits to executives selected by the Board of Directors. At the present time,
Messrs. Schoenberger and Dalton are eligible for SERP benefits upon attaining
normal or early retirement eligibility. Annual benefits are based on a
participant's final average earnings less the participant's benefits payable
under the Retirement Plan, less other retirement income payable to such
participant by Unitil or any previous employer and less income that a
participant receives as a primary Social Security benefit. Early retirement
benefits are available to a participant, with the Unitil Board's approval, if
the participant has attained age 55 and completed 15 years of service. Should a
participant elect to begin receiving early retirement benefits under SERP prior
to attaining age 60, the benefits are reduced by 5% for each year that
commencement of benefits precedes attainment of age 60. If a participant
terminates employment for any reason prior to retirement, the participant will
not be entitled to any benefits. Under the SERP, Messrs. Schoenberger and Dalton
would be entitled to receive an annual benefit of $30,372 and $21,268,
respectively, assuming normal retirement at age 65 and that their projected
final average earnings are equal to the average of their respective three
consecutive years of highest compensation prior to retirement.


                                       16
<PAGE>

        Unitil and certain subsidiaries maintain severance agreements (the
Severance Agreements") with certain management employees, including Executive
Officers. The Severance Agreements are intended to help assure continuity in the
management and operation of Unitil and its subsidiaries in the event of a
proposed Change in Control". Each Severance Agreement only becomes effective
upon the occurrence of a Change in Control of Unitil as defined in the Severance
Agreements. If an employee's stipulated compensation and benefits, position,
responsibilities and other conditions of employment are reduced during the
thirty-six month period following a Change in Control, the employee is entitled
to a severance benefit.

        The severance benefit is a lump sum cash amount equal to (i) the present
value of three years' base salary and bonus; (ii) the present value of the
additional amount the employee would have received under the Retirement Plan if
the employee had continued to be employed for such thirty-six month period;
(iii) the present value of contributions that would have been made by Unitil or
its subsidiaries under the 401(k) if the employee had been employed for such
thirty-six month period; and (iv) the economic benefit on any outstanding Unitil
stock options and associated dividend equivalents, if applicable, assuming such
options remained unexercised until the day preceding the expiration of the
grant, including the spread on any stock options that would have been granted
under the Option Plan if the employee had been employed for such thirty-six
month period. Each Severance Agreement also provides for the continuation of all
employee benefits for a period of thirty-six months, commencing with the month
in which the termination occurred. In addition, pursuant to each Severance
Agreement, Unitil is required to make an additional payment to the employee
sufficient on an after-tax basis to satisfy any additional individual tax
liability incurred under Section 280G of the Internal Revenue Code of 1986, as
amended, with respect to such payments.

        The Company entered into an employment agreement with Mr. Schoenberger
on November 1, 1997. The term of the agreement was for three years with an
expiration date of October 31, 2000. Under the terms of the 1997 employment
agreement (the 1997 Agreement"), Mr. Schoenberger received an annual base salary
of $245,000 which was subject to annual review by the Board for discretionary
periodic increases in accordance with the Company's compensation policies. Mr.
Schoenberger was entitled to participate in the Company's SERP, Executive
Supplemental Life Insurance Program and all other employee benefit plans made
available by the Company. On November 3, 1997, Mr. Schoenberger also received
25,000 options to purchase shares of Company stock under the Company's 1989 Key
Employee Stock Option Plan (KESOP). In 1998, the Compensation Committee extended
the expiration date of the options granted to Mr. Schoenberger under the KESOP
until November 3, 2007. Said options were originally set to expire on March 7,
1999. Mr. Schoenberger was reimbursed for all reasonable interim living and
reasonable travel expenses during 1997 and 1998. In addition, in 1998, Mr.
Schoenberger was reimbursed for all direct moving expenses and received $50,000
when he relocated to the area, as was stipulated in the terms of the 1997
Agreement. The 1997 Agreement also provided that the Company and Mr.
Schoenberger enter into a Severance Agreement, more fully described above. Mr.
Schoenberger and the Company entered into said Severance Agreement on February
6, 1998. According to the 1997 Agreement, the Company, by action of the Board,
may terminate Mr. Schoenberger's employment for any reason. If Mr.
Schoenberger's employment had been terminated by the Company during the term of
the 1997 Agreement for any reason other than Cause, death or disability, the
Company would have been obligated to pay Mr. Schoenberger's base pay at the rate
in effect on the date of employment termination and benefits until the end of
the term of the 1997 Agreement, or if employment termination was after November
1, 1999, for one year.


                                       17
<PAGE>

        Upon the expiration of the 1997 Agreement, the Company entered into a
employment agreement (the 2000 Agreement") with Mr. Schoenberger on November 1,
2000. The term of the agreement is for three years with an expiration date of
October 31, 2003. Under the terms of the 2000 Agreement, Mr. Schoenberger will
receive an annual base salary of $292,000 which is subject to annual review by
the Board for discretionary periodic increases in accordance with the Company's
compensation policies. Mr. Schoenberger is entitled to continued participation
in the Company's SERP, Executive Supplemental Life Insurance Program and all
other employee benefit plans made available by the Company. The 2000 Agreement
provides that Mr. Schoenberger shall participate in the Management Incentive
Plan, which is described on page 15, and the Option Plan, which is described on
page 15, or any stock option or similar plan of the Company. The agreement also
provides that the Severance Agreement, entered into on February 6, 1998, by and
between Mr. Schoenberger and the Company, remain in effect. The Severance
Agreement is more fully described on page 17. The 2000 Agreement also provides
that the Company, by action of the Board, may terminate Mr. Schoenberger's
employment for any reason. If Mr. Schoenberger's employment is terminated by the
Company during the term of the agreement for any reason other than Cause, death
or disability, or if Mr. Schoenberger terminates his employment because of
Constructive Termination, the Company shall pay Mr. Schoenberger a combination
of (i) base pay at the rate in effect on the date of employment termination,
(ii) an annual amount equal to the average of the annual bonus amounts received
by Mr. Schoenberger in the two calendar years preceding the year in which
termination occurs, and (iii) benefits, in each case for a period of two years
following the date of termination. If during such two-year period Mr.
Schoenberger shall secure full-time employment, the Company's obligation to
provide benefits shall cease. All such payments described above will be made in
accordance with the Company's regular payroll policies.


                 AS TO OTHER MATTERS TO COME BEFORE THE MEETING
                 ----------------------------------------------

        The Board of Directors does not intend to bring before the meeting any
matters other than the one referred to above and knows of no other matters which
may properly come before the meeting. If any other matters or motions come
before the meeting, it is the intention of the persons named in the accompanying
form of proxy to vote such proxy in accordance with their judgment on such
matters or motions, including any matters dealing with the conduct of the
meeting.

        The Board of Directors has selected and employed the firm of Grant
Thornton as Unitil's independent certified public accountants to audit Unitil's
financial statements for the fiscal year 2000. A representative of the firm will
be present at the meeting and will be available to respond to appropriate
questions. It is not anticipated that such representative will make a prepared
statement at the meeting; however, he will be free to do so if he so chooses.

        Any proposal submitted by a shareholder of Unitil for inclusion in the
proxy material for the 2002 annual meeting of shareholders must be received by
Unitil at its Corporate Headquarters not later than December 19, 2001.


                                       18
<PAGE>

                   SOLICITATION, REVOCATION AND USE OF PROXIES
                   -------------------------------------------

        Shares of Unitil Common Stock represented by properly executed proxies
received by Unitil prior to or at the meeting will be voted at the meeting in
accordance with the instructions specified on the proxies. If no instructions
are specified on such proxies, shares will be voted FOR the election of the
nominees for Directors. Abstentions and non-votes will have the same effect as
negative votes.

        Any Unitil shareholder who executes and returns a proxy has the power to
revoke such proxy at any time before it is voted by filing with the Secretary of
Unitil, at the address of Unitil set forth above, written notice of such
revocation or a duly executed proxy bearing a later date, or by attending and
voting in person at the meeting. Attendance at the meeting will not in and of
itself constitute a revocation of a proxy.

        Unitil will bear the costs of solicitation by the Board of Directors of
proxies from Unitil shareholders. In addition to the use of the mail, proxies
may be solicited by the Directors, officers and employees of Unitil by personal
interview, telephone, telegram or otherwise. Such Directors, officers and
employees will not be additionally compensated, but may be reimbursed for
out-of- pocket expenses in connection with such solicitation. Arrangements also
will be made with brokerage houses and other custodians, nominees and
fiduciaries for the forwarding of solicitation material to the beneficial owners
of stock held of record by such persons, and Unitil may reimburse such
custodians, nominees and fiduciaries for reasonable out-of-pocket expenses in
connection therewith.

                                       By Order of the Board of Directors,

                                       Mark H. Collin
                                       Treasurer & Secretary

- --------------------------------------------------------------------------------
Unitil will furnish without charge to any shareholder entitled to vote and to
any beneficial owner of shares entitled to be voted at the annual meeting of
common shareholders, to be held April 19, 2001, a copy of its annual report on
Form 10-K, including financial statements and schedules thereto, required to be
filed with the Securities and Exchange Commission for the fiscal year 2000, upon
written request to Mark H. Collin, Treasurer, Unitil Corporation, 6 Liberty Lane
West, Hampton, NH 03842-1720.
- --------------------------------------------------------------------------------


                                       19
<PAGE>

                       This Page Intentionally Left Blank

<PAGE>

                                                                      APPENDIX A
                                                                      ----------


                               Unitil Corporation

                                 AUDIT COMMITTEE
                     CHARTER OF DUTIES AND RESPONSIBILITIES
                  ---------------------------------------------

The Audit Committee is a standing committee of the Board of Directors. The
committee is comprised of three non-management Directors and holds a minimum of
two scheduled meetings during each calendar year.

The principal functions of the Audit Committee are:

    (a) To make recommendations to the Board of Directors regarding the
        engagement of the Company's independent auditor after reviewing
        management's evaluation and recommendation of the auditor and their
        independence, and to review the arrangements for and scope of the
        independent audit and the fees proposed for such audit, as well as the
        scope and proposed fees for additional non-audit services.

    (b) To ensure receipt from the independent auditor of a formal written
        statement delineating all relationships between the independent auditor
        and the Company, consistent with Independence Standards Board Standard
        1.

    (c) To actively engage in a dialogue with the independent auditor with
        respect to any disclosed relationships or services that may impact the
        objectivity and independence of the independent auditor.

    (d) To review the results of the audit engagement with the independent
        auditor, their Memorandum of Advisory Comments and Management's
        responses thereon.

    (e) To review with the Company's management and the independent auditor the
        accounting principles applied or to be applied in financial reporting,
        and to review and approve any major policy changes affecting the
        Company's financial presentation.

    (f) To review and approve the annual internal audit plan and to review the
        results of internal audits and comments on the Company's system of
        internal controls and compliance therewith.

    (g) To review implementation and/or resolution of previous internal and
        external audit recommendations.

    (h) To report activities of the Committee to the Board of Directors and make
        such recommendations and findings concerning any audit or related
        matters as it deems appropriate.

    (i) To meet periodically with the independent and/or internal auditors to
        discuss any matters that the Committee and/or the auditors wish to
        discuss in Executive session.

    (j) To maintain final approval authority over any proposed terminations
        involving the Internal Audit Services function.

The members of the Audit Committee are not employees of the Company and, in the
opinion of the Board of Directors, are free of any relationship that would
interfere with the exercise of independent judgment as a member of the Audit
Committee.


                                      A-1
<PAGE>

         The Audit Committee represents the Board of Directors, discharging its
responsibility of oversight of the financial reporting process by carrying out
the above functions. The existence and activities of the committee, however,
does not alter the traditional roles and responsibilities of the Company's
management and the independent auditor with respect to the accounting and
internal control functions and financial statement presentation.

                                      A-2



<PAGE>

<PAGE>
                                                                      0437-PS-01

<PAGE>

[LOGO]  UNITIL
        C/O EQUISERVE
        P.O. BOX 9398
        BOSTON, MA 02205-9398


                   THIS IS YOUR PROXY. YOUR VOTE IS IMPORTANT.

   Regardless of whether or not you plan to attend the Annual Meeting of
   Shareholders, you can be sure your shares are represented at the Meeting by
   promptly returning your proxy (attached below) in the enclosed envelope.
   Thank you for your attention to this important matter.

                  Directions to Unitil's Corporate Headquarters

                               6 LIBERTY LANE WEST
                             HAMPTON, NEW HAMPSHIRE

    FROM ROUTE 95
    Take New Hampshire Exit 2. Immediately after the toll booth (50 cents) bear
    left onto Rte. 101 East. Cross back over Rte. 95, then take the first right,
    follow signs for Liberty Lane/Rte. 27. Take the first left to the Liberty
    Lane entrance. Stay right on the access road until it crosses under Rte. 95,
    then turn left at the Liberty Lane West sign. Continue straight, 1/2 mile to
    Unitil on the right.

   FROM ROUTE 101 EAST
    Cross over Rte. 95, then take the first right, following signs for Liberty
    Lane/Rte. 27. Take the first left to the Liberty Lane entrance. Stay right
    on the access road until it crosses under Rte. 95, then turn left at the
    Liberty Lane West sign. Continue straight, 1/2 mile to Unitil on the right.

        PLEASE CALL 800/999-6501 IF YOU WOULD LIKE ADDITIONAL INFORMATION

                                   DETACH HERE
- --------------------------------------------------------------------------------

[X] Please mark
    votes as in
    this example.

    THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE INSTRUCTIONS GIVEN BELOW. IF
    NO INSTRUCTIONS ARE GIVEN, THIS PROXY WILL BE VOTED IN FAVOR OF THE ELECTION
    OF THE THREE DIRECTORS LISTED IN ITEM 1.
    THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR" EACH OF THE NOMINEES LISTED
    BELOW.

<TABLE>

    <S>                                <C>                       <C>
    1.To elect three Directors:
    Nominees: (01) Michael J. Dalton, (02) Bruce W. Keough,
              (03) Eben S. Moulton

          FOR                              WITHHELD
          ALL    [  ]                 [  ] FROM ALL
        NOMINEES                           NOMINEES

                                                               MARK HERE IF YOU PLAN TO ATTEND THE MEETING    [  ]
    [  ]________________________________________
        For all nominees except as noted above                 MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT  [  ]

                                                               Please sign exactly as your name appears hereon. When shares
                                                               are held by joint tenants, both should sign. When signing as
                                                               attorney, executor, administrator, trustee or guardian,
                                                               please give full title as such.


                                                               PLEASE RETURN THIS PROXY PROMPTLY.



Signature: _________________________________ Date: ___________ Signature: _________________________________ Date: _________

</TABLE>

<PAGE>
                                   DETACH HERE
- --------------------------------------------------------------------------------
                                      PROXY

                               UNITIL CORPORATION

           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

    The undersigned, revoking all previous proxies, hereby appoints ANTHONY J.
BARATTA, JR., MARK H. COLLIN, MICHAEL J. DALTON and ROBERT G. SCHOENBERGER, and
each of them, proxies with power of substitution to each, to vote for the
undersigned at the Annual Meeting of Common Shareholders of Unitil Corporation
(the Company") to be held at the office of the Company, 6 Liberty Lane West,
Hampton, New Hampshire on Thursday, April 19, 2001, at 10:30 A.M., and at any
and all adjournments thereof, with all powers the undersigned would possess if
personally present and voting and particularly with respect to the matters set
forth on the reverse side hereof.

    PLEASE MARK, SIGN AND DATE THIS PROXY CARD ON THE REVERSE SIDE HEREOF AND
RETURN PROMPTLY USING THE ENCLOSED ENVELOPE.


                   CONTINUED AND TO BE SIGNED ON REVERSE SIDE


SEE REVERSE                                                     SEE REVERSE
   SIDE                                                            SIDE


AGREEMENT

 

 

 

AGREEMENT

BETWEEN

Unitil/CONCORD ELECTRIC COMPANY

AND

LOCAL UNION NO. 1837

INTERNATIONAL BROTHERHOOD

OF ELECTRICAL WORKERS

 

 

JUNE 1, 2000 through MAY 31, 2005

 

 

 

 

 

 

 

TABLE OF CONTENTS

Article

Section

Subject

 

 

PREAMBLE

1

 

RECOGNITION OF UNION AND UNION SECURITY

 

1.1

Recognition of Union

 

1.2

Union Security

 

1.3

Payroll Deduction for Union Dues

2

 

DIRECT DEPOSIT & 401(k) Plan

 

2.1

Direct Deposit

 

2.2

401(k)

3

 

WAGES AND HOURS

 

3.1

Hours of Work of Premium Pay

 

3.2

Shift Premium

 

3.3

Minimum Pay for Employees Called In

 

3.4

Holidays

 

3.5

Vacations

 

3.6

Assignment of Overtime Work

 

3.7

Temporary Up-Grading

 

3.8

Inclement Weather

 

3.9

Rubber Gloving

 

3.10

Meal Provision Policy

 

3.11

Equipment Provided by Company

 

3.12

Rest Period

 

3.13

Military Leave

 

3.14

Standby

 

3.15

Pay When Away From Home Overnight

 

3.16

Leave of Absence

For Personal Reasons

For Union Officials

 

3.17

Absence Due to Death in the Family

 

3.18

Temporary Assignments Outside of the Company's Service Area

 

3.19

Utility Lineworker I

 

3.20

Boot Allowance

 

3.21

Wellness

4

 

RETIREMENT PLAN

5

 

GROUP INSURANCE

6

 

PROMOTIONS, DEMOTIONS, & FURLOUGHS

 

6.1

Promotions

 

6.2

Temporary Assignments

 

6.3

Retrogression

 

6.4

Termination Pay

7

 

CONTRACTING CREWS

 

7.1

Outside Contractors

 

7.2

Supervisors Working

8

 

SUSPENSIONS AND DISCHARGES

9

 

NO STRIKES OR LOCKOUTS

10

 

ADJUSTMENTS OR DISPUTES AND GRIEVANCES AND ARBITRATION

11

 

NOTICES AND REQUESTS

 

11.1

Mailing Requirements

 

11.2

Bulletin Boards

12

 

WAGES AND WORK AGREEMENT

13

 

DISABILITY BENEFITS AND SAFETY

 

13.1

Sick Pay

 

13.2

Worker's Compensation

 

13.3

Safety

14

 

CONSOLIDATION OR MERGER

15

 

NO DISCRIMINATION

16

 

DATE AND TERM-TERMINATION-AMENDMENT

 

16.1

Effective Date and Term

 

16.2

Negotiations- Changes or Termination

 

16.3

Amending Agreement During Term

 

 

RETIREMENT PLAN

 

 

GROUP INSURANCE

 

 

EXHIBIT A SCHEDULE OF WAGES

 

 

EXHIBIT B DUES DEDUCTION

 

 

MEMORANDUM OF UNDERSTANDING

 

 

Vacation Grandfathering

 

 

Retiree Medical Insurance

 

 

Floating Holidays

 

 

Benefit Team

 

 

TOPICAL INDEX

 

 

PREAMBLE

AGREEMENT made and entered into this 1st day of June, 2000 and between Unitil/CONCORD ELECTRIC COMPANY, a New Hampshire corporation hereinafter referred to as the "Company," and Local Union No. 1837 of INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS and the EMPLOYEES OF THE COMPANY who have designated Local Union No. 1837 of the International Brotherhood of Electrical Workers to act for them as their collective bargaining agent, all hereinafter referred to as the "Union."

WHEREAS, the Union represents a majority of the employees of the Company in the Line Department, Meter Department, Service Center (Station Attendants, Maintenance Workers, Stock Clerks and Operation Office Clerk only), and Meter Readers, and has been designated by said majority to be the exclusive representative of all employees of the said departments for the purpose of collective bargaining in respect to rates of pay, wages, hours of work and other conditions of employment, and

WHEREAS, both the Company and the Union desire to promote harmony and efficiency in the working forces so that the employees and the Company may obtain mutual economic advantages consistent with the duty of the Company, as a public utility, at all times to provide an adequate and uninterrupted supply of electric service in the territory and communities which it serves.

NOW THEREFORE, in consideration of the mutual covenants and Agreements hereinafter set forth, it is agreed as follows:

 

 

 

ARTICLE 1

RECOGNITION OF UNION AND UNION SECURITY

1.1 Recognition of Union

The Company recognizes the Union to be the exclusive representative of all employees in the Line Department, Meter Department, Service Center (Station Attendants, Maintenance Workers, Stock Clerks and Operation Office Clerk only)

and Meter Readers holding the positions set forth on the attached "Schedule of Wages," for the purpose of collective bargaining.

1.2 Union Security

All employees who are at present members of the Union or may hereinafter become members of the Union shall remain members of the Union during the term of this agreement as a condition of their employment by the Company. New employees covered by this agreement shall be required to apply for membership in the Union at the end of ninety (90) days of continuous employment and remain members of the Union as a condition of their continued employment during the term of this agreement, and the Union agrees to accept such new employees into membership in the Union in accordance with its By-Laws. The term "member" is understood to be a Union member whose dues are paid in accordance with the By-Laws and Constitution of the Union.

1.3 Payroll Deduction for Union Dues

The Company agrees to make weekly payroll deductions for Union dues upon

written authorization of employees who are Union members with their signatures

properly witnessed and to forward monthly the amounts so deducted to the Union.

(Exhibit B). The Company further agrees to provide on a monthly basis to the Chief Steward and the Union Business Office a report listing Union members, position titles and dues paid that month.

 

 

ARTICLE 2

DIRECT DEPOSIT & 401(k) Plan

2.1 Direct Deposit

The Company agrees to offer direct deposit of up to eight (8) accounts to employees upon written authorization by employees.

2.2 401(k) Plan

Employees may participate in the Company's 401(k) Plan in accordance with

the terms of Unitil Corporation Tax Deferred Savings and Investment Plan as amended and restated from time-to-time. The complete details relating to this plan are contained in the Plan's Summary Description and in the Plan Document, which are incorporated herein by reference.

The Company agrees to make payroll deductions for contributions to the duly-

established 401(k) Plan upon written authorization by regular employees and to forward the amounts so deducted to the 401(k) Plan in accordance with such authority. Employees may elect to contribute between 1% and 15% of either their base wages or total wages to the plan, in increments of 1%. The Company matches 100% of the first 3% of base wages that the employees contribute to the plan. Employees become partially vested in Company matching contributions after one year of Vesting Service and are fully vested in Company matching contributions after three years of Vesting Service.

The Company reserves the right to make changes to the Plan during the term of

this Agreement with the understanding that such changes will not decrease the amount of benefits provided to Plan members. The Company agrees that no changes will be made to the plan without prior notification to the Union.

 

 

ARTICLE 3

WAGES AND HOURS

3.1 Hours of Work and Premium Pay

(a) For all employees the normal work week shall consist of forty (40) hours worked Monday through Friday, and the normal workday shall consist of eight (8) hours worked from 7 a.m. to 3 p.m. with a fifteen (15) minute lunch period, except the workday for the meter order truck operator(s) which shall be from 9 a.m. to 5 p.m. with a fifteen (15) minute lunch period; the evening Station Attendant which shall be from 3 p.m. to 11 p.m.; and Meter Readers which shall be from 8 a.m. to 4 p.m. with a fifteen (15) minute lunch period. (Meter Readers will be allowed, by mutual agreement, to work summer hours of 7 a.m. to 3 p.m., during the months of June, July, and August). The Utility Lineworkers hours may be changed by mutual agreement of the parties.

(b) Winter hours for all employees shall consist of forty (40) hours worked Monday through Friday, and the winter hours workday shall consist of eight (8) hours worked from 7:30 a.m. to 3:30 p.m. with a fifteen (15) minute lunch period for the calendar months of December, January and February. Not included in Winter hours, Station Attendant, Meter Readers and Meter Order truck. Utility Lineworker hours year round consist of forty (40) hours worked Monday through Friday 3 p.m. to 11 p.m. or Tuesday through Friday 3 p.m. to 11 p.m. and Saturday 7 a.m. to 3 p.m. Assigned schedule is at Company's discretion. Exception to Utility Lineworker start time shifts to 3:30 p.m. if assigned line truck is on a "4-10" schedule.

Meeting day (safety meeting & Employee Information Meeting) occurring April through September. All employees, all workday schedules start time shifts to 7 a.m. with 48 hours prior notice. Four (4) day, ten (10) hour work week optional schedule during the calendar months of April through September for Lineworkers and Meter Mechanics shall consist of forty (40) hours worked, Monday through Thursday or Tuesday through Friday, and the normal workday shall consist of ten (10) hours worked, straight time pay, with a fifteen (15) minute lunch period. The Company will determine which projects are appropriate for a 4-10 schedule, including the number of employees assigned. The 4-10 schedule must have mutual agreement between Company and Union to institute and continue. Use of the 4-10 schedule must accommodate the availability of two (2) line crews and two (2) meter mechanics working each workday, Monday through Friday. A work week that has a fixed holiday will not be included in the 4-10 scheduling.

(c) Time and one-half shall be paid to all employees for all hours worked outside the normal workday except Sundays and holidays which shall be double time.

(d) For Station Attendants, the normal work week shall consist of forty (40) hours, Monday through Friday, and the normal workday shall consist of eight (8) consecutive hours worked in a twenty-four (24) hour period commencing with the beginning of the employee's regularly scheduled hours. Station Attendants shall receive time and one-half for all hours worked in excess of eight (8) in any workday or forty (40) in any one week: provided, however, that if a Station Attendant voluntarily works two work schedules in a single workday or mutually agrees to work two consecutive work schedules, straight time only shall be paid for the second work schedule.

(e) A Station Attendant required to work on either the first or second regularly scheduled consecutive days off shall be paid at time and one-half normal rate of pay for work on the first day, and at two (2) times normal rate of pay for work on the second day. Premium pay will not be paid to an employee who is absent from work on the scheduled day for which such premium would have been payable.

(f) The Union agrees that the Station Attendants may be trained by the Company by the trading of work schedules for short periods of time not to exceed one week of duration. Upon mutual agreement between them and the Company, Station Attendants who desire to trade work schedules will be permitted to do so temporarily from time to time, provided that such temporary interchange is completed within a payroll week so that it does not lead to or require the payment of overtime. The Meter Worker with the least seniority will be the primary backup for the Station Attendant. Notices will be given 48 hours in advance otherwise overtime will be paid unless it's the employee's normal work shift.

(g) Nothing in this provision shall be interpreted to interfere with the Company's right to temporarily assign work, including the right to temporarily assign employees to perform work on an emergency basis outside their normally scheduled hours. The Company shall provide as much notice as possible in the event it implements this section.

(h) The hours for the meter order truck operator(s) may be changed to 7 a.m. to 3 p.m. for the days that the Utility Lineworker I is working second shift weekdays. For all other times, the meter order truck operator(s) hours will be per 3.1 (a).

(i) When a Lineworker I is temporarily filling the position of Utility Lineworker the employee will be paid at the Utility Lineworker's I rate of pay.

3.2 Shift Premium

Employees required to work the 3 p.m. to 11 p.m. schedule shall receive seventy-five ($.75) cent per hour premium under the terms of the Shift Differential Pay Policy HR 1.19, effective June 1, 2000. This premium will only be paid for hours worked between 3 p.m. and 11 p.m.

3.3 Minimum Pay for Employees Called In

When an employee is called in to work outside their regularly scheduled work hours, the employee shall receive a minimum amount of pay as provided in the two following paragraphs:

(a) All Workers: If a worker is called out to work outside of their normal working hours, the employee will receive a minimum of four (4) hours pay at straight time rates. If called to work between the hours of 12 midnight and 6 a.m., the employee will receive a minimum of six (6) hours pay at straight time rates. It is understood that such minimums do not apply if the callout is within one hour of the start of the employee's regular period of work. If the employee reports on a day during which the employee is not regularly scheduled to work, the employee shall receive minimum pay in accordance with the time periods in the preceding sentence.

(b) An employee who is required to continue working after the scheduled quitting time shall not receive minimum pay under paragraph (a). An employee who reported during the period of one hour immediately preceding the scheduled starting time shall not receive minimum pay under paragraph (a) if the employee remains on duty continuously until the scheduled starting time, but shall receive time and one-half for such period. In computing hours worked, time shall begin immediately when the employee reports at his/her station and shall end when relieved from duty upon completion of emergency work.

3.4 Holidays

(a) Holiday Pay is provided under the terms of the Holiday Pay Policy HR 1.24, effective June 1, 2000. Holidays shall be considered to be the following days:

New Year's Day, Memorial Day, Independence Day, Labor Day, Veterans' Day, Thanksgiving Day, The Day after Thanksgiving and Christmas Day.

(b) Four (4) additional days each year will be designated as "Floating Holidays", subject to the same provisions of this Agreement as any other designated holiday. The approval of all floating holidays will be in accordance with the Company's Policies and Procedures for vacation and floating holiday scheduling.

(c) As used in this section, "Holiday Pay" means eight hours pay at the employee's regular straight time rate of pay.

(d) If a holiday falls on a day on which an employee is not regularly scheduled to work and the employee does not work on such a holiday, the employee shall receive Holiday Pay or by mutual agreement a day off in lieu of such Holiday Pay; provided, however, that the Company shall have no obligation to grant a particular day off if the granting of such day off would require the Company to pay a premium rate of pay to another employee to fill in for the employee taking the day off.

3.5 Vacations

Vacation Pay is provided under the terms of the Vacation Pay Policy HR 1.20, effective June 1, 2000.

The schedule below illustrates the accrual of the vacation leave benefit:

Completed Years of Service

Entitlement

Monthly Accrual

 

 

 

0 - 4 years

2 weeks

.833 days/month

5 - 9 years

3 weeks

1.25 days/month

10 - 19 years

4 weeks

1.67 days/month

20 + years

5 weeks

2.08 days/month

Employees earn the Monthly Accrual if they are employed for the entire month and are not on leave of absence without pay.

(a) Each employee shall have the right during the period from January 1 through April 30 of each year to express in writing their desire as to the scheduling of vacation. Length of continuous service shall govern the order in which such preferences shall be considered.

(b) Unscheduled vacation days available to an employee and an employee's floating holiday may only be taken upon forty-eight (48) hours advance request, unless in the judgment of the Company the work schedule will permit lesser advance notice.

(c) A request for vacation in excess of two (2) weeks will be considered on an individual basis, taking into account the Company's operating requirements. An employee will receive written confirmation of their vacation approval or denial within a reasonable time from request.

3.6 Assignment of Overtime Work

When practicable, overtime work will be distributed equally among all employees of the department concerned. Those assigned to work on planned weekend overtime will be notified as soon as reasonably possible as to the hours to be worked. Work schedule will be confirmed by the end of the work day on the last scheduled work day of that week. In the event that the planned overtime has been scheduled, but has to be cancelled because of bad weather or other causes, the Company will attempt to give twenty four (24) hours notice. If the planned overtime is called off before the employee reports to work, two (2) hours of straight time will be paid. If the planned overtime is called off after the employee reports to work, the employee will be paid for a callout as described in article 3.3(a). The Company may, at its discretion, assign alternate work in place of the planned overtime. Stand-by employees will not be automatically excluded from participation in planned jobs, but the determination to include or exclude a stand-by employee from a given planned job will be made by management in a reasonable and consistent manner. It is understood and agreed that the Union will cooperate fully in the implementation of this Section.

3.7 Temporary Up-Grading

When an employee is temporarily assigned to a higher wage classification for a period of two hours or more, the employee shall receive the rate for such classification provided under Schedule of Wages attached.

Whenever a Lineworker I is put in charge of a line crew of one or more other employees for a period of two (2) hours or more, the employee shall receive the rate of pay of a Working Foreman and shall be entitled to said rate of pay if the crew does not do outdoor work due to inclement weather.

3.8 Inclement Weather

Except in cases of necessity or emergency, employees shall not be required to do outdoor work when heat, cold, rain, snow, wind, humidity or other inclement weather conditions make such work unsafe.

The Director, or a designated representative, will determine whether or not the weather conditions are such that the crews will be sent into the field consistent with safety. In the field, the Working Foreman (or Foremen) of the crew shall make the decision as to whether or not the crew shall stop work. Employees shall not lose any regular pay because of failure to work outdoors due to inclement weather. Meter Readers will not be required to read meters during heavy snow or sleet or in any severe weather conditions which would be considered detrimental to the safety of the employee. The Company's decision shall, upon written complaint filed with the Company within five days, be subject to the grievance and arbitration provision of this Agreement.

3.9 Rubber Gloving

As of June 1, 1991, the Company may adopt the practice of rubber gloving voltages up to and including 34.5 KV in line work. Any employee classified as Lineworker I, II, or III as of June 1, 1991, shall not be required to rubber glove voltages in excess of 15 KV. To the extent the Company requires rubber gloving of voltages between 15 KV and 34.5 KV, the work shall be carried out by volunteers within the Company who have achieved Lineworker I status or by a Lineworker I who is hired after June 1, 1991.

Lineworkers who were employees of the Company as of June 1, 1991 who volunteer for the 34.5 KV rubber gloving program shall have the option of leaving the program within one year from the day they volunteer, after the program goes online. The Company upon receipt of written notice of that employee's intent to leave the 34.5 KV rubber gloving program, will reassign that Lineworker to the position held before entering the 34.5 KV rubber gloving program within thirty (30) days.

It has been further agreed that the Company will confer with the Union with respect to appropriate safety rules for rubber gloving voltages up to and including 34.5 KV in line work.

3.10 Meal Provision Policy

(a) The Company will provide employees with meals if the employee is required to work through meal times outside their normal work hours or scheduled overtime.

(b) Employees will not be required to make their own arrangements for more than one (1) meal during any continuous work period. Employees called in one (1) or more hours prior to their normal start time and whose time is continuous with their normal workday shall be entitled to breakfast and a noon meal allowance provided the employee is not released prior to 12:00 noon.

(c) Employees are entitled to a hot (if available), nutritious and substantial meal at a reasonable cost to the Company. The guidelines to be used for the cost of meals will be as follows:

1. Morning Meal

$7.50*

2. Noon Meal

$7.50*

3. Evening Meal

$13.50*

*(Tax and tip included, receipts are required.)

 

The Company shall furnish a meal under the following conditions:

A. During days employees are scheduled to work.

1. Employees will be provided with a morning meal if they are called in for work one (1) or more hours before their scheduled work day begins and work through the hour of 6:00 AM to 7:00 AM.

2. The employee will be provided with an evening meal if they are required to continue working two (2) or more hours beyond their regular scheduled work day.

 

B. During days employees are not scheduled to work.

1. Employees will be provided with a morning meal if they work at least two (2) continuous hours which includes the hour of 6:00 AM to 7:00 AM.

2. Employees will be provided with a noon meal if they work at least two (2) continuous hours which includes the hour of 12:00 noon to 1:00 PM.

3. Employees will be provided with an evening meal if they work at least two (2) continuous hours which includes at least one (1) hour between 4:30 PM and 6:30 PM.

C. Corresponding meal provisions will be made at the Noon Meal rate for meal periods at approximately five (5) hour intervals during the remainder of the work period on either scheduled or nonscheduled work days.

D. Employees will be paid for time spent eating when required to return to work after completing a job but before returning to the Operations Center, then they will be paid for one-half hour of time to eat.

E. An employee released from work may elect to receive a payment of $5.00 in lieu of a meal he or she is entitled to under the conditions of this policy.

F. In the event of storms or system emergencies, as declared by the Director, the Company will provide meals as needed in lieu of this policy.

3.11 Equipment Provided by Company

The Company shall provide Lineworker's equipment consisting of climbing spurs, pads, and straps, body belts and safety straps, pliers, connectors, skinning knives, leather gloves, adjustable wrenches, rules and screwdrivers, and replacement and renewals thereof. All lineworker's equipment shall be and remain the property of the Company. When renewals or replacements are requested, the old equipment must be turned in or its loss satisfactorily explained. All lineworker's equipment shall be left on the property of the Company when not in use. The Company shall provide coveralls for use in painting or other jobs requiring clothing protection, which shall be kept at such places on the Company's property as the Company decides.

3.1 Rest Period

If an employee is required to work sixteen (16) or more consecutive hours, the employee will be allowed a period of eight (8) hours off before returning to work unless an emergency arises which makes it necessary for the Company to call the employee back to work before the expiration of the eight (8) hour period. Any part of the eight (8) hour period which extends into the employee's normal work schedule will be paid for at normal straight time rates.

If an employee is required to work beyond sixteen (16) consecutive hours, the employee will be paid at double the normal straight time rate for those hours worked beyond sixteen (16), including normal schedule hours worked. If the employee does not receive eight (8) hours off after having worked sixteen (16) or more hours, the employees' hours worked will be paid at double time rates until the employee receives eight (8) hours off. The employee is expected to take the eight (8) hour period off, unless the employee is specifically told to report back to work by the Company. Time allowed off for meals will be counted in determining sixteen (16) consecutive hours worked for the purpose of this Section. If an employee is called and reports for work within two (2) hours of the time the employee went off duty, the time off will not prevent the hours worked thereafter from being considered as consecutive with the previous hours worked.

Employees who are required to work during scheduled or unscheduled hours starting at midnight and ending at 6:00 AM will be entitled to one hour of rest time for each hour worked starting at midnight and ending at 6:00 AM. If rest time extends into the employee's normal workday, no reduction in pay will be made for the hours overlapping the normal workday. Rest time extending into normal work schedule and having a duration of two (2) hours or less will be taken at the end of the day unless otherwise established by mutual agreement. Rest time extending into normal work schedule and having a duration of four (4) hours or less but more than two (2) hours may, by mutual agreement, be taken at the end rather than the beginning of the normal workday. If eight (8) consecutive hours immediately preceding normal start time are worked, employee(s) will be entitled to eight (8) hours rest time.

3.13 Military Leave

Employees are eligible for the Company's Military Leave of Absence

Policy HR 1.08, effective August 1, 1999, which allows for two (2) weeks off with pay for military training leave and four (4) months off with pay if an employee is activated as a result of a call-up order.

 

3.14 Stand-By

One qualified Lineworker will be assigned to stand-by duty each week during the year. A list of Lineworkers will be submitted, by the Union, one year in advance. Any changes to this schedule shall be submitted, in writing, no less than one week prior to the Lineworker going on stand-by, unless an emergency situation arises and the Lineworker is unable to cover. Lineworker and schedule to be approved by the Operations Manager.

Stand-by duty consists of a qualified Lineworker remaining within reach of a telephone and/or paging device for a period of one week so that an employee on stand-by duty may be notified to report for work in cases of emergency. Stand-by will require making arrangements so that the employee can be reached by telephone and/or paging device and report within a reasonable driving time to the Distribution Operations Center or trouble location.

Employees who accept stand-by duty shall be paid twelve (12) hours of straight time pay plus three (3) hours pay for a week which includes a holiday. The stand-by Lineworker will be provided with a vehicle and a cell phone.

3.15 Pay When Away From Home

When working outside the Concord Electric service area and other than for a Unitil Company, employees shall receive one dollar ($1.00) per hour above their regular hourly rate, or the prevailing rate for the area, whichever is higher.

The one dollar ($1.00) hourly premium shall be added to the regular straight-time rate of pay for determining overtime rates of pay, but for no other purpose. This premium shall not apply when attending a Company sponsored training course.

3.16 Leave of Absence

(a) Leave of Absence for Personal Reasons

Employees are eligible for the Company's Unpaid Leave of Absence

Policy HR 1.34, effective June 1, 2000, which allows for up to six (6) months off, unpaid, for personal reasons that do not qualify under other leave policies.

(b) Leave of Absence for Union Officials

Time off without pay shall be granted, upon request of the Union, to Union officials and/or duly elected delegates to attend the International Convention, for the purpose of attending Conventions of IBEW, or to attend other conferences involving the Local Union, provided that (a) the absence of the employee shall not, in the opinion of the Company, interfere with the Company's operations or cause undue hardships to other employees, and (b) provided that the request for such time off shall be made as far in advance as possible, but in no case less than two (2) weeks in advance. Maximum duration per occurrence to be one (1) week.

3.17 Absence Due to Death in the Family

Employees are eligible for the Company's Bereavement Pay Policy HR 1.15, effective June 1, 2000, which allows for three (3) days off with pay for a death in the family.

3.18 Temporary Assignments Outside of the Company's Service Area

Work Assignments with utilities outside of the Company's service area are voluntary except when the utility is an affiliate of Unitil Corporation. If adequate volunteers cannot be obtained for work assignments at Unitil affiliates, personnel will be assigned with forty-eight (48) hours notice, except in cases of emergency.

Employees will be paid for travel time external of the eight hour day at the appropriate overtime rate for all planned work. The "Minimum Pay for Employees Called In", Section 3.3 in the Contract, will not apply. Transportation will be provided if requested. The rate of pay shall be in accordance with this agreement or the prevailing wage where they are assigned, whichever is higher.

If an employee works outside the service area and is required to stay overnight, Section 3.15 "Pay When Away From Home" will apply. The employee will be paid the same as when working within the service area except that straight time rates will be paid for rest time.

This provision does not apply to assignments classed as non-working (examples: training, schools, meetings, etc.)

3.19 Utility Lineworker I

As of June 1, 1994, the Company will create a Utility Lineworker I position. Any employee classified as Lineworker I, II or III as of June 1, 1994, shall not be required to cover the position or hours of the Utility Lineworker I, unless voluntary or unless an employee bids for the position.

3.20 Boot Allowance

The Company, with appropriate documentation, will reimburse employees who are required to wear safety shoes of out-of-pocket expenses of up to $100 per calendar year.

3.21 Wellness

Employees covered by this Agreement are eligible for the Company's Wellness Policy HR 1.23, effective June 1, 2000, and will reimburse employees for out-of-pocket expenses of up to a total of $100 per calendar year for activities or equipment to maintain and/or improve an individual's personal health.

 

 

ARTICLE 4

RETIREMENT PLAN

During the effective period of this Agreement, the Company will pay retirement benefits in accordance with the Unitil Corporation Retirement Plan, Second Amendment and Restatement, generally effective as of May 1, 1998, the appropriate details of which are attached hereto and contained in the Summary Plan Description, a copy of which will be provided to all employees covered by this Agreement and to the Local Union, all of which are incorporated herein by reference. An employee may retire at a reduced Schedule of benefits prior to Normal Retirement Date of age 65, as will be stipulated in the aforementioned plan description. The Company agrees that no change in the retirement plan will be made without prior notification to the Union.

 

 

ARTICLE 5

GROUP INSURANCE

During the effective period of this Agreement, the Company will maintain group insurance coverages as follows:

(a) Life

(b) Accidental Death and Dismemberment

(c) Dental

(d) Long Term Disability and

(e) Medical.

The company reserves the right to change insurance carriers at any time, so long as the financial benefits provided by any new carrier are at least equal to those currently provided, and agrees that no change in the group insurance plan will be made without prior notification to the Union. Appropriate details of the terms of existing contracts are attached hereto and contained in the Plans' Summary Plan Description, a copy of which will be provided to all employees covered by this Agreement and to the Local Union, all of which are incorporated herein by reference.

 

 

ARTICLE 6

PROMOTIONS,

DEMOTIONS AND FURLOUGHS

6.1 Promotions

Selection of regular employees for promotion or advancement within the bargaining unit, for demotion for furloughing because of a reduction in forces, shall be based upon qualifications and seniority. If the employee is qualified for the job in cases of promotion, advancement and demotion, seniority shall govern. An employee's un-bridged Union seniority and qualifications shall govern in cases of furloughing and bumping. The Union and the Company recognize that it may be necessary to make exceptions in the application of the foregoing seniority provisions by mutual agreement in order to insure efficient operation of the Company's business. The determination by the Company as to qualifications for promotions to supervisory positions shall not be subject to arbitration under Article 10.

If and when there is an addition in forces in any department covered by this Agreement, employees who have been furloughed from such department shall be given preference over other persons, and employees who have been furloughed from any other department covered by this Agreement shall be given preference over persons not formerly in the employ of the Company, if in either case they are qualified as provided in this Article.

When a vacancy or the creation of a new position necessitates promotion of an employee or the hiring of a new employee, the Company shall post notices at locations accessible to the employees, such notices will be posted on Wednesday and remain posted for seven (7) calendar days, within which time employees may apply in writing to the supervisor or official of the Company designated in the notice. If the Company decides not to fill a vacancy, it will so notify the Union within two (2) weeks of the date of vacancy; if the Company decides to fill a vacancy it will post notices within two (2) weeks of the date the vacancy occurs. The notices shall set forth the classification of the position to be filled, an outline of the duties, the hours and days of work, the ultimate wage rate, the date on which the notice is posted, and the last day for filing applications. Applicants who have special qualifications shall describe such qualifications briefly in their application.

When an employee is promoted or transferred to another position but fails to qualify, the employee shall be reassigned to the class from which he/she was promoted or transferred. If the Company determines that the employee is qualified to perform the work in the class to which the employee was promoted or transferred, but the employee desires to return to the previous class of work, the Company shall not reassign the employee until there is a vacancy in such previous class.

6.2 Temporary Assignment

The Company may assign anyone to fill a vacancy or new position temporarily, pending the posting of notices and the consideration of applications.

The Company may also assign anyone to perform temporary work or to replace an absent employee without regard to the foregoing provisions of this Article.

6.3 Retrogression

If a regular full-time employee becomes partially incapacitated by reason of age or non-compensable disability and thus is unable to perform fully the duties of the employee's job classification, the Company will endeavor to find the employee other work by placing the employee in the highest classification in which the employee is able to perform the work assigned and in which there is an available opening. The employee shall be given a reasonable opportunity for training to fill an available job which carries a rate of pay more equal to the employee's original rate, and if the employee becomes qualified for such available job the employee shall be placed in that classification. An assignment made under this paragraph shall continue until the employee's normal retirement date, provided that the employee remains qualified to perform the duties required of the job classification. During the period of assignment under this paragraph employees shall be paid at the maximum rate for the classification to which they are assigned, except that employees who have completed ten (10) or more years of continuous service at the time of assignment shall be paid not less than the percentage of their former rates indicated below, such percentage to remain the same for the balance of each employee's active employment. When the rates of pay are adjusted by a general wage adjustment, employees so classified will receive an adjustment in pay in the amount by which the employees retrogressed classification is adjusted.

Years of Service

At Time of Assignment

Percentage

25 or more

100%

20 - 24

95%

15 - 19

85%

10 - 14

75%

 

6.4 Termination Pay

If an employee's employment with the Company is terminated due to a reduction in work force resulting from automation or the closing of an operation, the employee shall, unless the employee is retired with pension benefits under the Retirement Plan, be entitled to receive one week's pay for each six months (calculated to the nearest six month period) of service with the Company, provided, however, that an employee receiving termination pay shall not be entitled to be rehired under the provisions of the second paragraph of Section 6.1 of this Article. A Union employee who is terminated will have the option to defer Termination Pay for up to one (1) year.

 

 

ARTICLE 7

CONTRACTING CREWS

7.1 Outside Contractors

The Company shall not use outside contractors to perform work regularly done by its regular employees if so doing would result in any regular employee being discharged, laid off or transferred to another job. When Union employees are available and not otherwise assigned, the Company agrees that it will use its best efforts to first offer qualified union employees overtime opportunities before having contractor crews perform overtime work. It being understood that this provision will not preclude contractor crew from performing overtime work to finish any jobs in progress or any projects awarded by bid process. This is not intended to limit the Company's right to schedule contract crews during emergency storm restoration.

7.2 Supervisor Working

Full time supervisors above the rank of Working Foreperson will not customarily perform the same work which is performed by the employee whom they supervise, provided, however, that supervisors may perform such work for the purpose of instruction, training, and in cases of emergency. Emergencies, for the purpose of this section, shall be defined as including the following two descriptions: (1) customer outages or (2) an unexpected occurrence or set of circumstances demanding immediate action which threatens life, limb, property or the continuity of service.

 

 

ARTICLE 8

SUSPENSION AND DISCHARGES

Upon written request of the Union made within seven days from the date upon which an employee has been suspended or discharged, the Company shall grant a hearing to the employee involved. Upon receipt of the foregoing request in writing, the prejudice and compensated for loss in wages. The hearing shall be conducted in accordance with the method of adjusting grievances as provided in Article 10 herein.

 

 

ARTICLE 9

NO STRIKES OR LOCKOUTS

The Union agrees that it will not authorize a strike or work stoppage, and the Company agrees that it will not engage in a lockout, because of disputes over matters relating to this Agreement. The Union further agrees that it will take every reasonable means which are within its powers to induce employees engaged in a strike or work stoppage in violation of this Agreement to return to work. There shall be no responsibility on the part of the Union, its officers, representatives or affiliates, for any strike or other interruption of work unless specifically provided in this paragraph.

 

 

ARTICLE 10

ADJUSTMENTS OF DISPUTES

AND GRIEVANCES AND ARBITRATION

Any dispute or grievance arising during the term of this Agreement relating to the meaning, interpretation, construction or application of this Agreement shall be settled in the following manner:

STEP 1. The specific details of the dispute or grievance shall be submitted to an authorized representative of the other party promptly after the occurrence of the facts giving rise to such dispute or grievance.

STEP 2. The dispute or grievance may be settled by agreement between the authorized representatives of both parties. The resultant agreement of failure to agree shall be stated in writing by the party first notified to the party who submitted the dispute or grievance within fifteen (15) working days of the date of original submission.

STEP 3. If the grievance is not settled in Step 2, either party may, within thirty (30) working days of the decision rendered in Step 2, appeal in writing for a decision by the Director of the Company and the Business Manager of the Union, or representatives designated by them. An international representative of IBEW may be present at this step of the grievance procedure only to assist the local union. They shall render their agreement or failure to agree in writing within fifteen (15) working days of the date of the appeal to them. The time limits specified in the first three steps hereof, may be extended by mutual agreement of the parties involved.

STEP 4. ARBITRATION. If the Company and the Union are unable to settle a dispute or grievance as above provided, the dispute or grievance may be referred to arbitration by either party as follows: The Union and the Company shall agree upon an arbitrator within ten days, but if they are unable to agree upon an arbitrator within ten days, the arbitrator shall be appointed by the American Arbitration Association. The decision of the Arbitrator shall be final and conclusively binding upon the parties. The services and expenses of the Arbitrator shall be shared equally by the Company and the Union. It is agreed that there shall be no obligation to arbitrate a renewal of this Agreement or a change in, or supplement to, this Agreement or to arbitrate any matter not covered by this Agreement or some provision thereof. No arbitration decision shall be binding beyond the life of this Agreement. The Operations Manager and the Chief Steward of the said Local Union shall meet from time to time at the request of either party for the purpose of discussing any matter coming within the scope of this Agreement.

All meetings between the Operations Manager and the Chief Steward of the Union shall be held at the Company Office at the convenience of both parties if possible.

 

 

ARTICLE 11

NOTICES AND REQUESTS

11.1 Mailing Requirements

Except where specifically provided otherwise herein, all notices and requests shall be deemed to have been fully and completely served or made by the Company when sent by certified mail addressed to the Chief Steward at his/her current home address with a copy to be sent to the office of the Local Union, and by the Union when sent by certified mail to Unitil/Concord Electric Company, at One McGuire Street, Concord, New Hampshire 03301, unless either party hereto shall give notice of a different address at least five (5) days before any such notice or request is mailed.

11.2 Bulletin Boards

The Company shall permit reasonable use of bulletin boards for posting officially signed Union bulletins.

 

 

ARTICLE 12

WAGE AND WORK AGREEMENT

The Union agrees that its members employed by the Company will work for the Company upon the terms, conditions and attached wage schedule set forth in this Agreement during its life.

 

 

ARTICLE 13

DISABILITY BENEFITS AND SAFETY

13.1 Sick Pay

Employees covered by this Agreement are eligible for the Company's Sick Pay Policy HR 1.12, effective June 1, 2000, and shall be entitled to two weeks sick pay during the first year of employment. After one year of employment, employees will be entitled to up to twenty-six weeks of sick pay.

The Company shall have the right, in each instance in which an employee claims sick pay under the provision of this Article, to satisfy itself of the fact of sickness requiring absence by the certificate of a competent physician, examination, or otherwise.

13.2 Worker's Compensation

Time lost on account of industrial accident will not be regarded as sickness. The Company agrees to pay, during disability due to industrial accidents, the difference between the amount of compensation from Worker's Compensation and full pay for a period not to exceed twenty-six (26) weeks.

13.3 Safety

The Company will continue to make reasonable regulations for the safety and health of its employees during their hours of employment. Representatives of the Company and the Union shall meet from time to time at the request of either party to discuss such regulations. The Company hereby retains the right to require an employee to submit to a reasonable medical examination by a physician, who shall be mutually agreed upon between the Company and the Union, if the Company has a reasonable belief that the employee's physical or mental condition is placing the employee or others in jeopardy.

The union shall receive copies of all accident reports involving injury or incident to their members.

 

 

ARTICLE 14

CONSOLIDATION OR MERGER

In case of consolidation or merger of the Company with any other company, or sale of all or a substantial part of its properties, the provisions of the Agreement will continue to apply to the extent legally permissible to the employees covered by the terms of this Agreement, and the Company will use its best efforts to require any other Company involved in the consolidation or merger to assume this Agreement to the extent legally possible.

 

 

ARTICLE 15

NO DISCRIMINATION

Employees are covered by the Company's Equal Employment Opportunity Policy HR 1.07, dated February 22, 1999. The Company provides equal employment opportunity for all employees regardless of race, color, marital status, religion, age, gender, sexual orientation, national origin, citizenship status, disability or veteran status.

 

 

ARTICLE 16

DATE AND TERM -

TERMINATION - AMENDMENT

16.1 Effective Date and Term

This Agreement, when signed by the Company and Local Union or their authorized representatives and approved by the International Office of the Union, shall take effect as of June 1, 2000 with increased wages to take effect in accordance with the Schedule of Wages appended hereto and made a part hereof, and shall remain in effect through May 31, 2005. It shall continue in effect from year to year thereafter, from June 1 of each year through May 31 of the following year, unless changed or terminated in the manner provided herein.

16.2 Negotiations - Changes or Termination

Either party desiring to change or terminate this Agreement must notify the other in writing as least sixty (60) days prior to June 1st of any year after 2000. When notice for changes only is given, the nature of changes desired shall be specified in the notice; however, the listing of changes shall not preclude submission of other changes desired during negotiation. If the parties cannot agree upon changes, either party shall have a right to terminate the contract.

16.3 Amending Agreement During Term

This Agreement shall be subject to amendment at any time by mutual consent of the parties hereto. Any such amendment agreed upon shall be reduced to writing, signed by the parties hereto and approved by the International Office of the Union.

 

 

IN TESTIMONY WHEREOF the parties hereto have executed this Agreement this 12th day of October 2000.

 

For Unitil/Concord Electric Company

 

 

By:  /s/Eric C. Werner

Director, Distribution Operations Center

 

For the employees of Unitil/Concord Electric Company covered by this Agreement and INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS AND LOCAL UNION NO. 1837.

 

By:  /s/ Joseph E. Landry

Chief Steward

 

By:  /s/ Thomas D. Clements

Assistant

Business Manager

 

By:  /s/ Dave Bofinger

Business Manager

APPROVED International Office - I.B.E.W.

/s/ J.J. Barry, President.   This approval does not make the International a party to this agreement.

 

Unitil/CONCORD ELECTRIC COMPANY

RETIREMENT PLAN

A retirement plan is provided for employees and is briefly outlined below. In the event there shall be enacted state or federal legislation which conflict with the terms of the below plan, state or federal legislation will govern.

The word "wages" as hereinafter used, shall mean straight-time wages, and shall include no daily or weekly overtime.

Eligibility

Any employee of the Company shall or may retire on a retirement benefit subject to the provisions and conditions hereinafter set forth:

1. After five (5) years of service, an employee who has attained the Normal Retirement Date (first day of the month in which occurs an employee's 65th birthday) and ceases active service with the Company shall be entitled to a pension.

2. An employee shall be entitled to a disability retirement benefit if the employee has completed 15 or more years of Credited Service (excluding service before age 18) and becomes totally and permanently disabled. In order to be eligible for a disability pension the employee must:

a. Be totally and permanently prevented from engaging in any occupation or employment for wages or profit.

b. The disability must not have been incurred while the employee was engaged in:

(1) criminal act

(2) service in the armed forces

(3) habitual drunkenness or addiction to a narcotic

(4) intentional self-inflicted injury

(5) act or disease resulting during the course of employment with an employer other than the Company.

Further, that the disability pension may be discontinued should the employee refuse to be examined by a physician designated by the plan. The pension would be computed on the basis of the Credited Service and Average Monthly Wages at the time of the disability retirement. Such pension shall commence on the employee's Normal Retirement date. On each January 1st prior to the Employee's Normal Retirement Date the monthly pension payable to a disabled employee shall be increased to reflect an additional year of Credited Service which would have accrued to the employee.

3. An employee with fifteen (15) years of Vested Service and who has attained age fifty-five (55) may elect to retire on an Early Retirement Date, which may be the first day of any month thereafter prior to the employee's Normal Retirement Date. The Company requests that the employee notify the Company in writing at least ninety (90) days prior to such date of intention to retire early.

Determination of Amount of Normal Retirement Benefits

A. Basis

The basis for the computation of the amount of the retirement benefit shall be the employee's average monthly wages for any consecutive five-year period during the employee's last twenty (20) years of Credited Service, whichever amount is larger.

B. Amount

Based upon average monthly wages determined as above stated, the employee shall be eligible for a monthly retirement benefit payable in advance, computed as follows:

1. For each of the first twenty full years of Credited Service - 2% (two percent) of said average monthly wage.

2. For each full year of Credited Service in excess of twenty full years and not in excess of thirty full years: an additional 1% (one percent) of said average monthly wages.

3. For each full year of Credited Service in excess of thirty years: an additional 1/2 of 1% (one-half percent) of said average monthly wages reduced by:

4. Fifty percent (50%) of such employee's Primary Social Security Benefit Payable under the Federal Social Security Act in effect on December 31, 1970: and

5. The amount of monthly retirement benefit, if any, to which the employee is entitled under any retirement plan maintained by a former employer for which credit is given under the Plan. These former employers include Exeter and Hampton Electric Company, Fitchburg Gas and Electric Light Company, Unitil Service Corp., and may also include any other companies that become part of the Unitil System of companies in the future.

 

Determination of Amount of Early Retirement Benefits

The monthly amount of Early Retirement Benefit payable to an employee retiring on an Early Retirement Date shall be equal to the employee's Normal Retirement Benefit based on Credited Service to the Early Retirement Date, reduced on the basis of the following schedule:

Early Retirement Age

Percent Reduction of Normal Retirement Benefits

Early Retirement Expressed as % of Normal Retirement Benefits

64

0%

100%

63

0%

100%

62

0%

100%

61

0%

100%

60

0%

100%

59

5%

95%

58

10%

90%

57

15%

85%

56

20%

80%

55

25%

75%

Normal Form of Benefits

A. Monthly Annuity for Life

An employee who is unmarried at retirement will receive a retirement benefit as a monthly annuity for as long as the employee lives. Upon death, no death benefits will be payable to any beneficiary.

B. Joint and Survivor Annuity with Spouse

An employee who is married at retirement and who does not elect to receive the retirement benefit as a monthly annuity for life, or as one of the Optional Forms of Benefits, will receive an actuarial reduced benefit for as long as the employee lives with fifty percent (50%) of such reduced benefit payable after death to the employee's spouse for as long as such spouse lives. The reduction is based upon the life expectancies of the employee and spouse on the employee's retirement date.

Optional Form of Benefits

A. Contingent Annuitant Option

An employee may elect, instead of a retirement benefit as heretofore provided, to have reduced retirement benefits made commencing on the employee's retirement date and after death such reduced payments, or any lesser amount selected by the employee, will be continued to the designated beneficiary, if living after the employee's death, for the beneficiary's lifetime.

B. Ten (10) Year Certain and Life Annuity

An employee may elect that the retirement benefit, payable on the retirement date, be reduced with the guarantee that not less than one hundred and twenty (120) monthly payment will be made either to the employee or the named surviving beneficiary.

C. Five (5) Year Certain and Life Annuity

An employee may elect that the retirement benefit, payable on the

retirement date, be reduced with the guarantee that not less than sixty (60) monthly payments will be made either to the employee or the named surviving beneficiary.

If any of the above options are elected, the provisions for minimum annual retirement benefit shall only apply prior to any reductions under the above options.

Minimum Retirement Benefit

In no event will the Company pay any employee who retires with fifteen (15) years of Vested Service an annual normal retirement benefit of less than $1,200 in addition to such sums, if any, as the employee may received as "Primary Insurance Benefits" under the Federal Social Security Act and as unemployment compensation.

Spouse's Benefits

A Spouse's Benefit shall be payable to an employee's spouse in the event of the employee's death prior to the Normal Retirement Date, provided as least fifteen (15) years of Vested Service was completed and has been married to the surviving spouse for at least one (1) year.

The monthly amount of the Spouse's Benefit shall be one-half of the amount of Retirement Benefit which would have been payable had the deceased employee retired, rather than died, on the day before death, reduced, however, by one percent (1%) for each full year in excess of two (2) by which the deceased employee's age exceed the spouse's age. A minimum of fifty dollars ($50.00) per month shall be payable.

Spouse's Benefit payments shall terminate with the last payment due preceding

death.

Deferred Termination Benefit

An Employee who terminates employment after five (5) or more years of Vested Service shall be entitled to a Deferred Termination Benefit equal to that portion of the Normal Retirement Benefit accrued to the date employment terminates.

A Deferred Termination Benefit shall commence on an employee's Normal Retirement Date. A reduced Deferred Termination Benefit is available as early as age 55.

The specific details of the retirement plan will be as described in the retirement plan documents. In the event of any conflict between this summary and the Plan Document, the Plan Document will govern. While the Company expects to continue indefinitely the benefits provided for under the retirement plan, it agrees to continue them only for the term of the Contract with the employees of the Concord Electric Company covered by the Agreement and the International Brotherhood of Electrical Workers and Local Union No. 1837, Unit #1, dated June 1, 2000.

 

 

 

Unitil/CONCORD ELECTRIC COMPANY

GROUP INSURANCE

There shall be maintained a Group Insurance program with the following benefits:

Basic Term Life Insurance Plan

Employees are eligible for group life insurance coverage equivalent to two times their base pay (basic hourly wage time 2080) rounded to the next higher full thousand. Concord Electric Company pays insurance premium cost.

Accidental Death And Dismemberment

Employees are eligible for accidental death and dismemberment coverages up to a maximum of one times their base pay (as described above), rounded to the next higher full thousand. Concord Electric Company pays insurance premium cost.

Insurance After Retirement

Employees who retire from active service may continue group life insurance of $7,500. Concord Electric Company pays insurance premium cost.

Long-Term Disability Insurance

Employees are eligible for long-term disability insurance coverage equal to 60% of their base pay (as defined above). The waiting period to begin collecting benefits is 180 calendar days of disability. Benefits are payable for two (2) years if the Employee is disabled from performing their own occupation, or to age 65 if the Employee is totally and permanently disabled from performing any occupation. Benefits from the plan are offset by other sources of disability income. Employees become eligible for coverage on the first of the month following completion of one (1) year of service.

While collecting LTD benefits, an employee's other benefits will continue as specified in the Company Policy on Continuation of Benefits While on Long Term Disability/Extended Medical Leave of Absence, HR 1.36, effective June 1, 2000.

Medical Insurance

Point or Service Plan - Provides employees with a choice each time there is a claim

between receiving HMO style benefits or indemnity style benefits.

HMO Style Benefits - Benefits received from a Primary Care Physician or as a result of a referral from the Primary Care Physician are subject to a $5 co-payment.

Indemnity Style Benefits - Benefits that are received without a referral from the employee's (or dependent's) Primary Care Physician are subject to an annual $250/person ($500/family) deductible, followed by 80% coverage for the next $5,000 of covered expenses per person ($1,000 per person in coinsurance payments). Prescription drugs are subject to a $10 co-payment per 30 day supply of brand name drug, a $5 co-payment per 30 day supply of generic drug, or a $5 co-payment per 90 day supply of drugs ordered via mail order prescription service.

Group Dental Plan

Group Dental Care Insurance is provided for employees and their eligible dependents and is briefly outlined as follows:

Deductible

There is one $25.00 deductible per person per Calendar Year with a maximum of $75.00 per family each Calendar Year. This deductible does not apply to Coverage I and IV benefits, but does apply to Coverage II and III benefits.

Coverage I - Diagnostic and Preventative, 100% Payment.

Diagnostic

Initial Examination;

Examinations to determine the required dental treatment two times in a calendar year;

Full Mouth/Panorex X-Rays once in three (3) year period;

Bitewing X-Rays once in a calendar year;

X-Rays of individual teeth as necessary.

Preventative

Cleanings two (2) times in a calendar year;

Fluoride - once in a calendar year (age limit 19);

Space Maintainers.

Coverage II - Restorative, after deductible, 80% paid by insurance, 20% paid by patient.

Amalgam, Silicate and Acrylic restorations;

Oral Surgery - Extractions;

Endodontics - Pupal therapy; root canal therapy;

Periodontics - Treatment of gum disease, includes periodontal cleanings;

Denture Repair - Repair of removable denture to its original condition;

Emergency Treatment - Palliative.

Coverage III - After deductible, 50% paid by insurance, 50% by patient.

Crowns and build-ups for crowns;

First placement of inlays and bridges;

First placement of partial or full dentures.

Coverage IV - Orthodontia, 50% paid by insurance, 50% paid by patient.

Maximum Contract Year Benefit -

The maximum amount which the plan will pay is $1,250 per person per Calendar Year. Orthodontia lifetime maximum is $1,000 per person.

Employees shall pay 10% of the total cost for medical and dental insurance coverage. Such premiums shall be subject to the following weekly dollar caps:

Employee Weekly Premium Contributions

 

2000

2001

2002

2003

2004

2005

Single

$ 5.17

$ 5.94

$ 6.83

$ 7.86

$ 9.04

$10.39

Two Person

$10.22

$11.76

$13.52

$15.55

$17.88

$20.56

Family

$15.41

$17.72

$20.38

$23.44

$26.95

$30.99

Employees will have the option of contributing premiums on a pre-tax basis under the terms of the Unitil Corporation Pre-Tax Premium Plan.

Employees will also have the option of dropping medical insurance coverage and receiving two months of company contributions towards the premium, rounded to the nearest $10.

If an employee dies, medical and dental insurance coverage will be continued for the employee's spouse and dependent children for up to six months under the terms of the Medical and Dental Insurance Extension Policy HR 1.26, effective June 1, 2000.

Supplemental Group Term Life Insurance

Employees will have the option of purchasing supplemental group term life insurance equal to 1x, 2x or 3x their base pay (hourly wage times 2080), and pay the premiums through payroll deduction. The first $100,000 coverage will be issued without any evidence of insurability if the employee signs up for coverage when initially eligible. Evidence of insurability may be required by the insurance company:

1) If the employee declines coverage and later decides to enroll in the plan after the initial eligibility period,

2) If the employee decides to increase coverage as a multiple of base pay, or

3) For any coverage exceeding $100,000.

Supplemental Accidental Death and Dismemberment

Employees will have the option of purchasing individual or family supplemental accidental death and dismemberment insurance in increments of $10,000 and pay the premiums through payroll deduction. Maximum coverage is $300,000.

Long Term Care Insurance

Employees will have the option of purchasing long term care insurance for nursing home and home health care benefits. Such policies can cover the employee, the employee's spouse, parents or in-laws, and the employee will receive the benefit of a group discount and pay the premiums through payroll deduction. Employees will have the opportunity to design individual policies that meet their individual needs.

This benefit summary is for informational purposes only. The benefits are described more fully in the applicable master group insurance policy. The extent of coverage for each individual is governed at all times by that document. In the event of any conflict between this summary and the plan documents, the plan document will govern.

While the Company expects to continue indefinitely the benefits provided under these plans, it agrees to continue them only for the term of the Contract with employees of Concord Electric Company covered by the Agreement and International Brotherhood of Electrical Workers and Local Union No. 1837, dated June 1, 2000.

In the event there shall be enacted after June 1, 2000, state or federal legislation which conflicts with the Pension Plan or Group Insurance provisions, outlined above, the state or federal legislation will govern.

 

Page 1 of 2

EXHIBIT A

Unitil/CONCORD ELECTRIC COMPANY

SCHEDULE OF WAGES

Pay period May 28, 2000 through May 30, 2004

Contract Period June 1, 2000 through May 31, 2005

 

Rate Effective

 

5/28/00

5/27/01

5/26/02

6/1/03

5/30/04

Line Department

 

 

 

 

 

Lineworker I - RG 34.5 kV

24.48

25.33

26.12

26.90

27.71

Utility Lineworker I

24.79

25.66

26.45

27.24

28.06

Lineworker I

23.75

24.58

25.35

26.11

26.89

Lineworker II

 

 

 

 

 

Fourth 6 months

20.48

21.20

21.86

22.51

23.19

Third 6 months

19.63

20.32

20.95

21.58

22.23

Second 6 months

18.66

19.31

19.91

20.51

21.13

First 6 months

17.74

18.36

18.93

19.50

20.08

Lineworker III

 

 

 

 

 

Second 6 months

17.42

18.03

18.59

19.15

19.72

First 6 months

16.38

16.96

17.48

18.01

18.55

Lineworker Apprentice

 

 

 

 

 

Second 6 months

16.15

16.71

17.23

17.75

18.28

First 6 months

15.88

16.43

16.94

17.45

17.97

Meter Department

 

 

 

 

 

Lead Meter Mechanic

22.87

23.67

24.41

25.14

25.89

Meter Mechanic I

21.58

22.34

23.03

23.72

24.43

Meter Mechanic II

 

 

 

 

 

Third 16 months

18.64

19.29

19.89

20.49

21.10

Meter Mechanic III

 

 

 

 

 

Second 16 months

17.01

17.60

18.15

18.69

19.25

Meter Mechanic Apprentice

 

 

 

 

 

First 12 months

15.22

15.76

16.25

16.73

17.24

Operation Technician I

20.48

21.20

21.86

22.51

23.19

Operation Technician II

 

 

 

 

 

Second 16 months

18.40

19.05

19.64

20.23

20.83

Operation Apprentice

 

 

 

 

 

First 12 months

16.16

16.72

17.24

17.76

18.29

Meter Worker I

17.73

18.35

18.92

19.49

20.07

Meter Worker II

 

 

 

 

 

First 12 months

16.82

17.41

17.95

18.49

19.04

Meter Reader I

16.82

17.41

17.95

18.49

19.04

Meter Reader II

 

 

 

 

 

First 12 months

16.05

16.61

17.13

17.64

18.17

 

Page 2 of 2

EXHIBIT A

Unitil/CONCORD ELECTRIC COMPANY

SCHEDULE OF WAGES

Pay period May 28, 2000 through May 30, 2004

Contract Period June 1, 2000 through May 31, 2005

 

 

Rate Effective

 

5/28/00

5/27/01

5/26/02

6/1/03

5/30/04

Station Attendant

 

 

 

 

 

* Station Attendant [Grandfathered]

18.60

18.60

18.60

18.60

18.92

Station Attendant I

16.72

17.30

17.84

18.37

18.92

Station Attendant II

 

 

 

 

 

First 12 months

15.94

16.50

17.01

17.52

18.04

Maintenance Department

 

 

 

 

 

Automobile Mechanic I

20.93

21.66

22.33

23.00

23.69

Maintenance Worker

17.85

18.48

19.05

19.62

20.21

Utility Maintenance Worker

17.21

17.81

18.37

18.92

19.49

Stockroom

 

 

 

 

 

Stockclerk I

16.82

17.41

17.95

18.49

19.04

Stockclerk II

 

 

 

 

 

First 12 months

14.96

15.48

15.96

16.44

16.93

OFFICE

 

 

 

 

 

Operation Office Clerk

12.47

12.91

13.31

13.71

14.12

* Lump Sum Payment- Current Station Attendants' wage rate frozen at $18.60 until new rate is reached in 2004. In 2004 a Lump Sum payment will be prorated by the adjusted increase.

(Lump Sum Payment will be made annually on Gross Earning based on the general wage increase for prior 12 months - Ending June 1st of each year.)

 

 

 

 

 

EXHIBIT B

DUES DEDUCTION

I hereby authorize and direct Unitil/Concord Electric Company to deduct from my pay, Union Membership dues in accordance with the following: my job classification hourly rate x 2 + 8.00 x 12 / 52 or such other amount as may from time to time be certified to the Company as being the current dues voted by members of Local Union No. 1837. This deduction shall be made equally from each paycheck and shall be paid to Local Union No. 1837 in accordance with the terms of the collective bargaining agreement between it and the Company now in effect.

This authorization and direction shall be irrevocable for the period of one year or until the termination of the said collective bargaining agreement, whichever occurs sooner; and I agree and direct that this authorization and direction shall be automatically renewed and shall be irrevocable for successive periods of one year or for the period of each succeeding applicable collective bargaining agreement between the Company and the Union, whichever shall be shorter, unless written notice is given by registered mail by me to the Company and the Union not more than twenty (20) days and not less than ten (10) days prior to the expiration of each period of one year, or each applicable collective bargaining agreement between the Company and the Union, whichever occurs sooner.

 

 

 

 

WITNESS: ______________________________________________, 2000

 

 

 

 

 

 

Memorandum of Understanding

To: Tom Clements, Assistant Business Manager, IBEW

From: George Long, Director of Human Resources

Date: June 1, 2000

Subject: Vacation Grandfathering

 

Tom, this memo is to document our mutual agreement that employees of Concord Electric Company who have at least 10 years of service as of June 1, 2000 will be grandfathered under the prior Concord Electric Company vacation policy until they reach their next full week entitlement. This means that:

employees who currently have 4 weeks per year will receive 5 weeks per year in their 15th anniversary year. These employees will then remain at the 5 week level.

employees who currently have 5 weeks will receive their extra days until they reach their full six week entitlement in their 24th anniversary year. These are the only employees who will reach the 6 week level in the future.

 

 

 

Memorandum of Understanding

To: Tom Clements, Assistant Business Manager, IBEW

From: George Long, Director of Human Resources

Date: June 1, 2000

Subject: Retiree Medical Insurance

Tom, this memo is to document our mutual agreement that Unitil Corporation will not implement any recommendations of the Unitil Retiree Trust which would have the impact of requiring future retirees of Exeter & Hampton Electric Company or Concord Electric Company to contribute towards their post-retirement medical insurance. This mutual agreement is effective June 1, 2000 and will continue in effect for the term of this contract.

 

 

 

Memorandum of Understanding

To: Tom Clements, Assistant Business Manager, IBEW

From: George Long, Director of Human Resources

Date: June 1, 2000

Subject: Floating Holidays

Tom, this memo is to document our mutual agreement that Unitil/Concord Electric Company will grant one additional Floating Holiday to employees in 2002 and one additional Floating Holiday in 2004. These Floating Holidays must be used between January 1 and June 1 of the year in which they are granted. These Floating Holidays are subject to the same provisions of the Agreement as any other designated holiday, and subject to Section 3.5(d).

 

 

 

Memorandum of Understanding

To: Tom Clements, Assistant Business Manager, IBEW

From: George Long, Director of Human Resources

Date: June 1, 2000

Subject: Benefits Team

Tom, this memo is to document our mutual agreement that Unitil Corporation will implement a Benefits Team as discussed below. This mutual agreement is effective June 1, 2000 and will continue in effect for the term of this contract.

Mission:

The purpose of the Benefits Team is to continuously examine the quality, monitor the costs and improve all employee benefit programs; to educate and inform employees about existing benefits; to inform employees of developments in the benefits field; and, to develop proposals for recommended changes for management and union consideration. The Benefits Team is to supplement, not replace, the normal roles and responsibilities of Human Resources in creating, recommending, monitoring, controlling, and communicating Benefits Plans and Programs.

Membership:

Two union members each from CECo, E&H and FG&E.

One representative each from the BUWC and IBEW.

One non-union (HR) representative from USC, CECo, E&H and FG&E.

Benefits Analyst

Director of Human Resources

Process for Creating Recommendations:

All proposals/recommendations created by this Team will be developed by a consensus process requiring mutual agreement and understanding of Benefits Team members.

Frequency and Location of Meetings:

Meetings will be held quarterly at the Unitil building in Hampton. Meetings may be held more frequently if the need arises. A schedule of meetings will be published in advance.

 

TOPICAL INDEX

A Page #

Absence Due to Death in the Family 13

Adjustments of Disputes and

Arbitration 18

Amending Agreement During Term 22

Arbitration 18

Assignment of Overtime Work 7

B

Bulletin Boards 19

Boot Allowance 13

C

Consolidation or Merger 21

Contracting Crews 17

D

Date and Term-

Termination-Amendmen 21

Demotions 15

Direct Deposit 2

Disability Benefits and Safety 20

Discharges 17

Discrimination 21

Disputes 18

Dues Deduction-Exhibit B 34

E

Equipment Provided by Company 10

Effective Date and Term 21

Exhibit A-Schedule of Wages 32

Exhibit B-Dues Deduction 34

Page #

F

401(k) Plan 3

Furloughs 15

G

Group Insurance 14, 28

Grievances 18

H

Hours of Work and Premium Pay 3

Holidays 6

I

Inclement Weather 8

L

Leave of Absence 12

Lockouts 18

M

Mailing Requirements 19

Meal Provision Policy 9

Memorandums of Understanding:

Vacation Grandfathering 35

Retiree Medical Insurance 36

Floating Holidays 37

Benefit Team 38

Military Leave 11

Minimum Pay for Employees

Called In 5

 

 

TOPICAL INDEX

N Page #

Negotiations-Changes or

Terminations 21

No Strikes or Lockouts 18

Notices and Requests 19

O

Outside Contractors 17

P

Pay When Away From Home 12

Payroll Deduction for Union Dues 2

Preamble 1

Promotions 15

Plan 401(K) 3

R

Recognition of Union 2

Rest Period 11

Retirement Plan 14, 23

Retrogression 16

Rubber Gloving 8

S

Safety 20

Schedule of Wages-Exhibit A 32

Shift Premium 5

S (continued) Page #

Sick Pay 20

Stand-By 11

Strikes 18

Supervisors Working 17

Suspensions 17

T

Temporary Assignments 13

Temporary Assignments Outside of

Company's Service Area 16

Temporary Up-Grading 8

Termination Pay 16

Termination 21

U

Utility Lineworker I 13

Union Security 2

V

Vacations 7

W

Wage and Work Agreement 20

Wages and Hours 3

Worker's Compensation 20

Wellness 14

 

 

 

Safe practices depend upon human action

and, therefore the responsibility for them

rest primarily with the

individuals.

In recognition of this, it is Company policy

to ask no employee or group of employees to engage in unsafe activity or practices

or knowingly permit any employee to do so.

A five year Agreement made and entered into this 1st day of June , 2000 by and between EXETER & HAMPTON ELECTRIC COMPANY, a New Hampshire corporation hereinafter referred to as the "Company," and LOCAL UNION NO. 1837, Unit #1 of the INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS, and the EMPLOYEES OF THE COMPANY who have designated Local Union No. 1837, Unit #1, of the International Brotherhood of Electrical Workers to act for them as their collective bargaining agent, all hereinafter referred to as the "Union,"

WHEREAS, the Union represents a majority of the employees of the Company in the Line Department (including Lineworkers, utility plant inspector, stock and plant clerks),

Meter Department and meter readers and has been designated by said majority to be the exclusive representative of all employees of the said departments for the purpose of collective bargaining in respect to rates of pay, wages, hours of work, and other conditions of employment and,

WHEREAS, both the Company and the Union desire to promote harmony and efficiency in the working forces so that the employees and the Company may obtain mutual economic advantage consistent with the duty of the Company, as a public utility, at all times to provide an adequate and uninterrupted supply of electric service in the territory and communities which it serves,

NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth, it is agreed as follows:

ARTICLE I: RECOGNITION OF UNION

The Company recognizes the Union to be the exclusive representative of all the employees in the Line, Plant Records and Inspection, Meter, and Stores Departments holding the positions set forth on the attached "Schedule Of Wages," for the purposes of collective bargaining.

ARTICLE II

A. Union Security

1. All employees who are at present members of the Union or may hereafter become members of the Union shall remain members in good standing in the Union during the term of this Agreement as a condition of their employment by the Company. New employees covered by the Agreement shall be required to apply for membership in the Union at the end of ninety (90) days of continuous employment and remain members in good standing in the Union as a condition of their continued employment during the term of the Agreement and the Union agrees to accept such new employees into membership in the Union in accordance with its By-Laws. The term "member in good standing" is understood to be a Union member whose dues are paid in accordance with the By-Laws and Constitution of the Union.

2. The Company shall not use outside contractors to perform work regularly done by its regular employees if so doing would result in any regular employee being discharged or laid off.

B. No Discrimination

Employees are covered by the Company's Equal Employment Opportunity Policy HR 1.07, dated February 22, 1999. The Company provides equal employment opportunity for all employees regardless of race, color, marital status, religion, age, gender, sexual orientation, national origin, citizenship status, disability or veteran status.

C. Safety

1. The Company will continue to make reasonable regulations for the safety and health of its employees during their hours of employment. The Company's Safety Program shall provide for the involvement of the Union in its various aspects, including courses of action to avoid personal injury and damage to equipment, the proper use of materials, review of safety instructions, accidents, first aid measures, and to provide input through the Company Safety Committees for modification and/or adoption of safety instructions.

2. Whenever an Accident Investigation Report is made, as to an accident in which an employee represented by the Union is involved, the employee and the Chief Steward will receive a copy of the Investigation Report.

D. Payroll Deductions for Union Dues

The Company agrees to make weekly payroll deductions for Union dues upon written authorization of employees who are Union members with their signatures properly witnessed and to forward monthly the amounts so deducted to the Union.

ARTICLE III: WAGES AND HOURS

A. Wages

1. The hereto attached Schedule of Wages shall be effective during the life of this Agreement.

2. The Company may hire new employees in any job classification at any rate of pay down to 15% below the straight-time hourly rate for such job classification as shown on the attached Schedule of Wages; provided, however, that if retained in service, the employee must be increased to the straight time hourly rate of pay for the job classification within six (6) months of the date of hire or at such earlier date that the employee becomes fully qualified to perform the duties of the job classification.

3. An employee promoted to another job classification will be paid during the first six (6) months in the new job classification at an hourly rate which is the average of the rates shown on the attached Schedule of Wages for the employee's prior job classification and the new job classification.

4. The hourly rate for Lineworkers when performing 34.5 kV rubber gloving is set by adding one dollar ($1.00) per hour to the similar lineworker's wage. If assigned this higher wage rate for any period, the employee shall receive this rate for the normal eight (8) hours of the day.

5. Utility Lineworkers assigned to a 3:00 PM to 11:00 PM work schedule shall receive a seventy-five cent ($0.75) per hour shift differential during these hours and while on duty only under the terms of the Shift Differential Pay Policy, HR 1.19, effective June 1, 2000.

6. Utility Lineworkers assigned to a Saturday 7:00 AM to 3:00 PM work schedule shall receive a one dollar and twenty-five cents ($1.25) per hour shift differential during these hours and while on duty only under the terms of the Shift Differential Pay Policy HR 1.19, effective June 1, 2000.

7. A Meter Reader Class I training a new Meter Reader Class II shall be paid a one dollar ($1.00) per hour differential while performing such training. A new Meter Reader Class II will be trained solely by a Meter Reader Class 1. The Meter Reader Class 1 who provided the training would be selected from a group of volunteers. If there are not volunteers one will be appointed by the supervisor.

 

B. Working Hours

1. The normal work week shall be forty (40) hours, and the normal work day shall be eight (8) hours, 7:00 AM to 3:00 PM, Monday through Friday between April 1st and November 30th. The working hours shall be 7:30 AM to 3:30PM for the months of December 1st through March 31st. A fifteen (15) minute break for lunch at the worksite is authorized.

2. These hours do not apply to the Stock Clerk, Assistant Plant Clerk, Plant Clerk, Secretary Records and Communication or the Utility Plant Inspector. The normal working hours for the above classifications shall be 7:00 AM to 3:30 PM Monday thru Friday with a half hour lunch which will normally be taken between 12:00 noon and 12:30 PM. If these employees are working off the road while constructing, maintaining, or patrolling transmission lines may, by mutual agreement, take a 20 minute lunch break and will be paid overtime for the normal 30 minute lunch period at the appropriate rate.

3. Utility Lineworker hours shall be Monday through Friday, 7:00 AM to 11:00 PM and Saturday 7:00 AM to 3:00 PM. Utility Lineworkers shall rotate monthly and equally between three work periods as follows: (Note: other work period rotations may be agreed to by management, provided the cycles are of equal duration)

a. Forty (40) hours: Tuesday through Friday, 7:00 AM to 3:00 PM or 7:30 to 3:30 during the months outlined under (1) above and Saturday 7:00 AM to 3:00PM.

b. Forty (40) hours: Monday through Friday, 7:00 AM to 3:00 PM or 7:30 AM to 3:30 PM during the months outlined under (1) above.

c. Forty (40) hours: Monday through Friday, 3:00 PM to 11:00 PM.

C. Standby Clause

Standby duty consists of two (2) qualified lineworkers remaining within reach of a telephone or pager so that an employee on standby duty may be notified to report for work in cases of emergency or necessity outside of regularly scheduled working hours. Standby duty does not require any interruption of employee's normal life except to the extent of making arrangements so that the employee can be reached by telephone or pager within a reasonable driving time from the place the employee normally reports for work. At least fifty percent (50%) of total standby assignments shall be mandatory. For scheduling purposes, there shall be a minimum of one (1) week between assignments.

Standby duty shall be for the hours beginning at 7:00 AM Friday extending through the following Friday ending at 7:00 AM. Two qualified lineworkers shall be assigned standby duty. One standby lineworker shall cover off-hours calls and shall receive twelve (12) hours of straight time pay plus hours worked, plus three (3) hours of straight time pay for a week in which a holiday falls and the lineworker is on standby the majority of the hours on that holiday. The second lineworker shall cover non-Utility Lineworker hours and shall receive seven (7) hours of straight time pay plus hours worked, plus three (3) hours of straight time pay for a week in which a holiday falls and the lineworker is on standby the majority of the hours on that holiday. If the scheduled Utility Lineworker does not report to work, the second standby lineworker shall be required to cover such hours and shall receive one (1) hour of straight time pay per day of coverage plus hours worked.

D. Overtime

1. Double time shall be paid for all hours worked on Sunday and holidays and time and one-half paid for all other hours worked outside of the normal work day or week.

2. When called out from their homes at times other than regular working hours employees shall receive an amount not less than that equal to four (4) hours straight-time pay when called out before midnight, and an amount not less than that equal to six (6) hours straight-time pay when called out between midnight and 5:00 AM. However, these call out minimums shall not apply when the hours worked are concurrent or connects with the employees beginning or end of their normal working hours. Time will begin immediately upon traveling to report to work and end upon returning home or their first stop upon being released from work not to exceed thirty (30) minutes each way unless such time is continuous with the regular work day or employee takes meal time while in route. Employees are expected to be fair and reasonable when charging for travel time.

3. When practicable, overtime work will be distributed equally among all employees of the department concerned. All overtime shall be included for the purposes of tracking employee unscheduled and scheduled overtime work. The Company shall not, however, be required to schedule overtime or to modify overtime schedules to accommodate employees whose normal work week is other than between the hours of 7:00 AM to 3:30 PM, Monday through Friday.

4. Employees assigned to work on planned weekend overtime will be notified as to the hours to be worked on the immediately preceding Friday by 3:30 PM, but only after being alerted on the immediately preceding Thursday of the anticipated Saturday work. The above mentioned Saturday planned weekend overtime relates to normal Company work and not customer related requests or other unforeseen circumstances. In the event of inclement weather, employees shall be dismissed immediately and if this dismissal occurs before or at the first half hour of work, employees shall be paid four (4) hours at straight time pay. If dismissal due to weather should take place after the first half hour of work the employees shall receive the greater of, four hours at straight pay or time and one half for hours worked.

5. The Company reserves the right to limit and assign the number of employees to any planned and scheduled overtime provided the current overtime list is followed.

6. If an employee is required to work sixteen (16) or more consecutive hours, a period of eight (8) hours off will be allowed before returning to work unless an emergency arises which makes it necessary for the Company to call the employee back to work before the expiration of the eight-hour (8) period. Employees working over sixteen (16) consecutive hours will be paid double time for the consecutive hours worked beyond sixteen (16). Any part of the eight-hour (8) period which extends into the employee's normal work schedule will be paid for at normal straight-time rates.

Time allowed off for meals will not prevent the hours worked from being considered as consecutive. If an employee is called and reports for work within two (2) hours of the time the employee went off duty or in the case where prior consecutive hours worked were sixteen (16) or greater, within eight (8) hours of the time of going off-duty, the time off will not prevent the hours worked thereafter from being considered as consecutive with the previous hours worked.

7. Unless an emergency arises, an employee who is required to work scheduled or unscheduled hours between midnight and 6:00 AM is entitled to a minimum aggregate of seven (7) hours of rest time between midnight and the beginning of their normal work schedule. If such rest time extends into the employee's normal workday, no reduction in pay will be made for the hours overlapping the normal workday. Rest time extending into the normal work schedule and having a duration of three (3) hours or less may be taken at the end of, rather than the beginning of, the normal work day, provided 50% of time worked occurred after 3:30 AM. If more than 50% of time worked occurred before 3:30 AM, rest time must be taken at the beginning of the workday. If an employee cannot take rest time because of work requirements, the employee shall receive two times their normal straight time rate of pay for all rest time hours worked during their normal work hours, provided there are other qualified company resources available performing non-emergency work.

8. When an employee is released from work during normal working hours in order to establish a shift and have employees readily available for an anticipated storm, the employee will be paid a storm rate equal to their normal straight time rate during those hours outside of the normally sheduled work day provided line contractors are engaged in restoration activities. The storm rate will apply on the first day of the storm only. Released employees are expected to be readily available until the Company notifies them that they no longer are required to remain available. It shall be the sole discretion of the Company to determine when the storm rate has been suspended. The Company will notify employees on the storm rate as soon as practicable that the storm has been suspended and they are no longer required to remain available. If such notification is greater than thirty (30) minutes past the storm rate termination time, the employee will be paid for all time up to notification.

E. Holidays

1. Holiday Pay is provided under the terms of the Holiday Pay Policy HR 1.24, effective June 1, 2000. Holidays shall be considered to be the following days: New Year's Day, Memorial Day, Independence Day, Labor Day, Veterans' Day, Thanksgiving Day, The Day after Thanksgiving and Christmas Day.

2. Four (4) additional days each year will be designated as "Floating Holidays", subject to the same provisions of this Agreement as any other designated holiday. The approval of all floating holidays will be in accordance with the Company's Policies and Procedures for vacation and floating holiday scheduling.

3. If a holiday falls on a day on which an employee is not regularly scheduled to work and the employee does not work on such a holiday, the employee shall receive holiday pay (an amount equal to eight [8] hours straight-time pay) or at the discretion of the Company, a day off in lieu of such holiday pay; provided, however, that the Company shall have no obligation to grant a particular day off if the granting of such day off would require the Company to pay a premium rate of pay to another employee to fill in for the employee taking the day off.

4. If a holiday falls on a Saturday and is observed on a Friday, the Utility Lineworker scheduled to work the Tuesday through Saturday shift shall have the option of working either that Friday or the preceding Monday (at straight time rates).

 

F. Vacations

1. Vacation Pay is provided under the terms of the Vacation Pay Policy HR 1.20, effective June 1, 2000.

Employees must seek prior approval from their supervisors before taking vacation time and all questions regarding vacation leave should be directed to their immediate supervisor.

The schedule below illustrates the accrual of the vacation leave benefit:

Completed Years of Service

Entitlement

Monthly Accrual

0 - 4 years

2 weeks

.833 days/month

5 - 9 years

3 weeks

1.25 days/month

10 - 19 years

4 weeks

1.67 days/month

20+ years

5 weeks

2.08 days/month

 

Employees earn the Monthly Accrual if they are employed for the entire month and are not on leave of absence without pay.

2. Vacation time has to be scheduled in advance with the employee's immediate supervisor. Because of scheduling difficulties and work load requirements, the Company reserves the right to schedule any vacation time in excess of two (2) weeks.

G. Classification Changes

1. Reclassification:

a. When an employee is temporarily assigned to a higher wage classification for any period the employee shall receive the rate for such classification under Schedule of Wages attached. Employees temporarily reclassified under this section will continue to receive the rate of pay as long as the conditions for the reclassification continue to exist.

b. When a line crew composed of two or more employees is performing work the Lead Lineworker or Lead Line Technician on the crew shall be the employee in charge of the other employee or employees. If there is no Lead Lineworker or Lead Line Technician on the crew, the senior qualified employee on the crew shall be the employee in charge of the other employee or employees unless otherwise designated and shall be temporarily assigned to a higher wage classification and receive the rate for such classification under Schedule of Wages attached.

c. When a project requires two (2) or more line crews and these line crews are not working as an individual unit each crew will have an employee in charge of the other employee or employees. This employee will be a Lead Lineworker or Lead Line Technician. In cases where there is no Lead Lineworker or Lead Line Technician on the crew, the senior qualified employee on the crew shall be the employee in charge of the other employee or employees unless otherwise designated. This employee shall be temporarily assigned to a higher wage classification and receive the rate for such classification under Schedule of Wages attached as long as the conditions for the reclassification continue to exist.

2. Retrogression Pay:

a. If a regular full-time employee becomes partially incapacitated by reason of age or disability (provided that such disability [1] did not arise during the course of or as a result of employment by an employer other than the Company who is subject to Worker's Compensation statutes, or [2] did not arise during the course of or as a result of the employee's activity as an independent contractor on a regular basis, or [3] was not deliberately caused by or contributed to by the voluntary act of the employee) and thus is unable to perform fully the duties of the job classification, the Company will endeavor to give other work by placing the employee in the highest classification in which the employee is able to perform the work assigned and in which there is an available opening. The employee shall be given a reasonable opportunity for training to fill an available job which carries a rate of pay more nearly equal to the original rate, and if the employee becomes qualified for such available job, shall be placed in the classification. An assignment made under this Article shall continue until the employee's normal retirement date, provided that the employee remains qualified to perform the duties required of the job classification. During the period of assignment under this Article, employees shall be paid at the maximum rate for the classifications to which they are assigned, except those employees who have completed ten (10) or more years of continuous service at the time of assignment shall be paid not less than the percentage of their former rates indicated below, such percentage to remain the same for the balance of each employee's active employment. When rates of pay are adjusted by a general wage adjustment, employees so classified will receive an adjustment in pay in the amount by which the employee's retrogressed classification is adjusted.

b. Subject to the restrictions imposed by this Article relating to the availability of a job opening and the ability of the employee to perform the job, an employee suffering an occupational disability resulting from sickness or injury contracted in the course of Company employment, shall have the option of receiving a rate determined in accordance with the following table or such compensation as may be determined by the operation of the applicable Worker's Compensation law.

Years of Service at
Time of Assignment


Percentages

25 or more

100%

20 - 24

95%

15 - 19

85%

10 - 14

75%

3. Termination Pay

a. If an employee's employment with the Company is terminated due to a reduction in work force resulting from automation or the closing of an operation, the employee shall, unless retired with pension benefits under the Pension Plan, be entitled to receive one-week's (1) pay for each six (6) months (calculated to the nearest six-month (6) period) of service with the Company; provided, however, that an employee receiving termination pay shall not be entitled to be rehired under the provisions of ARTICLE VII of this contract. The employee may have the option to take termination pay for up to one (1) full year.

H. Temporary Assignments Outside the Company's Service Area

Work assignments with utilities outside the Company's service area are voluntary except when the utility is an affiliate of Unitil Corporation. If adequate volunteers cannot be obtained for work assignments at Unitil affiliates, personnel will be assigned. Employees will be paid for travel time, and transportation will be provided if requested. The rate of pay shall be in accordance with this agreement plus $1.00 per hour. The additional $1.00 per hour will be paid unless the employee is working for a current affiliate of Unitil Corporation. If an employee works outside the service area and is required to stay overnight, out-of-town pay will be paid. The employee will be paid the same as when working within the service area except that straight time rates will be paid for rest time.

This provision does not apply to assignments classed as nonworking (examples: training, schools, meetings, etc.).

I. Working Conditions

1. Except when heat, cold, rain, snow, humidity, or other severe weather conditions make such work unsafe, or as defined in "a" or "b" below, employees are expected to perform outdoor work during inclement weather. As the severity of inclement weather varies and whether or not work can begin or continue depends, on part, upon the job involved. The manager, or a representative designated by the manager, will determine if weather conditions are such that it warrants cessation of work, consistent with safety. The Employer's representative on the job site will be instructed as to what constitutes inclement weather. Employees shall not lose any regular pay because of failure to work outdoors due to inclement weather, except in cases of disciplinary reasons.

a. Except in cases of necessity, emergency, or as set forth herein, Lineworkers shall not be required to do outdoor line work, which exposes them to inclement weather. For the purpose of this section, inclement weather will include extreme cold which shall be considered 12 degrees Fahrenheit or minus 10 degrees Fahrenheit wind-chill which will be determined by the thermometer at the Company's Drinkwater Road facility.

i. The following work shall be performed during all weather conditions except when the conditions are such that it would be unsafe to perform the work:

1) Installation, maintenance, and replacement of street/flood lights.

2) Company related planned service interruptions. An alternate date shall be scheduled and shall be met if the work is not completed on the original date.

3) Customer requested planned service interruptions. An alternate date will not be scheduled.

ii. Light precipitation assignments shall include, but not be limited to the following:

1) Installation, maintenance, and replacement of services, including secondary and transformer installations as necessary to complete these services.

2) Substation work on de-energized or isolated equipment, excluding climbing steel.

3) Motorized patrols.

4) Dead line work.

5) Material handling, stocking, delivery, loading, and unloading.

iii. Lineworkers will not be required to work on energized primaries or secondaries, during wet weather, except in emergencies or necessities and while performing work as described in the inclement weather section.

iv. When the temperature reaches 90 degree Fahrenheit, normal line work requiring the use of rubber gloves and/or sleeves will cease.

b. Meter Readers/Meter Workers/Meter Mechanics will not be required to read meters during heavy snow or sleet or in any severe weather conditions which would be considered detrimental to the safety of the employees. In making this determination, the supervisor along with the employee will consider factors which include driving/road conditions, walking conditions, location of routes to be read, a review of local weather conditions and forecasts and any relevant source of information. The supervisor will be responsible for making the final decision.

J. Tools and Equipment

1. The Company shall provide Lineworker's equipment, consisting of climbing spurs, pads and straps, body belts and safety straps, pliers, connectors, skinning knives, leather gloves, adjustable wrenches, rules and screwdrivers, and replacements and renewals of them. All Lineworker's equipment shall be and remain the property of the Company. When renewals or replacements are requested, the old equipment must be turned in or its loss satisfactorily explained. All Lineworker's equipment shall be left on the property of the Company when not in use.

2. The Company shall provide all reasonably necessary tools for meter department employees.

3. The Company shall provide protective clothing for employees engaged in painting equipment.

K. Supervisors Working

Full time supervisors above the rank of Working Foreperson will not customarily perform the same work which is performed by the employees whom they supervise, provided, however, that supervisors may perform such work for the purpose of instruction, training, and in cases of emergency. Emergencies, for the purpose of this section, shall be defined as including the following two descriptions: (1) customer outages or (2) an unexpected occurrence or set of circumstances demanding immediate action which threatens life, limb, property or the continuity of service.

L. Rubber Gloving

As of June 25, 1995, the Company may adopt the practice of rubber gloving voltages up to and including 34.5 kV in line work. Any employee classified as Lineworker I, II, or III as of June 25, 1995, shall not be required to rubber glove voltages in excess of 15 kV. To the extent the Company requires rubber gloving of voltages between 15 kV and 34.5 kV, the work shall be carried out by volunteers within the Company who have achieved Lineworker I status or by a Lineworker I who is hired after June 25, 1995.

Lineworkers who were employees of the Company as of June 25, 1995, who volunteer for the 34.5 kV rubber gloving program shall have the option of leaving the program within one year from the day they volunteer, after the program goes online. The Company, upon receipt of written notice that employee's intent to leave the 34.5kV rubber gloving program, will immediately remove them from the program. It has been further agreed that the Company will confer with the Union with respect to appropriate safety rules for rubber gloving voltages up to and including 34.5 kV in line work.

ARTICLE IV: DIRECT DEPOSIT & 401(k) PLAN

A. Direct Deposit

The Company agrees to offer direct deposit of up to eight (8) accounts to employees upon written authorization by employees.

B. 401(k) Plan

Unit #1 members may participate in the Company's 401(k) Plan. The Company agrees to make payroll deductions for payments to the duly-established 401(k) Plan upon written authorization by regular employees and to forward the amounts so deducted to the 401(k) Plan in accordance with such authority.

ARTICLE V: PENSIONS

During the effective period of this Agreement, the Company will pay retirement benefits in accordance with Statement of Retirement Plan dated June 1, 2000, attached hereto.

ARTICLE VI: GROUP INSURANCE

During the effective period of this Agreement, the Company will maintain Group Insurance as follows: Life, Accidental Death and Dismemberment, and Comprehensive Medical and Dental Plan in accordance with terms of statement dated June 1, 2000, attached hereto. In the event that there shall be enacted after June 1, 2000, state or federal legislation in addition to that now enacted which provides benefits in the field of health, medical, hospitalization and nursing care, the parties agree at the request of either one to confer to consider revising the benefits provided under this Agreement in said field in order to prevent duplication or overlapping.

 

ARTICLE VII: PROMOTIONS, DEMOTIONS, AND FURLOUGHS

A. Promotions & Demotions

Selection of regular employees for promotion within the bargaining unit, for demotion or furloughing because of a reduction in forces, shall be based upon qualifications and seniority. If the employee is qualified for the job in cases of promotion and demotion, seniority shall govern. In cases of furloughing, seniority shall govern. The Union and the Company recognize that it may be necessary to make exceptions in the application of the foregoing seniority provisions by mutual agreement in order to insure efficient operation of the Company's business. The determination by the Company as to qualifications for promotions to foremen and supervisors shall not be subject to arbitration under Article X. Seniority as used in this agreement for purposes of promotion, demotion, furloughing or lay-offs shall mean length of continuous service in one or more of the job classifications listed in schedule of wages and represented by IBEW Local 1837. For the purposes of promotions to certain positions having defined progression steps, employees shall be required to successfully complete a training program prior to being promoted to higher classifications. Successful completion shall be determined by passing written tests and the ability to demonstrate proper working techniques and practices.

B. Furloughs

If and when there is an addition in forces in any department covered by this Agreement, employees who have been furloughed from such department shall be given preference over other persons, and employees who have been furloughed from any other department covered by this Agreement shall be given preference over persons not formerly in the employ of the Company, if in either case they are qualified in this Article.

 

C. New Positions

1. When a vacancy or the creation of a new position necessitates promotion of any employee, or hiring a new employee, the Company shall post notices at locations accessible to the employees, such notices to remain posted for one week, within which time employees may apply in writing to the supervisor or official of the Company designated in the notice. The notices shall set forth the classification of the position to be filled, an outline of the duties, the hours and days of work, and wage rate, the date on which the notice is posted and the last day for filing applications. Applicants who have special qualifications may describe such qualifications briefly in their applications.

2. The Company may assign anyone to fill a vacancy or new position temporarily pending the posting of notices and the consideration of applications.

3. The Company may also assign anyone to perform temporary work or to replace an absent employee without regard to the foregoing provisions of this Article.

4. When an employee is promoted or transferred to another position but fails to qualify within six (6) months, the employee shall be reassigned to the class from which the employee was promoted or transferred. If the Company determines that the employee is qualified to perform the work in the class to which the employee was promoted or transferred, but the employee desires to return to the previous class of work, the Company shall not reassign the employee until there is a vacancy in such previous class.

D. Leave of Absences

1.  Employees are eligible for the Company's Unpaid Leave of Absence Policy HR 1.34, effective June 1, 2000, which allows for up to six (6) months off, unpaid, for personal reasons that do not qualify under other leave policies.
2.  Leave of Absence for Union Officials - Time off without pay shall be granted upon the request of the Union to Union officials and/or duly elected delegates to the International Convention for the purpose of attending Conventions of the IBEW or to attend other conferences involving the Local Union, provided that (a) the absence of the employee shall not, in the opinion of the Company, interfere with the Company's operations or cause undue hardships to other employees, and (b) provided that the request for such time off shall be made as far in advance as possible, but in no case less than two (2) weeks in advance, and (c) the current Company's vacation policy and procedure will be used to establish the number of employees within a department that can be off at any one time. Maximum duration per occurrence would be one (1) week.
3.  Leave of Absences to Attend Funerals Employees are eligible for the Company's Bereavement Pay Policy HR 1.15, effective June 1, 2000, which allows for three (3) days off with pay for a death in the family.

ARTICLE VIII: MILITARY SERVICE

1. Employees are eligible for the Company's Military Leave of Absence Policy HR 1.08, effective August 1, 1999, which allows for two (2) weeks off with pay for military training leave and four (4) months off with pay if an employee is activated as a result of a call-up order.

ARTICLE IX: SUSPENSIONS AND DISCHARGES

1. Upon written request of the Union made within seven (7) days from the date upon which an employee has been suspended or discharged, the Company shall grant a hearing to the employee involved. Upon receipt of the foregoing request in writing, the Company will inform the Union of the reason for the suspension or discharge. The hearing will be conducted by the department head or superior officer of the Company, and if exonerated, the employee will be reinstated without prejudice and compensated for loss in wages. The hearing shall be conducted in accordance with the method of adjusting grievances as provided in Article X herein.

ARTICLE X: ADJUSTMENT OF DISPUTES OR GRIEVANCES

1. The Union agrees that it will not authorize a strike or work stoppage and the Company agrees that it will not engage in a lockout, because of disputes over matters relating to this Agreement. The Union further agrees that it will take every reasonable means which are within its powers to induce employees engaged in a strike or work stoppage in violation of this Agreement to return to work. There shall be no responsibility on the part of the Union, its officers, representatives or affiliates, for any strike or other interruption of work unless specifically provided in this paragraph.

2. Any dispute or grievance arising during the term of this Agreement, relating to the meaning, interpretation, construction or application of this Agreement shall be settled in the following manner:

Step 1. The grievance shall be submitted in writing to the other party within fifteen (15) working days after the occurrence of the facts giving rise to the grievance.

Step 2. By agreement between the Department Head of the Department in which the grievance arises or the designated representative and Chief Steward of said Local Union No. 1837. Their agreement or failure to agree shall be stated in writing and rendered within fifteen (15) working days of the date the grievance was submitted.

Step 3. If the grievance is not settled in Step 2, either party may, within thirty (30) working days of the decision rendered in Step 2, appeal in writing for a decision by the Director of the Company and the Business Agent of the Union, or representative designated by them. An international representative of IBEW may be present at this step of the grievance procedure only to assist the local union. They shall render their agreement or failure to agree in writing within fifteen (15) working days of the date of the appeal to them.

Step 4.Any grievance not presented in accordance with applicable time limits or other requirements in the steps listed above shall be considered defaulted and settled. The time limits in any of the steps above may be extended by a written mutual agreement of both parties.

Step 5. ARBITRATION: If the Company and the Union are unable to settle a dispute or grievance as above provided, the dispute or grievance may be referred to arbitration by either party as follows: The Union and Company shall agree upon an arbitrator, but if they are unable to agree upon an arbitrator within ten (10) days, the arbitrator shall be appointed by the American Arbitration Association. The decision of the Arbitrator shall be final and conclusively binding upon the parties. The services and expenses of the arbitrator shall be shared equally by the Company and the Union.

3. It is agreed that there shall be no obligation to arbitrate a renewal of this Agreement or a change in, or supplement to, this Agreement or to arbitrate any matter not covered by this Agreement or some provision thereof. No arbitration decision shall be binding beyond the life of this Agreement.

4. It is understood and agreed that to be considered under this Article a grievance must be filed promptly after the occurrence thereof, provided further that there shall be no obligation to consider any grievance based upon facts which occurred more than six (6) months prior to the filing of said grievance under "First" of this Article.

5. The Director and the Chief Steward of the said Local Union shall meet from time to time at the request of either party for the purpose of discussing any matter coming within the scope of this Agreement.

6. All meetings between the Director and the Chief Steward of the Union shall be held at the Company office at the convenience of both parties, if possible.

ARTICLE XI: SUCCESSORS

This Agreement shall be binding on the Company and its successors and assigns.

ARTICLE XII: NOTICES AND REQUESTS

1. Except where specifically provided otherwise herein, all notices and requests shall be deemed to have been fully and completely served or made by the Company when sent by certified mail addressed to Chief Steward, Local Union No. 1837, Unit #1, International Brotherhood of Electrical Workers, and by the Union when sent by certified mail to Exeter & Hampton Electric Company at 114 Drinkwater Rd., Kensington, N.H. 03833-5602, unless either party hereto shall give notice of a different address at least five (5) days before any such notice or request is mailed.

2. The Company shall permit the reasonable use of bulletin boards for posting officially signed Union bulletins.

ARTICLE XIII: UNION AGREEMENT

The Union agrees that its members employed by the Company will work for the Company upon the terms and conditions set forth in the Agreement during its life.

ARTICLE XIV: SICKNESS - INDUSTRIAL ACCIDENTS

A. Sickness

1. Employees covered by this Agreement are eligible for the Company's Sick Pay Policy HR 1.12, effective June 1, 2000, and shall be entitled to two weeks sick pay during the first year of employment. After one year of employment, employees will be entitled to up to twenty-six weeks of sick pay.

2. The Company shall have the right, in each instance in which an employee claims sick pay under any of the provisions of the Article, to satisfy itself of the fact of sickness requiring absence by the certificate of a competent physician, examination, or otherwise.

B. Accidents

1. Time lost on account of industrial accidents will not be regarded as sickness.

2. The Company agrees to pay during disability due to industrial accidents the difference between the amount of compensation from Worker's Compensation Insurance and full pay for a period not to exceed twenty-six (26) weeks.

3. If any employee's sickness and/or injury is the result of an action of a third party the employee shall assist the employer in recovering sick pay and other associated costs from the third party.

ARTICLE XV: TERMINATION

1. This Agreement when signed by the Company and the Local Union or their authorized representatives and approved by the International Office of the Union, shall take effect June 1, 2000 and shall remain in effect through May 31, 2005. It shall continue in effect from year to year thereafter, from June 1, 2000 through May 31st of each year, unless changed or terminated in the way provided herein.

2. Either party desiring to change or terminate this Agreement must notify the other in writing at least sixty (60) days prior to May 31st of any year after 2000. When notice for changes only is given, the nature of the changes desired shall be specified in the notice; however, the listing of changes shall not preclude submission of other changes desired during negotiations. If the parties cannot agree upon changes, either party shall have a right to terminate the contract .

3. This Agreement shall be subject to amendment at any time by mutual consent of the parties hereto. Any such amendment agreed upon shall be reduced to writing, signed by the parties hereto and approved by the International Office of the Union.

ARTICLE XVI: SPECIAL PROVISIONS

1. In the event State or Federal legislation is enacted that would mandate a change that conflicts with this agreement or benefits program, the State or Federal legislation will govern.

2. In the event of any conflict between acts of past practice and specific items covered in this agreement, the agreement will govern.

   IN TESTIMONY WHEREOF the parties hereto have executed this Agreement this day and year first written above.

For the

 

For the

 

 

 

EXETER & HAMPTON ELECTRIC COMPANY

 

EMPLOYEES OF EXETER & HAMPTON ELECTRIC CO. covered by this Agreement and

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements
Assistant Business Manager
Local Union No. 1837-1

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward
Local Union No. 1837-1

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward
Local Union No. 1837-1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Approved: _________________________

 

 

 

International President

International Brotherhood of

Electrical Workers

 

 

 

SCHEDULE OF WAGES

EXETER & HAMPTON ELECTRIC COMPANY

 

 

 

Hourly Rates Effective June 1st of Each Year

 

2000

2001

2002

2003

2004

Utility Lineworker-First Class

24.79

25.66

26.45

27.24

28.06

Utility Lineworker-Second Class (2 yr. tr.)*

20.90

21.63

22.30

22.97

23.66

Utility Lineworker-Third Class (1 yr. tr.)*

17.83

18.46

19.03

19.60

20.19

Lead Lineworker

25.05

25.92

26.73

27.53

28.35

Lineworker-First Class

23.75

24.58

25.35

26.11

26.89

Lineworker-Second Class (2 yr. tr.)

20.48

21.20

21.86

22.51

23.19

Lineworker-Third Class (1 yr. tr.)*

17.42

18.03

18.59

19.15

19.72

Lead Line Technician

24.78

25.79

26.85

27.95

29.10

Line Technician I

23.44

24.37

25.34

26.35

27.39

Line Technician II (2 yr. tr.)*

20.17

20.97

21.81

22.68

23.59

Line Technician III(1 yr. tr.)*

17.08

17.76

18.47

19.21

19.97

Lead Meter Mechanic

22.87

23.67

24.41

25.14

25.89

Meter Mechanic Class I

21.58

22.34

23.03

23.72

24.43

Meter Mechanic Class II (2 yr. tr.)*

18.64

19.29

19.89

20.49

21.10

Meter Mechanic Class III (1 yr. tr.)*

17.01

17.60

18.15

18.69

19.25

Meter Worker

17.73

18.35

18.92

19.49

20.07

Utility Plant Inspector

17.83

17.83

18.38

18.93

19.50

Secretary, Records/Communications

12.95

13.98

15.09

16.29

17.58

Plant Clerk

15.09

15.62

16.10

16.59

17.08

Assistant Plant Clerk

13.77

14.25

14.69

15.13

15.58

Stock Clerk I

16.89

17.48

18.03

18.57

19.12

Stock Clerk II (1 yr. tr.)*

15.13

15.66

16.14

16.63

17.13

Stock Clerk III (1 yr. tr.)*

12.95

13.40

13.82

14.23

14.66

Meter Reader Class I

16.82

17.41

17.95

18.49

19.04

Meter Reader Class II (1 yr. tr.)*

16.05

16.61

17.13

17.64

18.17

 

For Temporary Foremen see Mutual Working Agreement - Temporary Foreman

*Training positions for progression to next classification. Must successfully complete an approved training program before progressing to the next step.

EXETER & HAMPTON ELECTRIC COMPANY

GROUP INSURANCE

There shall be maintained a Group Insurance program with the following benefits:

Basic Group Life Insurance

Employees are eligible for group life insurance coverage in the amount of two times their base pay (hourly rate times 2080 hours), rounded to the next higher full thousand.

Exeter & Hampton Electric Company pays insurance premium cost.

Accidental Death and Dismemberment

Employees are eligible for accidental Death and Dismemberment coverage up to a maximum of one times their base pay (hourly rate times 2080), rounded to the next higher full thousand.

Exeter & Hampton Electric Company pays insurance premium cost.

Insurance After Retirement

Employees retired on a pension will continue Group Life Insurance equal to $7,500.

Long-Term Disability Insurance

Employees are eligible for long-term disability insurance coverage equal to 60% of their base pay (as defined above). The waiting period to begin collecting benefits is 180 calendar days of disability. Benefits are payable for two (2) years if the Employee is disabled from performing -their own occupation, or to age 65 if the Employee is totally and permanently disabled from performing any occupation. Benefits from the plan are offset by other sources of disability income. Employees become eligible for coverage on the first of the month following completion of one (1) year of service.

While collecting LTD benefits, an employees other benefits will continue as specified in the Company Policy on Continuation of Benefits While on Long Term Disability/Extended Medical Leave of Absence, HR 1.36, effective June 1, 2000.

Medical Insurance

Point of Service Plan:

Provides employees with a choice each time there is a claim between receiving HMO style benefits or indemnity style benefits.

HMO Style Benefits -- Benefits received from a Primary Care Physician or as a result of a referral from the Primary Care Physician are subject to a $5 copayment.

Indemnity Style Benefits -- Benefits that are received without a referral from the employee's (or dependent's) Primary Care Physician are subject to an annual $250/person ($500/family) deductible, followed by 80% coverage for the next $5,000 of covered expenses per person ($1,000 per person in coinsurance payments).

Prescription drugs are subject to a $10 copaypayment per 30 day supply of brand name drug, a $5 copayment per 30 day supply of generic drug, or a $5 copayment per 90 day supply of drugs ordered via mail order prescription service.

Retirees under sixty-five (65) and their dependents will be covered by the same medical plan as active employees, described above, and the Company will pay the premium for Retirees and their dependents for the first year following retirement. After this first year, retirees and their dependents will be eligible to receive medical insurance benefits from the Unitil Retiree Trust.

Active employees and retirees sixty-five (65) years or over will be covered by a supplement to Medicare Plan paid for by the Company. The eligible dependents (age 65 or over) of these active employees and retirees sixty-five (65) or over will also be covered by the Supplemental to Medical Plan with full premium paid for by the Company. The Company will pay the premium for the retirees and their dependents for the first year following retirement. After this first year, retirees and their dependents will be eligible to receive medical insurance benefits from the Unitil Retiree Trust.

Group Dental Plan

Group Dental Care Insurance is provided for employees and their eligible dependents and is briefly outlined as follows:

Deductible

There is one $25.00 deductible per person per Calendar Year with a maximum of $75.00 per family each calendar year.

This deductible does not apply to Coverage I and IV benefits, but does apply to Coverage II and III benefits.

Coverage I - Diagnostic and Preventative, 100% Payment.

Diagnostic

Initial Examination;

Examinations to determine the required dental treatment two times in a calendar year;

Full Mouth/Panorex X-Rays once in a three (3) year period;

Bitewing X-Rays twice in a calendar year;

X-Rays of individual teeth as necessary.

Preventative

Cleanings two (2) times in a calendar year;

Fluoride - twice in a calendar year (age limit 19)

Space Maintainers.

 

Coverage II - Restorative, after deductible, 80% paid by insurance, 20% paid by patient.

Amalgam, Silicate and Acrylic restorations;

Oral Surgery - Extractions;

Endodontics - Pupal therapy; root canal therapy;

Periodontics - Treatment of gum disease, includes periodontal cleanings;

Denture Repair - Repair of removable denture to its original condition;

Emergency Treatment - Palliative.

Coverage III - After deductible, 50% paid by insurance, 50% by patient.

Crowns and buildups for crowns;

First placement of inlays and bridges;

First placement of partial or full dentures.

Coverage IV - Orthodontia, 50% paid by insurance, 50% paid by patient.

Maximum Contract Year Benefit -

The maximum amount which the plan will pay is -$1,250, per person per Calendar Year. Orthodontia lifetime maximum is $1,000 per person.

Employees shall pay 10% of the total cost for medical and dental insurance coverage. Such premiums shall be subject to the following weekly dollar caps:

Employee Weekly Premium Contributions

 

 

 

 

 

 

 

 

2000

2001

2002

2003

2004

2005

Single

$5.17

$5.94

$6.83

$7.86

$9.04

$10.39

Two Person

$10.22

$11.76

$13.52

$15.55

$17.88

$20.56

Family

$15.41

$17.72

$20.38

$23.44

$26.95

$30.99

 

Employees will have the option of contributing premiums on a pre-tax basis under the terms of the Unitil Corporation Pre-Tax Premium Plan.

Employees will also have the option of dropping medical insurance coverage and receiving two months of company contributions towards the premium, rounded to the nearest $10.

If an employee dies, medical and dental insurance coverage will be continued for the employee's spouse and dependent children for up to six months under the terms of the Medical and Dental Insurance Extension Policy HR 1.26, effective June 1, 2000.

Supplemental Group Term Life Insurance

Employees will have the option of purchasing supplemental group term life insurance equal to 1x, 2x, or 3x their base pay (hourly wage times 2080), and pay the premiums through payroll deduction. The first $100,000 coverage will be issued without any evidence of insurability if the employee signs up for coverage when initially eligible. Evidence of insurability may be required by the insurance company: 1) If the employee declines coverage and later decides to enroll in the plan after the initial eligibility period, 2) if the employee decides to increase coverage as a multiple of base pay, or 3) for any coverage exceeding $100,000.

Supplemental Accidental Death and Dismemberment

Employees will have the option of purchasing individual or family supplemental accidental death and dismemberment insurance in increments of $10,000 and pay the premiums through payroll deduction. Maximum coverage is $300,000.

Long Term Care Insurance

Employees will have the option of purchasing long term care insurance for nursing home and home health care benefits. Such policies can cover the employee, the employee's spouse, parents or in-laws, and the employee will receive the benefit of a group discount and pay the premiums through payroll deduction. Employees will have the opportunity to design individual policies that meet their individual needs.

This benefit summary is for informational purposes only. The benefits are described more fully in the applicable master group insurance policy. The extent of coverage for each individual is governed at all times by that document. In the event of any conflict between this summary and the plan documents, the plan document will govern.

While the Company expects to continue indefinitely the benefits provided under these plans, it agrees to continue them only for the term of the Contract with employees of Exeter & Hampton Electric Company covered by the Agreement and International Brotherhood of Electrical Workers and Local Union 1837, dated June 1, 2000.

 

EXETER & HAMPTON ELECTRIC COMPANY

RETIREMENT PLAN

A retirement plan is provided for employees and is briefly outlined below.

The word "wages" as hereinafter used, shall mean straight-time wages, and shall include no daily or weekly overtime.

Eligibility

Any employee of the Company shall or may retire on a retirement benefit subject to the provisions and conditions hereinafter set forth:

1. An employee who has attained the Normal Retirement Date (first day of the month in which occurs an employee's 65th birthday) and ceases active service with the Company shall be entitled to a pension.

2. An employee shall be entitled to a disability retirement benefit if the employee has completed 15 or more years of Credited Service (excluding service before age 18) and becomes totally and permanently disabled. In order to be eligible for a disability pension the employee must:

a. Be totally and permanently prevented from engaging in any occupation or employment for wages or profit.

b. The disability must not have been incurred while the employee was engaged in:

(1) criminal act

(2) service in the armed forces

(3) habitual drunkenness or addiction to a narcotic

(4) intentional self-inflicted injury

(5) act or disease resulting during the course of employment with an employer other than the Company.

Further, that the disability pension may be discontinued should the employee refuse to be examined by a physician designated by the plan. The pension would be computed on the basis of the Credited Service and Average Monthly Wages at the time of the disability retirement. Such pension shall commence on the employee's Normal Retirement date. On each January 1st prior to the Employee's Normal Retirement Date the monthly pension payable to a disabled employee shall be increased to reflect an additional year of Credited Service which would have accrued to the employee.

3. An employee with fifteen (15) years of Credited Service and who has attained age fifty-five (55) may elect to retire on an Early Retirement Date, which may be the first day of any month thereafter prior to the employee's Normal Retirement Date. The Company requests that the employee notify the Company in writing at least ninety (90) days prior to such date of intention to retire early.

Determination of Amount of Normal Retirement Benefit

A. Basis:

The basis for the computation of the amount of the retirement benefit shall be the employee's average monthly wage for the last five (5) years of Credited Service or the employee's average monthly wages for any consecutive five-year period during the employee's last twenty (20) years of Credited Service, whichever amount is larger.

B. Amount:

Based upon average monthly wages determined as above stated, the employee shall be eligible for a monthly retirement benefit payable in advance, computed as follows:

1. For each of the first twenty full years of Credited Service - 2% of said average monthly wages, plus

2. For each full year of Credited Service in excess of twenty full years and not in excess of thirty full years - an additional 1% (one percent) of said average monthly wages, plus

3. For each full year of Credited Service in excess of thirty years - an additional 1/2 of 1% (one-half percent) of said average monthly wages, such sum to be reduced by:

4. Fifty (50%) percent of such employee's Primary Social Security Benefit payable under the Federal Social Security Act in effect on December 31, 1970: such reduced sum to be further reduced by:

5. The amount of monthly retirement benefit, if any, to which the employee is entitled under any retirement plan maintained by a former employer for which credit is given under the Plan (i.e. another Unitil System Company).

Determination of Amount of Early Retirement Benefit

The monthly amount of Early Retirement Benefit payable to an employee retiring on the employee's Early Retirement Date shall be equal to the employee's Normal Retirement Benefit based on Credited Service to the Early Retirement Date, reduced on the basis of the following schedule:

Early Retire-
ment Age

Percent Reduction of
Normal Retirement Benefit

Early Retirement Benefit Expressed
As a % of Normal Retirement Benefit

65

0%

100%

64

0%

100%

63

0%

100%

62

0%

100%

61

0%

100%

60

0%

100%

59

5%

95%

58

10%

90%

57

15%

85%

56

20%

80%

55

25%

75%

 

Normal Form of Benefits

A. Monthly Annuity for Life

An employee who is unmarried at retirement will receive a retirement benefit as a monthly annuity for as long as the employee lives. Upon death, no death benefits will be payable to any beneficiary.

B. Joint and Survivor Annuity with Spouse

An employee who is married at retirement and who does not elect to receive the retirement benefit as a monthly annuity for life or one of the Optional Forms of Benefits will receive an actuarially reduced benefit for as long as the employee lives with fifty (50%) percent of such reduced benefit payable after death to the employee's spouse for as long as such spouse lives. The reduction is based upon the life expectancies of the employee and spouse on the employee's retirement date.

Optional Form of Benefits

A. Contingent Annuitant Option

An employee may elect, instead of the retirement benefit as heretofore provided, to have reduced retirement benefits made commencing on the employee's retirement date and after death such reduced payments, or any lesser amount selected by the employee, will be continued to the designated beneficiary, if living after the employee's death, for the beneficiary's lifetime.

B. Ten (10) Year Certain and Life Annuity

An employee may elect that the retirement benefit, payable on the retirement date, be reduced with the guarantee that not less than one hundred and twenty (120) monthly payments will be made either to the employee or the named surviving beneficiary.

C. Five (5) Year Certain and Life Annuity

An employee may elect that the retirement benefit, payable on the retirement date, be reduced with the guarantee that not less than sixty (60) monthly payments will be made either to the employee or the named surviving beneficiary.

If any of the above options are elected, the provisions for a minimum annual retirement benefit shall only apply prior to any reductions under the above options.

Minimum Retirement Benefit

In no event will the Company pay any employee who retires with fifteen years of Credited Service an annual normal retirement benefit of less than $1,200 in addition to such sums, if any, as the employee may receive as "Primary Insurance Benefits" under the Federal Social Security Act.

Spouse's Benefit

A Spouse's Benefit shall be payable to an employee's spouse in the event of the employee's death prior to the Normal Retirement Date, provided at least fifteen (15) years of Credited Service was completed and the employee has been married to the surviving spouse for at least one (1) year.

The monthly amount of the Spouse's Benefit shall be one half of the amount of Retirement Benefit which would have been payable had the deceased employee retired, rather than died, on the day before death, reduced, however, by one (1%) percent for each full year in excess of two (2) by which the deceased employee's age exceeds the Spouse's age.

A minimum of fifty ($50.00) dollars per month shall be payable.

Spouse's Benefit payments shall terminate with the last payment due preceding death.

The monthly amount of the Spouse's Benefit shall be one-half of the amount of Retirement Benefit which would have been payable had the deceased employee retired, rather than died, on the day before death, reduced, however, by one (1%) percent for each full year in excess of two (2) by which the deceased employee's age exceeds the Spouse's age.

A minimum of fifty ($50.00) dollars per month shall be payable.

Spouse's Benefit payments shall terminate with the last payment due preceding death.

Deferred Termination Benefit

An employee who terminated employment after five (5) or more years of Credited Service shall be entitled to a Deferred Termination Benefit equal to that portion of the Normal Retirement Benefit accrued to the date employment terminates.

A Deferred Termination Benefit shall commence on an employee's Normal Retirement Date. A reduced Deferred Termination Benefit is available as early as age fifty-five (55).

The specific details of the retirement plan will be as described in the retirement plan documents. While the Company expects to continue indefinitely the benefits provided for under the retirement plan, it agrees to continue them only for the term of the Contract with the employees of the Exeter & Hampton Electric Company covered by the Agreement and the International Brotherhood of Electrical Workers and Local Union No. 1837, Unit #1, dated

June 1, 2000.

 

Raymond A Letourneau, Jr.

Director

 

 

 

MUTUAL WORKING AGREEMENTS

 

BETWEEN

 

EXETER & HAMPTON ELECTRIC COMPANY

 

AND

 

IBEW LOCAL UNION NO. 1837-1

 

 

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

IBEW LOCAL UNION NO. 1837-1

 

MEAL ALLOWANCES

The purpose of this agreement is to set guidelines to provide meals and/or meal allowances for employees.

A. The Company will provide employees with meals if the employee is required to work through meal times outside their normal work hours or scheduled overtime.

B. Employees will not be required to make their own arrangements for more than one (1) meal during any continuous work period. Employees called in one (1) or more hours prior to their normal start time and whose time is continuous with their normal workday shall be entitled to a noon meal allowance provided the employee is not released prior to 12:00 noon.

C. Employees are entitled to a hot (if available), nutritious and substantial meal at a reasonable cost to the Company. The guidelines to be used for the cost of meals will be as follows:

1. Morning Meal

$7.50*

2. Noon Meal

$7.50*

3. Evening Meal

$13.50*

* (Tax and tip included, receipts are required.)

 

 

The Company shall furnish a meal under the following conditions:

A. During days employees are scheduled to work:

1. Employees will be provided with a morning meal if they are called in for work one (1) or more hours before their scheduled work day begins and work through the hour of 6:00 a.m. to 7:00 a.m.

2. The employee will be provided with an evening meal if they are required to continue working two (2) or more hours beyond their regular scheduled work day.

B. During days employees are not scheduled to work:

1. Employees will be provided with a morning meal if they work at least two (2) continuous hours which includes the hour of 6:00 a.m to 7:00 a.m.

2. Employees will be provided with a noon meal if they work at least (2) continuous hours which includes the hour of 12:00 noon to 1:00 p.m.

3. Employees will be provided with an evening meal if they work at least two (2) continuous hours including at least one (1) hour between 4:30 PM and 6:30 PM.

C. Corresponding meal provisions will be made at the Noon Meal rate for meal periods at approximately five (5) hour intervals during the remainder of the work period on either scheduled or nonscheduled work days.

D. Employees will be paid for time spent eating when required to return to work after they have eaten. If employees elect to eat after completing a job but before returning to the Operations Center, then they will be paid for one-half hour of time to eat.

E. An employee released from work may elect to receive a payment of $5.00 in lieu of a meal he or she is entitled to under the conditions of this policy.

F. In the event of storms or system emergencies, as declared by the Director, the Company will provide meals as needed in lieu of this policy.

This mutual working agreement will be effective from the date of execution until May 31st,2005.

 

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr

Director

 

 

Thomas D. Clements
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

IBEW LOCAL UNION NO. 1837-1

 

RESIDENCY REQUIREMENTS

Employees in the following job positions are required to maintain residency within a geographical area, defined as being 20 minutes from the Kensington service building, as a condition of remaining qualified within the specified job positions. The 20 minutes shall be determined by distance and posted speed limits.

1. Utility Line Worker - First Class
2. Utility Line Worker - Second Class
3. Utility Line Worker - Third Class
4. Lead Line Worker
5. Line Worker - First Class
6. Line Worker - Second Class
7. Line Worker - Third Class
8. Lead Line Technician
9. Line Technician I
10. Line Technician II
11. Line Technician III
12. Lead Meter Mechanic
13. Meter Mechanic Class I
14. Meter Mechanic Class II
15. Meter Mechanic Class III
16. Meter Worker
17. Utility Plant Inspector

This geographical agreement will apply to new employees accepting positions after June 1, 2000. Employees in the above job positions that were hired prior to June 1, 2000 are required to maintain residency within a geographical area, defined as being and including a circle drawn with a fifteen (15) mile radius having a fixed point at the Kensington service building, as a condition of remaining qualified within the specified job positions. Additionally, this fifteen (15) mile radius area will apply to employees in these positions hired prior to June 1, 2000 that change their permanent residence and any employee hired prior to June 1, 2000 who accepts one of the above job positions after June 1, 2000.

 

 

This mutual working agreement will be effective from the date of execution until

May 31, 2005.

 

 

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

IBEW LOCAL UNION NO. 1837-1

 

TEMPORARY FOREMAN

The purpose of this agreement is to set guidelines for Temporary Foreman's pay.

A. Non-supervisory employees assigned the responsibility of performing the duties of a Supervisor shall be designated Temporary Foreman and paid an additional 60 cents per hour.

Employees designated as Temporary Foremen will continue to receive the rate of pay through the duration of continuous work time as long as the conditions for assignment continue to exist.

 

This mutual working agreement will be effective from the date of execution until

May 31, 2005

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements,
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

I.B.E.W. LOCAL UNION NO. 1837-1

 

METER READING

The purpose of this Agreement is to set guidelines for the completion of reading assigned meter reading routes.

Employees reading meters must finish their assigned routes each day, unless weather or other unforeseen circumstances prevent the completion, and provided the employees have advance knowledge of the route assigned. If completion is not feasible, the employee must notify the supervisor or their designee that completion is not feasible and the circumstances involved. The supervisor will consider all relevant factors in determining when work will cease and make any special arrangements that may be necessary. With the exception of Article III, paragraph I., b. of the Labor Agreement, assigning routes and determining whether or not routes shall or shall not be read, in part or whole, rests solely with the Company's supervisor or their designee.

This mutual working agreement will be effective from the date of execution until

May 31, 2005.

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

I.B.E.W. LOCAL UNION NO. 1837-1

 

TIME OFF WITH PAY FOR PHYSICALS

Employees that are required to maintain a commercial drivers license in order to fulfill the minimum requirements of their position description, shall be allowed time off with pay to have a physical with the following provisions:

1) The time off is at the end of the employees normal working hours.

2) The maximum time allowed off is two (2) hours.

3) Those employees who have HMO coverage shall only be reimbursed the co-payment amount towards such physical.

This mutual working agreement will be effective from the date of execution until

May 31, 2005.

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Willis J. Mailhot
Chief Steward

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

 

 

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

I.B.E.W. LOCAL UNION NO. 1837-1

JURY DUTY

Employees that have been selected for jury duty and are required to report to such duty at 9:00 AM or sooner, will not be required to report to work for the hours prior to the start of the jury duty.

Employees are eligible for the Company's Jury Duty Policy HR 1.27, effective June 1, 2000, which allows for unlimited time off with pay if an employee is required to serve as a member of a jury or is subpoenaed to appear in court in a capacity other than a plaintiff or defendant.

This mutual working agreement will be effective from the date of execution until

May 31, 2005

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements,
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

 

 

 

MUTUAL WORKING AGREEMENT

BETWEEN

EXETER & HAMPTON ELECTRIC COMPANY

AND

I.B.E.W. LOCAL UNION NO. 1837-1

SAFETY SHOES

The purpose of this Mutual Working Agreement is to establish standardized Company reimbursement for the cost of employees safety shoes.

If an employee is required to wear safety shoes for their job as defined in the Company's safety manual, the Company will reimburse the employee up to $100.00 per year for the cost of safety shoes.

Replacement safety shoes will be made on a case-by-case basis. The Company reserves the option to require employees to support the cost of replacement safety shoes when, in the opinion of the Company, safety shoes were worn or damaged through neglect.

In order to receive a shoe allowance, an employee must present the Company with a receipt to evidence the purchase of the shoes and may be requested to present the worn or damaged shoes that are being replaced. Shoe purchases must meet the standards established by the Company, O.S.H.A. and A.N.S.I..

 

 

 

 

This mutual working agreement will be effective from the date of execution until May 31, 2005.

For the

 

For the

EXETER & HAMPTON ELECTRIC COMPANY

 

INTERNATIONAL BROTHERHOOD
OF ELECTRICAL WORKERS AND
LOCAL UNION NO. 1837, UNIT #1

 

 

 

 

 

By:

 

 

By:

 

 

Raymond A. Letourneau, Jr.
Director

 

 

Thomas D. Clements,
Assistant Business Manager

 

 

 

 

 

 

 

 

By:

 

Willis J. Mailhot
Chief Steward

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

Donald M. Palmer II
Assistant Steward

TABLE OF CONTENTS

TABLE OF CONTENTS

AGREEMENT

PART "A"
Article

Preamble

Employees Represented by the Brotherhood

I

Definitions

II

Recognition of Brotherhood

III

Brotherhood Membership Requirements

IV

Regular Wages

V

Overtime Compensation

VI

Application of Rated Wage

VII

Hours and Days of Work

VIII

Days of Relief

IX

Meal Allowance / Period

X

Vacations

XI

Seniority

XII

Discipline, Suspension and Discharge

XIII

Grievance

XIV

Payroll Deductions

XV

Pension Plan

XVI

Disability Retrogression Pay Plan

XVII

Sick Pay Plan

XVIII

Group Insurance

XIX

401(k) Plan

XX

Leaves of Absence

XXI

Severance Pay Plan

XXII

Bulletin Boards

XXIII

Effect of Agreement

XXIV

Contractors

XXV

Working Conditions

XXVI

Benefits

XXVII

Bargaining Unit Work

XXVIII

Union Business

XXIX

UNITIL Retiree Trust

XXX

Safety

XXXI

No Discrimination

XXXII

Duration and Termination

XXXIII

Successors

Schedule of Wages

Roster 1 - Transportation

Roster 2 -- Operations Support Clerk

Roster 3 -- Meter & Service

Roster 6 - Meter (Gas and Electric)

Roster 7 - Street

Roster 8 - Electric Distribution

Roster 9 - Meter Readers

Roster 11 - Stores

Roster 12 -- Property Maintenance Worker

Roster 19 - Gas Production

Roster 20 - Dig Safe

Clerical Progression and Pay Plan

Policy with Reference to Rest Period

Shift Differential

Sunday Premium

Double Time on Second Day of Relief

Off-Hour Coverage

Emergency Call Out

Part ""B""

- Retained Policies

- Not Incorporated in Part "A"

Part ""C""

- Group Insurance Summary

Part ""D""

- Retained Letters of Intent

- Progression Charts

Policies

Unitil System Policies

AGREEMENT made and entered into by FITCHBURG GAS AND ELECTRIC LIGHT COMPANY, a Massachusetts corporation hereinafter called the ""Company"" and THE BROTHERHOOD OF UTILITY WORKERS OF NEW ENGLAND, INCORPORATED, LOCAL NO. 340UTILITY WORKERS UNION OF AMERICA, AFL-CIO, BROTHERHOOD OF UTILITY WORKERS COUNCIL, LOCAL B340, thereof, and the employees of the Company who are now or may hereafter become members of said Local, hereinafter called the ""Brotherhood"".

WITNESSETH that:

WHEREAS, the Brotherhood represents a majority of all employees of the Company at its Fitchburg, Massachusetts plant, excluding confidential employees, executives, forepersons, crew forepersons, and all other supervisory employees who have authority to hire, promote, discipline, discharge or effectively make such recommendations, and has been designated by said majority to be the exclusive representative of all said employees for the purposes of collective bargaining with respect to rate of pay, wages, hours of employment and other conditions of employment; and

WHEREAS, both the Company and the Brotherhood desire to promote harmony and efficiency in the working forces so that the employees and the Company may obtain mutual economic advantages consistent with the duty of the Company as a public utility to provide at all times an adequate and uninterrupted supply of electric and gas services in the territory and communities which it serves.

NOW, THEREFORE:

As to wages to be paid by the Company, as to working conditions involved in the Company's operations, and as to the application of the principle of seniority to changes in the Company's forces, the parties hereto, each by its duly authorized representatives, agree as follows:

ARTICLE I

DEFINITIONS

The Company and the Brotherhood mutually agree that for the purpose of this agreement, the following definitions apply:

Regular Employee - one who, subject to a six (6) months'' probationary period, is hired on a regular basis.

Temporary Employee - one who is hired for a specific job and/or period of time but who it is not intended to become a regular employee as defined above and whose employment is not intended to last for more than (six) 6 months. If their employment continues for more than six (6) months, they becomes a ""regular"" employee as defined above.

Part-time Employee - an employee who is hired to work less than the regularly scheduled workweek

ARTICLE II

RECOGNITION OF BROTHERHOOD

The Brotherhood is hereby recognized as the exclusive representative of all employees of the Company at its Fitchburg, Massachusetts plant, excluding confidential employees, executives, forepersons, crew forepersons and all other supervisory employees who have authority to hire, promote, discipline, discharge or effectively make such recommendation for the purposes of collective bargaining with respect to wages, hours of employment and other conditions of employment.

 

ARTICLE III

BROTHERHOOD MEMBERSHIP REQUIREMENTS

The Company agrees that until the termination of this agreement it will require as a condition of employment that all employees subject to this agreement shall become members of the Brotherhood.

The Company agrees that it shall require as a condition of employment that all new employees hereafter employed by the Company in any class of work to which this agreement applies shall become members of the Brotherhood after the thirtieth day following the beginning of their employment and shall continue as members thereafter while this agreement is in effect and their classification is subject to the terms of this agreement. The Company and the Brotherhood mutually agree that this provision in no way affects the other terms and conditions of employment applicable to temporary and probationary employees set forth in this agreement.

Any employee who has been exempted from the Brotherhood membership requirement under the provisions of this article but who is transferred or demoted while this agreement is in effect to a class of work which is subject to the Brotherhood membership requirement shall become a member of the Brotherhood within thirty (30) days after the effective date of such transfer or demotion.

The provisions of this article shall not apply to anyone exempted from the provisions of this agreement, nor to student engineers who may be assigned from time to time to any of the departments of the Company.

In no event will any employee be required, as a condition of employment, to become a member of the Brotherhood until after the thirtieth day following the beginning of their employment or the effective date of this article, whichever is the later.

Any employee of the Company who at any time while this agreement is in effect has been performing a class of work which is subject to the Brotherhood membership requirements of this Agreement, but who is subsequently transferred or promoted to a class of work which is not subject to the Brotherhood membership requirements of this Agreement shall have the privilege of withdrawing from Brotherhood membership.

 

 

ARTICLE IV

REGULAR WAGES

Section 1. Effective on the date indicated therein, employees who are receiving the ultimate rate of the class to which they are permanently assigned shall be paid wages in accordance with the Schedule of Wages showing classifications and the rated wage of each class. Said Schedule of Wages of footnotes and accompanying paragraphs are attached hereto and made a part hereof, and are set forth at pages 54 to 59, inclusive, hereof.

Section 2. If, upon the effective date of said schedule, an employee is not receiving the ultimate rate of the class to which the employee is permanently assigned, then, the present wage of such employee shall be increased in an amount equal to the difference between the ultimate rate of the class in effect at the time of the last prior wage schedule and the ultimate rate of the class of the wage schedule effective herein.

Section 3. The following conditions shall control, limit, restrict and govern the application of said schedule.

1. An employee, if awarded the next higher-rated job in the same roster will receive the higher rate from the date of the award.

2. In other cases where an employee is awarded a bargaining unit job, the employee's rate of pay shall be as follows:

a) Twenty-five cents ($.25) per hour more than the employee's present rate of pay or the rate of the new job, whichever is less, no later than one week after the date of the award.

b) Twenty-five cents ($.25) per hour more than the rate arrived at in (a) above or the rate of the new job, whichever is less, thirty days from the date of the award.

c) The ultimate rate of the new job ninety (90) days from the date of the award.

Section 4. Clerical Progression and Pay Plan (See Page 51) is not subject to Section 3 above.

Section 5. New employees hired during the term of this agreement will receive a starting wage that shall not be less than eighty-five per cent (85%) of the ultimate rate for the class of work to which they are assigned. When an employee has completed their probationary period, the employee's rate of pay shall be subject to the provisions of paragraphs (a), (b), and (c) of Section 3 above, substituting ""six months anniversary date"" for ""date of the award"" in that Section.

Section 6. In no event shall the resulting wage from time to time exceed the rated wage for the applicable class established by the Schedules of Wages, attached hereto and made a part hereof.

 

 

ARTICLE V

OVERTIME COMPENSATION

Section 1. Employees subject to this agreement shall be paid wages at the rate of time and one-half for all work that does not occur within their regularly scheduled work day or week.

(a) Employees normally scheduled to work more or less than eight (8) hours within a day shall be paid overtime at one and one-half times their regular rate for all work that does not occur within such scheduled hours provided that no employee shall be paid both daily and weekly overtime on account of the same hours of overtime worked.

(b) Employees, when required to work on their regularly scheduled days of relief, shall be paid overtime at the rate of one and one-half times their regular rate, subject to the provision for double time on the second day of relief which is the seventh day of work, a provision set forth in the paragraphs following the schedule of wages attached hereto. ""Regular rate"", for the purpose of this section, shall mean the regular hourly rate of the employees.

Section 2. Employees subject to this agreement shall be paid a minimum of three (3) hours at the time and one-half or overtime for actual time worked, whichever is greater, for each period of time worked during unscheduled hours.

This minimum shall not apply:

(a) In any case where employees are assigned to work continuous overtime from the end of their regular workday, but in that event, payment shall be at the overtime rate for such continuous time, or

(b) In any case where employees are called out or assigned during the lunch hour.

If an employee is scheduled in advance for overtime work on a day of relief, he or she will be paid the minimum if the overtime work is canceled unless he or she is notified of the cancellation prior to the close of the preceding regularly scheduled workday. If no such notice is given, the employee will report for work as scheduled, unless otherwise notified.

If such overtime is scheduled on a regular workday, the minimum will apply unless the employee is notified of cancellation prior to the end of such regular workday.

When planned overtime is scheduled for Saturday, or Sunday, the Company will notify the employees involved at least forty-eight (48) hours prior to Saturday, to the extent such notice is practicable and provided the Company has knowledge of the need for scheduling such work sufficiently in time to give such notice. If notice is given, but the planned overtime is later canceled, the minimum penalty for cancellation of planned overtime will not apply if notice of the cancellation is given prior to the end of the regularly scheduled workday on Friday.

There will be a single overtime list for planned and unplanned overtime.

The overtime equalization schedules on the Bulletin Boards are regarded as an equalization of overtime agreement. If an employee is entitled to overtime under the equalization provisions of the contract and is not requested to work such overtime, the employee will be provided overtime work to be assigned by the supervisor within seven days of acknowledgment by the supervisor that the employee was entitled to the overtime. Refusal of the overtime work by the employee will negate any further penalties by the Company.

In the event there is a call out while the employee is on this overtime assignment, the employee will be assigned the call out even if the employee is not entitled to the call out based on the equalization list. The overtime assignment must be appropriate for the classification of the employee.

The overtime assignment will be for a minimum of three hours or longer if the call out extended for a longer period of time.

Section 3. If an officer, steward, or committee person of the Brotherhood is unavailable for overtime work because of Brotherhood business, such unavailability will not be charged against him or her for purposes of determining whether there has been an equitable distribution of overtime.

Section 4. Employees who are on vacation for five (5) consecutive days or are sick are not considered available for overtime and such unavailability will not be charged against them for purposes of determining whether there has been an equitable distribution of overtime. Vacation will commence at the end of the employee's shift and end at the start of the employee's next scheduled shift.

Section 5. Emergency Storm Work Premium - 5/1/87

It is sometimes necessary to assign outside physical workers for more than 24 hours because of severe storms causing extensive interruptions to service. The senior staff member responsible for operations will determine when this policy goes into effect.

When these employees are so assigned to work for a period of more than 24 hours under this policy, including travel time, the method of payment will be as follows:

(a) The outside physical workers so assigned will be paid for working time at the rate of one and one-half times their regular straight time rate and for rest time at their regular straight time rate.

(b) The Rest Period Policy will not apply during this emergency work when employees are being paid under (a), but every effort will be made to give employees adequate rest time. It is intended that an employee who has worked continuously for sixteen hours be given at least eight hours rest and be paid for this rest time at the employee's regular straight time rate, but if it is not given, the employee will be entitled to compensating rest time at a later time for that portion of the eight hours rest time which was not given.

(c) If a holiday occurs during this assignment, working time shall be paid for at the rate of two and one-half times the regular straight time rate and rest time at the regular straight time rate.

(d) When the 24-hour period has ended and the emergency is over, the normal method of payment and rest time procedures will be in effect.

ARTICLE VI

APPLICATION OF RATED WAGE

Section 1. The application of a rate of pay shall be based on the duties performed.

Section 2. If, during the course of the daily work schedule, an employee is temporarily assigned (but not promoted) to a higher class of work for a period of three (3) hours or more, such employee shall receive the scheduled wage of such higher class for all hours worked within the daily work schedule.

Section 3. 

(a) Employees subject to the provisions of this agreement shall receive normal straight-time compensation for eight (8) hours on eight (8) recognized holidays and four (4) floating holidays, as listed below:

New Year's Day

January 1

Memorial Day

Last Monday in May

Independence Day

July 4

Labor Day

First Monday in September

Veterans Day

November 11

Thanksgiving Day

Fourth Thursday in November

Day after Thanksgiving

Fourth Friday in November

Christmas Day

December 25

 

Floating Holidays (4) replaces previous holidays:

 

Birthday Holiday

 

Martin Luther King Day

 

Patriot's Day

 

Columbus Day

The Company would grant employees the floating holiday off based on seniority. All other rules would apply as far as the number of people off at one time in each area. The Company would remain open for business in all departments.

Employees who have completed six months of service are entitled to receive Floating Holidays.

If the legal holiday occurs on Saturday, one of the following three options may be made available to one or more employees not scheduled to work on that day, in lieu of normal straight-time compensation, where the Department Head determines that it is feasible to make the option available in that Department.

a. A day off on Friday preceding the Saturday holiday,

b. A day off on Monday following the Saturday holiday; or

c. A day of on any date following the holiday.

(b) If employees are assigned to work on a floating holiday or a holiday recognized hereunder which occurs on a workday within their scheduled workweek, they shall receive, in addition to the holiday pay described in (a), time and one-half for all hours worked in their normal schedule and two and one-half times their normal straight-time rate for hours worked outside their normal schedule within the holiday period, or the minimum, whichever is greater.

(c) If employees are assigned to work on a holiday recognized hereunder which does not occur on a workday within their scheduled workweek, they shall receive, in addition to the holiday pay described in (a), twice their normal straight-time rate for the first (8) hours worked and two and one-half times their normal straight-time rate for time worked in excess of eight (8) hours within the holiday period, or the minimum, whichever is greater.

(d) Existing Night Trouble Workers will work the Christmas and New Year Schedule - Normally - one will work one Holiday - the other Trouble Worker will work the other.

Section 4. Where an employee of ten (10) years or more of continuous service, because of disability, is or becomes unable to continue to perform assigned duties based on classification as of the date of disability, the rights of such employee and the obligations of the Company under such circumstances shall be determined in accordance with ""Disability Retrogression Pay Plan"" included herein and made a part hereof under Article XVI on pages 26 to 28, inclusive.

Section 5. Employees may be temporarily assigned to another class of work in the same or a different roster for a temporary period of time not to exceed forty-five (45) days per year.

Management shall determine the roster from which employees are assigned. The selection will be according to the following criteria:

1. Voluntary by seniority

2. Junior qualified employee

 

Each temporary assignment shall be for a minimum of one (1) full day.

These assignments shall not be used to fill permanent vacancies.

 

ARTICLE VII

HOURS AND DAYS OF WORK

Section 1. Eight (8) consecutive hours shall constitute the regular daily assignment and five (5) days of eight (8) consecutive hours shall constitute the regular weekly assignment of all employees coming within the scope of this agreement, insofar as such assignments do not interfere with presently established practices.

Section 2. Hours and Days of Work

Roster 1

Transportation

 

Transportation Technician

 

April 1 to November 30 - 7:30 a.m. - 3:30 p.m. Monday - Thursday

 

April 1 to November 30 - 6:00 a.m. - 2:00 p.m. Friday

 

December 1 to March 31 - 7:30 a.m. - 3:30 p.m. Monday - Thursday

 

December 1 to March 31 - 8:30 a.m. - 4:30 p.m. Friday

 

 

Roster 2

Operations Support

 

Clerks

 

January 1 to December 31 - 8:00 a.m. - 5:00 p.m. Monday - Friday

 

Radio Operator

 

January 1 to December 31 - 7:30 a.m. - 4:30 p.m. Monday - Friday

If workload requirements change, the supervisor will notify employees that the work schedule has been changed to 8:00 a.m. to 5:00 p.m. with a paid 20 minute lunch.

Roster 3

Meter & Service

 

Gas Service / Pipefitter Worker

 

January 1 - December 31 - 8:00 a.m. - 4:00 p.m. Monday - Friday

 

Emergency Night Trouble Worker: The second shift in the Service Department:

 

December 1 to March 31 - 4:00 p.m. to 12:00 Midnight

 

April 1 to November 30 - 1:00 p.m. to 9:00 p.m.

Roster 6

Meter (Gas & Electric)

 

Gas / Electric Tester / Installer

 

January 1 - December 31 - 8:00 a.m. - 4:00 p.m. Monday - Friday or

 

January 1 - December 31 - 8:30 a.m. - 4:30 p.m. Monday - Friday

 

 

Roster 7

Street

 

Utility Worker, Utility / Regulator Worker

 

January 1 - December 31 - 7:30 a.m. - 3:30 p.m. Monday - Friday

 

 

Roster 8

Electric Distribution

 

Lineworkers, Cable Slicers, Maintenance Workers

 

January 1 - December 31 - 7:30 a.m. - 3:30 p.m. Monday - Friday

 

Night Emergency Trouble Worker - as posted

 

 

Roster 9

Meter Reading

 

Meter Reader

 

January 1 - December 31 - 7:30 a.m. - 3:30 p.m. Monday - Friday

 

 

Roster 11

Stores

 

Stores Clerk, Stock Person

 

One person will work:

 

January 1 - December 31 - 7:00 a.m. - 4:00 p.m. Monday - Friday

 

One person will work:

 

January 1 - December 31 - 8:00 a.m. - 5:00 p.m. Monday - Friday

From January 1 through December 31, the stock person and stock clerk will establish a work schedule to ensure coverage of the stockroom from 7:00 a.m. to 5:00 p.m. Meal schedules will normally consist of one hour to be alternated between the two classifications. During any absence, coverage will be provided by the remaining employee on an overtime basis, working a straight eight (8) hours with a twenty (20) minute lunch period.

Roster 12

Property Maintenance

 

Property Maintenance Worker

 

January 1 - December 31 - 11:00 a.m. - 7:00 p.m. Monday - Friday

 

 

Roster 19

Gas Production

 

Utility Workers

 

January 1 - December 31 - 7:30 a.m. - 3:30 p.m. Monday - Friday

During the non-production season, LNG and Propane Plant inspections will be performed on a mandatory planned overtime basis on Saturdays, Sundays and holidays by Roster 19 personnel.

Roster 20

Dig Safe

 

Dig Safe Technician

 

January 1 to December 31 - 6:30 a.m. to 2:30 p.m. Monday - Friday

 

ARTICLE VIII

DAYS OF RELIEF

Section 1. Days of relief now established shall not be changed without good and sufficient cause. When new positions are created, days of relief shall be established for such new positions and shall not be changed thereafter without good and sufficient cause.

Section 2. Whenever employees are replaced in any class of work where continuous operation is necessary, the prevailing days of relief established with each assignment within such class shall not be changed without good and sufficient cause.

Section 3. In departments or groups where continuous operation is not necessary, every effort will be exerted by the Company to establish the days of relief in accordance with the desires of the employees.

Section 4. Employees will not be compelled to change their days of relief with other employees.

 

 

ARTICLE IX

MEAL ALLOWANCE / PERIOD

Section 1. A meal period of not less than thirty (30) minutes nor more than one (1) hour shall be arranged for employees unless otherwise mutually agreed upon.

Section 2. The meal period shall be assigned between the end of the third hour after reporting for duty and the beginning of the sixth hour after reporting for duty.

Section 3. Where the nature of the service requires continuous operation, eight (8) consecutive hours may be worked during which twenty (20) minutes shall be allowed for lunch at reasonable and convenient times without interruption of service and without deduction in pay.

Section 4.

(1) From January 1 through December 31, employees in the following Rosters will bring their lunch and will work a straight eight (8) hours (as specified below) with a twenty (20) minute lunch period provided, (normal lunch period to start four (4) hours after starting time) and with no deduction in pay for this twenty (20) minute period.

Roster #3

8:00 a.m. to 4:00 p.m.

 

 

Roster #6

8:00 a.m. to 4:00 p.m.

or,

8:30 a.m. to 4:30 p.m.

(2) From April 1 through November 30, employees in the following Rosters will bring their lunch and will work a straight eight (8) hours (as specified below) with a twenty (20) minute lunch period provided, (normal lunch period to start four (4) hours after starting time) and with no deduction in pay for this twenty (20) minute period.

Roster #7

7:30 a.m. to 3:30 p.m.

Roster #8

7:30 a.m. to 3:30 p.m.

(3) From December 1 through March 31 employees in the following Rosters will bring their lunch and will work a straight eight (8) hours (as specified below) with a thirty (30) minute lunch period provided, (normal lunch period to start four (4) hours after starting time) and with no deduction in pay for this thirty (30) minute period.

Roster #7

7:30 a.m. to 3:30 p.m.

Roster #8

7:30 a.m. to 3:30 p.m.

(4) The following accommodations will be made for Company crew working in Rosters 7 and 8 with respect to the requirement that they work a straight eight (8) hours and bring their lunch, as set forth in this Article:

(A) Employees in these rosters will bring their lunches year round.

(B) During the winter months from December 1 through March 31, these employees may supplement their lunches through the purchase of hot foods, so long as the purchases meet the following requirements:

1. The purchase is to be on a take-out basis only;

2. The purchase may be made when the crew is on route between work assignments during the lunch breaks and it does not take longer than five (5) minutes to complete. Employees shall not drive away from their routes for purposes of making such purchases;

3. If the crew is at a job site during the meal period, the job site will not be broken down. Under such circumstances, if one employee on the crew can be spared from the work being performed, that employee may drive to a nearby restaurant and purchase and bring back hot food for the crew, provided that the total time during which the employee is away from the job for this purpose does not exceed ten (10) minutes. No member of the crew will leave any job site where emergency or urgent work is being performed, or where the employee cannot be spared; and,

4. There will not be multiple Company vehicles parked at any location.

Section 5. The Company will grant, reimburse or otherwise compensate an employee for meals when an employee is required to work outside their normal work hours. The Company encourages employees to take their meal, if possible, without alteration in pay. If this is not possible, the employee should take a meal at the end of the work period. The Company also recognizes that when the nature of certain work requires continuous operation, that a meal may not be taken at a reasonable and convenient time without interruption to service.

(1)             The meal allowance is:

                  Breakfast           $7.50

                  Lunch                 $7.50

                  Supper             $13.50

(2) Definitions:

(a) When a meal is not taken, the employee will be entitled to a meal allowance and compensated for a meal period.

(b) A meal allowance will be paid in accordance with Article IX, Section 5 (1) of this agreement.

(c) A meal period will be paid at time and a half (1-1/2) employee's base pay for thirty (30) minutes.

(d) Emergency overtime is defined as overtime work where notice given the employee is twenty-four hours or less.

(e) Establishing Meal Periods: Meal periods are based on the employee's normal starting time and shall not exceed thirty (30) minutes. Meal periods shall be defined as follows:

(i) Employee works through a meal period: Based on employee's normal starting time.

(a) Breakfast - One and a half (1-1/2) hours prior to the employee's starting time.

(b) Lunch - Four (4) hours after the employee's starting time.

(c) Supper - Ten and one-half (10-1/2) hours after employee's starting time.

(d) Other - Six (6) hours after the start of the supper meal period.

(ii) Employee does not work through a meal period.

(a) Other- When applying this provision of the Agreement to establish a meal and meal period, no other timing for a meal(s) will apply. When an employee has not worked through a meal period, the employee will be entitled to a meal and a meal period six (6) hours after reporting for duty and every six (6) hours thereafter.

(3) Callouts - The Company will pay a meal allowance to an employee when their normal meal period is disrupted by emergency overtime work and the period extends beyond three (3) hours.

(4) Continuous Overtime - In the event an employee works two (2) or more hours of continuous emergency overtime after an eight (8) hour period, and such overtime extends beyond a normal meal period, the Company will pay a meal allowance to the employee.

If the overtime work ends simultaneously with the expiration of two (2) hours after the end of an eight (8) hour period, the Company will pay a meal allowance of $3.00 in lieu of the meal and meal period. If the overtime work ends after two (2) hours but prior to two and one half (2-1/2) hours, the company will pay a meal allowance. If the overtime work ends at two and one half (2-1/2) hours and before three (3) hours, the company will pay a meal allowance and allow time to eat the meal. If the overtime work ends after three (3) hours, the company will pay a meal allowance and allow time to eat the meal or pay a meal allowance period.

(5) Scheduled/Planned Overtime - The Company will not pay a meal allowance for a meal occurring during an eight (8) hour period on an employee's day of relief.

(6) Extended Planned Overtime - Planned overtime that extends beyond an eight (8) hour period; the employee will be paid in accordance with Article IX, Section 5 (4) - continuous emergency overtime.

(7) Meals are to be taken at the closest location within the Company's service territory. Without exception, Employees are required to call on the radio to report their location when taking a meal on overtime. After the completion of the meal, the employee will notify Dispatch that they are back on the air and ready for assignment.

 

Section 6. Employees engaged in emergency overtime work will be paid an allowance for the normal meal period that is disrupted and granted a meal period of twenty (20) minutes without deduction in pay and will be granted an allowance every six (6) hours later.

Section 7. When a regular meal period is established, it shall not be changed without good and sufficient cause.

Section 8. The meal allowance will not apply during emergencies involving employees working more than eight (8) hours beyond the normal work day. During emergencies, the reasonableness of the cost of the meal shall be subject to the approval of the department head.

 

ARTICLE X

VACATIONS

 

Section 1 Vacation Pay is provided under the terms of the Vacation Pay Policy, HR 1.20, effective June 1, 2000.

The schedule below illustrates the accrual of the vacation leave benefit:

Completed Years of Service

Entitlement

Monthly Accrual

0 - 4 years

2 weeks

.833 days/month

5 - 9 years

3 weeks

1.25 days/month

10 - 19 years

4 weeks

1.67 days/month

20+ years

5 weeks

2.08 days/month

 

Employees earn the Monthly Accrual if they are employed for the entire month and are not on leave of absence without pay.

Employees must seek prior approval from their supervisors before taking vacation time and all questions regarding vacation leave should be directed to their immediate supervisor.

Section 2. Vacations will be granted according to a schedule approved by the Company, and insofar as possible, seniority will govern. One (1) of the three (3) weeks of vacation, two (2) of the four (4) weeks of vacation and three (3) of the five (5) weeks of vacation for those employees who are eligible may be scheduled by the Company at any time during the calendar year. If an employee is unable to start their vacation as scheduled, such vacation will be rescheduled by the Company at the earliest opportunity.

Section 3. Employee's vacation pay will be the greater of their regular straight time pay at the time of vacation or the average of the employee's straight time earnings in the previous calendar year.

Section 5. All departments within the Company will distribute vacation selection forms to be completed by December 31 for scheduling vacations for the following year.

All months of the year will be used by all departments for vacation scheduling. Department Managers will exercise discretion as to the number of employees on vacation at any one time.

Section 6. For purposes of vacation scheduling in the Street Department and Line Department (exclusive of underground personnel) the following provisions shall apply:

The year will be divided into the following three periods for taking vacation.

Period I: The prime period consisting of June, July, August and September. During this period, employees may take up to two weeks of vacation.

Period II: The months of April, May, October, November and December. During these months, an employee may take two weeks of vacation.

Period III: The months of January, February, and March. During these months, an employee will take any remaining vacation not taken in Periods I and II.

Not more than four (4) lineworkers may be on vacation at the same time during Period I and Period II, December only. Not more than two (2) lineworkers may be on vacation at the same time during Period II, except December. Department Head approval is required for more than four (4) lineworkers to be on vacation at the same time in December. Single days of vacation may be taken in Periods I and II, on the same basis as at present; namely, one (1) day for each week of vacation taken in the period, but they may be taken out of any of the scheduled vacation weeks in either Periods I and II instead of the scheduled vacation in the Period in which the single day is taken.

Section 7. Where an employee becomes ill, or a member of the employee's immediate family dies just prior to their scheduled vacation, the vacation will be rescheduled upon the employee's request; scheduled vacation will not be rescheduled if the illness commences after the beginning of the scheduled vacation.

However, if the death of an immediate member of the family (as defined in Article XX, Pg. 30) occurs after the beginning of the scheduled vacation, and the time lost, for the purpose intended, would have been in their normal work schedule, such time will be rescheduled, at a mutually agreed upon later date.

Section 8. For purposes of vacation scheduling in Roster 9 (Meter Reading), the following shall apply: During the period of June, July and August, employees may take up to two (2) weeks of vacation but not more than two (2) employees may be on vacation at the same time during this period. During the remainder of the year only one (1) meter reader may be on vacation at any time.

 

ARTICLE XI

SENIORITY

Section 1. Seniority progression charts showing all classes of employees subject to this agreement and the seniority movement of such employees between classes hereinafter provided for have been prepared jointly by the Company and the Brotherhood. Roster sheets showing the names, classifications, Company seniority, and class seniority ratings of all employees subject to each seniority progression chart have been prepared and posted. The Company shall prepare and post quarterly, revised roster sheets showing any changes affecting the employees on such sheets.

Any employee subject to this agreement who is aggrieved by any change in seniority rating may, within thirty (30) days after such change is posted, and not thereafter, request the Company to correct such rating, and upon adequate proof of error, it shall be corrected in accordance with the facts.

Section 2. It is agreed, that when an employee is assigned to a position, which is not subject to the rules of the Agreement, on a temporary basis, the employee's seniority status will continue in the class which the employee held at the time of the assignment.

An employee promoted, on a regular basis, to a position which is not subject to the rules of the Agreement, and subsequently returns to a classification which is subject to the rules of the Agreement, shall have their seniority status, for unit seniority purposes, reflect only that time served in the Bargaining Unit; i.e., the employee would return to the bottom of the classification from which they came, with the seniority that they had at the time of their promotion. This period of time will not exceed ninety (90) days.

Section 3. Seniority shall begin when an employee was or shall be first hired by the Company, except that where an employee has been dismissed and rehired or has voluntarily left the employ of the Company and has been rehired, seniority shall begin when such employee was last hired. The seniority rating of employees shall be as follows:

(a) Any present employee of the Company who was in the employ of the Company when seniority was first adopted (June 2, 1946) shall receive credit (in the class of work in which they are employed) for all prior employment with the Company.

(b) Any present employee of the Company who was hired subsequent to June 2, 1946, shall receive credit beginning with their last hiring date and continuing during the term hereof in each class of work in which they have been or are hereafter regularly assigned.

(c) The foregoing provisions of this section shall not apply to new employees until they have been continuously employed for a period of six (6) months, but thereafter these provisions shall apply to such employees.

If because of a reduction-in-forces an employee is demoted from a class of work to which they were assigned on the date when seniority first became effective as aforesaid, such employee shall be assigned to the head of the list in the class to which the employee is demoted, but an employee promoted after said date and subsequently demoted because of a reduction in forces shall revert to that place on the list in the lower class which the employee held before their promotion; provided, however, that when forces are reduced in the lowest class, necessitating the furloughing of employees, the employee in such class having the shortest total period of service with the Company shall be furloughed first, and so on up through the class.

Employees assigned to any class of work in one department of the Company, if furloughed out of their class of work because of a reduction-in-forces, shall be re-assigned by the Company to the same class of work in the same or some other department of the Company if there is another such class, and, if there is not another such class, then to some other class, provided such furloughed employees are qualified by fitness and ability to perform the work in the new class. When so reassigned, such employees shall have the same seniority rating in the new class which they had in the class from which they were furloughed and they shall displace juniors in the new class.

New employees shall be deemed to be on trial for a period of six months from the date of hiring and within such period the Company shall have the right to discharge any new employee whenever in the opinion of the Company the employee has not qualified for the work for which they were hired or for other work to which the employee may be assigned.

The Company shall have the right in its discretion to employ temporary forces for emergencies, vacation relief, or in other unusual situations, and seniority shall not apply to employees in such forces.

The Company may employ student engineers in any class, the total number of student engineers so employed not to exceed three percent (3%) of the number of employees of the Company, and the Company in its discretion and without regard to seniority may assign the work of student engineers in any class or may transfer them from class to class, but in the event that student engineers are assigned to positions permanently such assignments shall be subject to the seniority rights of regular employees affected thereby.

Section 4. If there is seniority movement between the classes involved, when a vacancy occurs in any class, the employee senior in the next lower class shall be entitled to promotion to the vacancy if their fitness and ability qualify them for the position, and when forces are reduced, the last person the class affected shall be furloughed first, and so on up through the class, employees so furloughed having the rights to displace juniors in a lower class if qualified by fitness and ability.

An employee accepting promotion or transfer to a new class after June 2, 1948, shall have seniority in the new class beginning with the date of such acceptance, and the employee will retain unimpaired their seniority in the former class without the right, however, to displace juniors in the former class as long as they may have employment in the new class in any position for which they are qualified by fitness and ability.

Section 5. If there is no seniority movement between the classes involved and forces are reduced in a class, an employee who was transferred to such class from another class shall return to their former class without loss of seniority in that class if then qualified by fitness and ability to perform the work in the employee's former class.

Section 6. In the event of a vacancy in an existing position or in a newly created position within each class in any department, notice of the vacancy will be posted at places accessible to employees affected in that department, and Company-wide in all other departments, and shall remain posted for a period of seven (7) days, within which time applicants eligible and desiring to fill such vacancy shall apply in writing to the official of the Company designated in the notice. Such notice shall also set forth the title of the position to be filled, hours of work, days of relief, rate of pay and outline of duties. The bidders will be considered in the following order and the senior qualified bidder will be awarded the job:

(1) Employees with seniority who have previous time in the class where the vacancy exists, in the order of their seniority in that classification.

(2) Employees with seniority in the next lower class in the same roster, in the order of their classification seniority in that classification.

(3) Employees with seniority in each lower class, in order, in the same roster, in the order of classification seniority within each such class.

(4) Employees with seniority in a class, if any, above the vacancy and in the same roster, in the order of seniority in such higher classification.

(5) Employees with seniority from other rosters, considered in the order of their Company seniority.

Within one (1) week after expiration of the posting period the Company shall assign the accepted applicant to such vacancy or newly created position. If the Company anticipates a problem will arise in making the assignment within one (1) week, the Company agrees to discuss this with the Union in advance. When such vacancies occur in positions that are to be refilled, the Company will post notice within one (1) week.

Any employee assigned to a new position shall have thirty (30) days in which to qualify. If the employee is unable to qualify, the employee may return to the class from which they came without loss of seniority rating therein. If in the opinion of the Company the employee is competent, the employee shall not return to the class from which they came until a vacancy occurs in that class.

Section 7. The seniority status of an employee transferred to a new position or vacancy in another department in accordance with the preceding Section shall begin on the date of the employee's assignment to the new class and the employee will retain unimpaired their seniority in the former class without the right, however, to displace juniors in the former class as long as they may have employment in the new class in any position for which that employee is qualified by fitness and ability.

Section 8. When forces are increased in any class, furloughed employees shall be given preference over applicants not previously employed by the Company if they are qualified by fitness and ability to perform the work in the class of service affected.

When employees are furloughed from several classes and a vacancy later occurs in a particular class, furloughed employees from the class where the vacancy occurs shall have preference.

Furloughed employees shall notify the Company in writing on or about the first day of each calendar month that they are available for re-employment, and if offered work by the Company for which they are qualified, they must accept it in writing and report for work within seven (7) days, and furloughed employees failing so to notify the Company of their availability for a period of six (6) months or to accept as aforesaid work so offered shall forfeit all seniority rating.

Section 9    - -    6/1/67

In reducing and increasing forces, in making promotions, and in making appointments to fill vacancies occurring in any class with employees in the same class in which the vacancies occur, or from other classes, all as provided in the foregoing sections, the Company shall determine the fitness and ability of all applicants for new or different positions. In determining fitness and ability of any applicant from another roster, the desire and ability of such applicant to advance to higher classifications in the roster to which the bid is made will be contributing factors.

Should reduction of forces become necessary for any reason, the Brotherhood will be consulted and every attempt made to achieve the reduction by attrition. In the event that employees are displaced from their classification by reason of a reduction in forces, the following will apply:

1. The Company will discuss the matter with the Local Union.

2. Such employee may displace other employees of the Company pursuant to the Seniority provisions of the agreement.

3. The wage rate of employees upon such transfer to lower rated jobs will be as follows:

Continuing Service at Date of Reduction

Total Reduction

Employees with ten (10) or more 
years of continuous service.

No reduction

Employees with nine (9) but less than ten (10) 
years of continuous service.

$1 per week after 6 months

Employees with eight (8) but less than nine (9) 
years of continuous service.

$2 per week after 6 months

Employees with seven (7) but less than eight (8) 
years of continuous service.

$2 per week after 6 months

$1 per week after 12 months

Employees with six (6) but less than seven (7) 
years of continuous service.

$2 per week after 6 months

$2 per week after 12 months

Employees with five (5) but less than six (6) 
years of continuous service.

$2 per week after 6 months

$2 per week after 12 months

$1 per week after 18 months

Employees with less than five (5) 
years of continuous service.

No reduction for first 6 months; a reduction of $2 per week at the beginning of the second and successive periods of 6 months until the rate wage equals the ultimate of the lower classification

 

4. Employees reduced to a lower-rated job classification are required to bid vacancies they are qualified to perform as they may occur in the former classification or in other higher rated jobs unless the Company and the Brotherhood feel there are extenuating circumstances. Employees failing to bid, or accept assignments, may have their wages reduced. All assignments will be made in accordance with the seniority provisions of the contract.

5. If an employee is transferred to a lower-rated job under the above and bids for and is awarded a job with a lower ultimate, the difference in ultimates will be deducted from the employee's rate unless the Company and the Brotherhood feel there are extenuating circumstances.

If, after such transfer, a general wage increase is made on a percentage basis, the employee shall receive eighty percent (80%) of said general increase, the percentage to be figured on the adjusted rate prior to applying the eighty percent (80%).

FITCHBURG GAS AND ELECTRIC LIGHT COMPANY

By /s/ F. Manley

President

Section 10. Any employee who, subsequent to the enactment of the Selective Training and Service Act of 1940, left the employ of the Company to enter any of the armed forces of the United States of America, will retain the same seniority status that they would have had if the employee had remained in the employ of the Company during the period of their absence, provided that their military service is terminated by an honorable discharge and that within ninety (90) days thereafter the employee shall apply in writing to the Company for re-employment. The Company shall assign such an employee according to their seniority status provided the employee is then qualified by fitness and ability to perform the work in their class, but, if the employee is mentally or physically unfit to perform the work in their class, the Company shall endeavor to provide the employee with employment in any class of work in any department of the Company for which the Company deems the employee to be mentally, physically and otherwise qualified, and provided also that the employee's total length of service with the Company, including the aforesaid military service, shall be greater than that of the employee to be displaced.

Section 11. The Company agrees to grant to regular employees of the Company such reasonable leaves of absence, without pay for transacting official union business of the Brotherhood, in such numbers and for such length of time as the Company shall determine. Any such employee who returns to the employ of the Company at the expiration of their leave of absence will be credited with the seniority that such employee would have had if they had remained in active service with the Company during the leave of absence and shall be assigned to the classification in their roster to which such seniority entitles the employee, provided such employee is then qualified by fitness and ability to perform the work of such classification.

 

ARTICLE XII

DISCIPLINE, SUSPENSION AND DISCHARGE

Section 1. If any employee is disciplined, suspended or discharged, a meeting will be held between the Company and the Union Grievance Committee within a reasonable time. The Brotherhood may in its discretion within seven (7) days from the date upon which such employee is disciplined, suspended or discharged request the Company to grant a hearing to such an employee, such request to be in writing, registered and mailed to the Director of the Company.

Hearings will be held by the Director of the Company or by a department head or other officer of the Company designated by the Director within one (1) week after receipt of such written request.

Section 2. If an employee is charged with the violation of Company rules or any other offense, and a hearing is requested under Section 1, the Brotherhood shall be furnished with a statement of the charge in writing.

At the hearing, the Brotherhood shall represent the employee disciplined, suspended or discharged and may present witnesses.

Section 3. If the employee is exonerated, the employee will be restored to service without prejudice and shall be compensated for any loss in wages caused by such discipline, suspension or discharge.

 

ARTICLE XIII

GRIEVANCE

 

Section 1. Any dispute arising during the term hereof shall be treated as a grievance and every reasonable endeavor shall be made to settle such dispute by agreement between the Grievance Committee of the Brotherhood and the Director of the Company or their representatives. Within ten (10) working days, any grievance shall be presented in writing to the employee's immediate supervisor.

Section 2. If the employee's immediate supervisor cannot satisfactorily resolve the grievance as stated in Section 1, it shall be referred to the Department Head.

Section 3. Within ten (10) working days of such submission as stated in Section 2, a meeting shall be arranged between the grievant, the Union Steward, the Supervisor and the Department Head.

Section 4. Within ten (10) days, if the grievance is not satisfactorily resolved by the meeting as stated in Section 3, the grievance may be submitted to the Director of the Company, or the Director's designees. Within five (5) working days of such submission, a meeting shall be arranged between the Union Grievance Committee and the Director or the Director's designees. The Company shall reply in writing to the grievant within five (5) working days after the meeting.

Section 5. If the response given pursuant to Section 4 above does not satisfactorily adjust a grievance, the grievance may be submitted in writing to arbitration within sixty (60) working days of the date of the written response pursuant to Section 4 above.

Section 6. The party requesting arbitration shall do so by delivering to the other party a notice in writing setting forth its statement of the matter in dispute. If a party requests arbitration and so notifies the other in writing and thereafter either party fails or neglects to name its arbiter within ten (10) days after receipt of such request, it shall be construed that the party failing or neglecting to name its arbiter as aforesaid has waived its right to arbitration of the particular dispute, and in that event the demands of the other party shall be conceded unless it so happens that both parties fail or neglect to name arbiters within the time provided.

Section 7. Any grievance not presented in accordance with applicable time limits or other requirements in the steps listed above shall be automatically foreclosed and considered settled and shall constitute a denial of the grievance. By mutual agreement the parties may extend the time limits in any of the steps listed above.

Section 8. Arbitration shall be conducted through a Board of Arbitration consisting of one (1) representative selected by the Union, one (1) representative selected by the Company and an impartial Chairman mutually chosen by the parties. The procedure for Arbitration shall be as follows;

A. The Union representative and Company representative shall meet forthwith to choose an impartial Chairman, but no later than fifteen (15) calendar days from the date of the demand of arbitration. If no selection can be made within such fifteen (15) day period, then either party may request lists from the American Arbitration Association and selection shall be made in accordance with the rules of the service.

B. Hearings and post hearing activities shall be conducted in accordance with the voluntary labor arbitration rules of service.

C. The decision of a majority of the Board shall be the decision of the Board of Arbitration. The Board shall have no power to change, amend, modify, or otherwise alter the provisions of this Agreement. The decision of the Board, which shall contain a full written statement of the grounds upon which the issue or issues are decided, shall be final and binding on the Union and the Company.

D. Each party shall bear the expense of preparing and presenting its own case. The compensation and expense of the impartial Chairman and any other expenses of such Board shall be borne equally by the parties.

E. At the meeting with the impartial Chairman it will be discussed and agreed to that the impartial Chairman is required to return a decision within sixty (60) days of the hearing.

Section 9. The Company shall have the right to grieve and arbitrate any dispute which arises concerning the terms and conditions of this Agreement.

Section 10. While this agreement is in effect, there shall be no authorized or sanctioned cessation, retarding or stoppage of work because of any dispute which may result from any interpretation of this agreement or for any cause whatsoever. If an employee represented by the Brotherhood and subject to the terms and conditions of this agreement who, without the authority and sanction of the Brotherhood, voluntarily absents themself from work because of any dispute or demand, the employee may be denied further employment or suspended at the option of the Company.

 

ARTICLE XIV

PAYROLL DEDUCTIONS

The Company agrees to deduct weekly from earned wages and remit to the Brotherhood, the dues of those employees who are members of the Brotherhood and not exempt from the provisions of this agreement, in an amount individually authorized in a manner and on a form approved by the Union and the Company.

 

ARTICLE XV

PENSION PLAN

A pension plan is provided for employees and is briefly outlined below. In the event there shall be enacted state or federal legislation which conflict with the terms of the below plan, state or federal legislation will govern.

Eligibility

Any employee of the Company shall or may retire on a retirement benefit subject to the provisions and conditions hereinafter set forth:

1. An employee who has attained the Normal Retirement Date (first day of the month in which occurs an employee's 65th birthday) and ceases active service with the Company shall be entitled to a pension.

2. For employees hired on or after June 1, 1985, an employee shall be entitled to a disability retirement benefit if the employee has completed 15 or more years of Credited Service (excluding service before age 18) and becomes totally and permanently disabled. In order to be eligible for a disability pension the employee must:

a. Be totally and permanently -prevented from engaging in any occupation or employment for wages or profit.

b. The disability must not have been incurred while the employee was engaged in:

(1) criminal act

(2) service in the armed forces

(3) habitual drunkenness or addiction to a narcotic

(4) intentional self-inflicted injury

(5) act or disease resulting during the course of employment with an employer other than the Company.

Further, that the disability pension may be discontinued should the employee refuse to be examined by a physician designated by the plan. The pension would be computed on the basis of the Credited Service and Average Monthly Wages at the time of the disability retirement. Such pension shall commence on the employee's Normal Retirement date. On each January 1st, prior to the Employee's Normal Retirement Date, the monthly pension payable to a disabled employee shall be increased to reflect an additional year of Credited Service which would have accrued to the employee.

For employees hired on or before May 31, 1985, disability retirement benefits shall be provided under the contract terms as stated in the "Agreement Between Unitil/ Fitchburg Gas and Electric Light Company and The Brotherhood of Utility Workers of New England, Inc.Utility Workers Union of America, AFL-CIO, Brotherhood of Utility Workers Council, Local Union No. 340B340, May 1, 1998 - May 31, 2000." An employee with fifteen (15) years of Credited Service and who has attained age fifty-five (55) may elect to retire on an Early Retirement Date, which may be the first day of any month thereafter prior to the employee's Normal Retirement Date.

The Company requests that the employee notify the Company in writing at least ninety (90) days prior to such date of intention to retire early.

Vesting

An employee's pension benefit will become vested (a right to a deferred benefit at age 65) after completing at least five (5) years of credited service following their 18th birthday (excluding Credited Service completed prior to age 18).

Determination of Amount of Normal Retirement Benefit

A. Basis:

The basis for the computation of the amount of the retirement benefit shall be the employee's average monthly wage for the last five (5) years of Credited Service or the employee's average monthly wages for any consecutive five-year period during the employee's last twenty (20) years of Credited Service, whichever amount is larger.

B. Amount:

Based upon average monthly wages determined as above stated, the employee shall be eligible for a monthly retirement benefit payable in advance, computed as follows:

  1. For each of the first twenty full years of Credited Service - 2% of said average monthly wages, plus
  2. For each full year of Credited Service in excess of twenty full years and not in excess of thirty full years - an additional 1% (one percent) of said average monthly wages, plus
  3. For each full year of Credited Service in excess of thirty years - an additional 1/2 of 1% (one-half percent) of said average monthly wages, such sum to be reduced by:
  4. Fifty (50%) percent of such employee's Primary Social Security Benefit payable under the Federal Social Security Act in effect on December 31, 1970: such reduced sum to be further reduced by:
  5. The amount of monthly retirement benefit, if any, to which the employee is entitled under any retirement plan maintained by a former employer for which credit is given under the Plan (i.e. another Unitil System Company).

Determination of Amount of Early Retirement Benefit

The monthly amount of Early Retirement Benefit payable to an employee retiring on their Early Retirement Date shall be equal to the employee's Normal Retirement Benefit based on Credited Service to their Early Retirement Date, reduced on the basis of the following schedule:

Early Retirement

Percent Reduction of Normal Retirement Benefit

Early Retirement Benefit Expressed as a % of Normal Retirement Benefit

65

0%

100%

64

0%

100%

63

0%

100%

62

0%

100%

61

0%

100%

60

0%

100%

59

5%

95%

58

10%

90%

57

15%

85%

56

20%

80%

55

25%

75%

Normal Form of Benefits

  1. Monthly Annuity for Life

    An employee who is unmarried at retirement will receive a retirement benefit as a monthly annuity for as long as the employee lives. Upon death, no death benefits will be payable to any beneficiary.
  2. Joint and Survivor Annuity with Spouse

    An employee who is married at retirement and who does not elect to receive the retirement benefit as a monthly annuity for life will receive an actuarially reduced benefit for as long as the employee lives with fifty (50%) percent of such reduced benefit payable after death to the employee's spouse for as long as such spouse lives. The reduction is based upon the life expectancies of the employee and spouse on the employee's retirement date.

Optional Form of Benefits

  1. Contingent Annuitant Option
  2. An employee may elect, instead of the retirement benefit as heretofore provided, to have reduced retirement benefits made commencing on the employee's retirement date and after death such reduced payments, or any lesser amount selected by the employee, will be continued to the designated beneficiary, if living after the employee's death, for the beneficiary's lifetime.

  3. Ten (10) Year Certain and Life Annuity
  4. An employee may elect that the retirement benefit, payable on the retirement date, be reduced with the guarantee that not less than one hundred and twenty (120) monthly payments will be made either to the employee or the named surviving beneficiary.

  5. Five (5) Year Certain and Life Annuity

An employee may elect that the retirement benefit, payable on the retirement date, be reduced with the guarantee that not less than sixty (60) monthly payments will be made either to the employee or the named surviving beneficiary.

If any of the above options are elected, the provisions for a minimum annual retirement benefit shall only apply prior to any reductions under the above options.

Minimum Retirement Benefit

In no event will the Company pay any employee who retires with fifteen years of Credited Service an annual normal retirement benefit of less than $1,200 in addition to such sums, if any, as the employee may receive as ""Primary Insurance Benefits"" under the Federal Social Security Act.

Spouse's Benefit

A Spouse's Benefit shall be payable to an employee's spouse in the event of the employee's death prior to the Normal Retirement Date, provided at least fifteen (15) years of Credited Service was completed and the employee has been married to the surviving spouse for at least one (1) year.

The monthly amount of the Spouse's Benefit shall be one-half of the amount of Retirement Benefit which would have been payable had the deceased employee retired, rather than died, on the day before death, reduced, however, by one (1%) percent for each full year in excess of two (2) by which the deceased employee's age exceeds their Spouse's age.

A minimum of fifty ($50.00) dollars per month shall be payable.

Spouse's Benefit payment shall terminate with the last payment due preceding death.

Deferred Termination Benefit

An employee who terminated employment after five (5) or more years of Credited Service shall be entitled to a Deferred Termination Benefit equal to that portion of the Normal Retirement Benefit accrued to the date employment terminates.

Funding

The pension plan will continue to be funded, with all contributions from the Company. It is understood that the retirement plan will meet the requirements for approval by the Internal Revenue Service and will be actuarially sound.

The specific details of the pension plan will be as described in the retirement plan documents. In the event of any conflict between this summary and the Plan Document, the Plan Document will govern. While the Company expects to continue indefinitely the benefits provided for under this pension plan, it agrees to continue them only for the term of the agreement with The Brotherhood of Utility Workers of New England, Incorporated. The Utility Workers Union of America, AFL-CIO, Brotherhood of Utility Workers Council, Local No. 340B340, effective June 1, 2000.

ARTICLE XVI

DISABILITY RETROGRESSION PAY PLAN

1. Non-Compensable Disability

In the event an employee with ten (10) full years of continuous service or more becomes unable to perform their normal duties because of a disability for which the employee is not receiving Worker's Compensation Benefits, the Company shall provide the employee with work, provided the employee is able to perform such work. If such employee refuses to accept such work, the obligation of the Company hereunder shall be discharged. In the event an employee with less than ten (10) full years of service becomes unable to perform their normal duties because of a disability for which the employee is not receiving Worker's Compensation Benefits and if the Company is able to provide the employee with work which the employee is capable of performing, the employee shall be assigned to such work. The adjusted pay rate in either case shall be determined by the following PLAN shown below.

A. FUTURE RETROGRESSION

1. Less than ten (10) full years of continuous service at time of retrogression.

a. An employee with less than ten (10) full years of continuous service with the Company at time of retrogression shall receive the ultimate base rate of the new job classification.

b. The new rate shall become effective at the time of such retrogression.

2. Ten (10) full years and less than twenty-five (25) full years of continuous service at time of retrogression.

a. An employee with ten (10) full years or more of continuous service with the Company at the time of retrogression shall receive an ADJUSTED pay rate equal to the ultimate base rate of the new job classification.

PLUS

for each full year of continuous service an additional four percent (4%) of the differential between the pay rate of the new job classification and the employee's AVERAGE pay rate, except that in no case shall the ADJUSTED rate be greater than the AVERAGE rate, or less than the ultimate base rate of the new job classification. The AVERAGE pay rate shall be determined by finding the weighted average of the pay rates for all job classifications the employee has held for the five (5) year period immediately preceding the date of retrogression. In making this computation, ultimate base rates in effect at the time of retrogression shall be used.

b. The employee's pay rate shall be reduced to the ADJUSTED pay rate in steps of ten cents ($.10) per hour or four dollars ($4.00) per week every six (6) months, except that the last reduction step may be ten cents ($.10) per hour or four dollars ($4.00) per week or less as necessary to reach the ADJUSTED pay rate exactly. The first reduction step shall occur six (6) months from the effective date of retrogression.

3. Twenty-five (25) full years or more of continuous service at time of retrogression.

a. An employee with twenty-five (25) full years or more of continuous service with the Company at the time of retrogression shall retain the ultimate pay rate of the classification from which the employee retrogressed.

II. Compensable Disability

In the event an employee with ten (10) full years of continuous service or more becomes unable to perform their normal duties because of a disability for which the employee is receiving Workmen's Compensation Benefits, the Company shall provide the employee with work, provided the employee is able to perform such work. If such employee refuses to accept such work, the obligation of the Company hereunder shall be discharged. In the event an employee with less than ten (10) full years of service becomes unable to perform their normal duties because of a disability for which they are receiving Workmen's Compensation benefits and if the Company is able to provide the employee with work which the employee is capable of performing, the employee shall be assigned to such work. The employee's ADJUSTED pay rate in either case shall be determined as set forth under 1 (A) of this PLAN except that the following shall apply:

  1. If, at the time of retrogression, the employee is receiving compensation for partial disability, the Company will pay such amounts so that the employee's total compensation from the Company and from such Disability Benefits will equal the adjusted pay rate.
  2. The date the employee commences work at the lower classification shall be considered as the date of retrogression.

III. General Provisions Applicable to I and II of the PLAN

  1. In all computations, only FULL YEARS of service shall be used.
  2. ADJUSTED pay rates established under the PLAN shall be figured to the nearest cent except where the rate figures exactly to a half-cent.
  3. An employee with ten (10) or more full years of continuous service receiving an ADJUSTED pay rate under the PLAN shall hold the title of the new job classification with the word ""SPECIAL"" appended thereto.
  4. A physician appointed by the Company in all cases shall consult with such employee's family physician and in the event of disagreement as to the employee's condition and/or ability to perform the work of any particular class, the case shall be referred to a recognized specialist or clinic in the field of medicine involved, whose opinion will be final and binding upon all parties.
  5. No change in GROUP INSURANCE classification shall result from such retrogression.
  6. General increases will be figured on the adjusted pay rate of a retrogressed employee.
  7. An employee transferred to a lower classification under the PLAN shall be assigned without posting the job.
  8. References to continuous service in the Company shall include service with affiliated companies.
  9. If an employee who is being compensated under the provision of this PLAN is again transferred to one or more lower or higher rated classifications, the employee's new ADJUSTED rate upon each such transfer shall be computed as if the employee had been transferred to such lower or higher classification initially, using all factors applicable at the time of the first retrogression. The resultant rate shall be corrected to reflect all wage adjustments which were made in such classification since the date of the initial retrogression.
  10. The Company may, in its discretion, withhold the provisions of this PLAN from employees who also engage in work for other than the Company or its affiliates.

 

ARTICLE XVII

SICK PAY PLAN

Employees covered by this Agreement are eligible for the Company's Sick Pay Policy HR 1.12, effective June 1, 2000, and shall be entitled to two weeks sick pay during the first year of employment. After one year of employment, employees will be entitled to up to twenty-six weeks of sick pay. The Company may, in its discretion, withhold payment of sick pay benefits to employees who engage in other work. The Company reserves the right to request verification of continued disability by the Employee's physician, as well as the right to request second and third opinions.

The Company has given its Department Heads discretion to grant limited time off without loss of pay for urgent personal reasons including a serious emergency at home, such time to be no more than required for the purpose, usually a few hours and in no event , more than one day. Department Heads also have discretion to grant time off without pay for personal reasons if there is good cause and no abuse of privilege.

ARTICLE XVIII

GROUP INSURANCE

During the effective period of this Agreement, the Company will maintain Group Insurance as follows: Life, Accidental Death and Dismemberment, Long-Term Disability, Medical and Dental Plans, in accordance with the Group Insurance Summary dated June 1, 2000, and attached hereto. In the event that there shall be enacted after June 1, 2000, state or federal legislation in addition to that now enacted which provides benefits in the field of health, medical, hospitalization and nursing care, the parties agree that there shall be no duplication or overlapping of such benefits and the benefits provided by the Company. In the event that the Company determines that such duplication or overlapping of benefits occurs, it may revise the benefits under the Company's Group Insurance Plans to minimize the same. In so doing, there will be no reduction in the benefits provided to employees as set forth in the attached Group Insurance Summary. The Union shall be given reasonable advance notice of any changes made pursuant to this provision and upon the request of the Union, it shall have an opportunity to discuss them with the Company prior to their being made. There will be no changes in insurance carrier during the term of the contract unless by mutual agreement.

 

ARTICLE XIX

401(k) PLAN

Employees may participate in the Company's 401(k) Plan (Plan). The Company agrees to make payroll deductions for payments to the duly-established 401(k) Plan upon written authorization by regular employees and to forward the amounts so deducted to the 401(k) Plan in accordance with such authority.

The Company reserves the right to make administrative changes to the 401(k) Plan during the term of this Agreement with the understanding that such changes will not decrease the amount of benefits provided to Plan members. These administrative changes may include the merger of 401(k) Plans.

The Company will amend the 401(k) Plan to permit the election of gross wages with or without overtime for maximum contributions on an annual basis if regulations permit. The employee can save 15% of base or gross wages and the Company will match 100% of the first 3% of base wages that an employee contributes to the Plan.

 

ARTICLE XX

LEAVE OF ABSENCE

Section 1. Death in The Family

Employees are eligible for the Company's Bereavement Pay Policy HR 1.15, effective June 1, 2000, which allows for three (3) days off with pay for a death in the family.

Section 2. Jury Duty

Employees are eligible for the Company's Jury Duty Policy HR 1.27, effective June 1, 2000, which allows for unlimited time off with pay if an employee is required to serve as a member of a jury or is subpoenaed to appear in court in a capacity other than a plaintiff or defendant.

Section 3. Military Leave

Employees are eligible for the Company's Military Leave of Absence Policy HR 1.08, effective June 1, 2000, which allows for two (2) weeks off with pay for military training leave and four (4) months off with pay if an employee is activated as a result of a call-up order.

Section 4. Unpaid Leave of Absence

Employees are eligible for the Company's Unpaid Leave of Absence Policy HR 1.34, effective June 1, 2000, which allows for up to six (6) months off, unpaid, for personal reasons that do not qualify under other leave policies. A Leave of Absence of up to six months will not effect union seniority.

ARTICLE XXI

SEVERANCE PAY PLAN

Employees are eligible for the Unitil Corporation Severance Pay Plan.

An employee who desires severance pay, must, within ten (10) days after receiving notice of layoff, notify the Company in writing of his desire to terminate employment and receive Severance Pay under this plan. Upon such termination and receipt of Severance Pay, the employee will lose all seniority and recall rights under the contract. If an employee does not desire to terminate his employment in these circumstances, he will retain his recall and seniority rights, to which entitled under the contract, if any, but shall not be entitled to any Severance Pay hereunder.

 

ARTICLE XXII

BULLETIN BOARDS

The Company will provide space on the Company Bulletin Boards for official Union notices. Notices of Union meetings, elections, and appointments may be posted by the Union without prior approval. Any other material which the Union desires to post shall first be submitted to management for approval before posting. There shall be no posting of advertising or political matter or material which is objectionable or controversial.

 

ARTICLE XXIII

EFFECT OF AGREEMENT

Section 1. This agreement is the entire agreement between the parties except such amendments or supplementary agreements as are in writing and signed by the parties.

Section 2. During the term of this agreement, should any provisions or part thereof become illegal, the rest of the agreement will continue in full force and effect.

 

ARTICLE XXIV

CONTRACTORS

The Union will have the right to call to Management's attention any condition that they may consider detrimental to the employees of the Company relative to work proposed, or being performed by outside contractors, and Management agrees to discuss this condition with the Union, and to take whatever remedial action may be agreed to in these discussions. Outside contractors will be required to adhere to OSHA requirements.

The Company recognizes that its use of outside contractors may, at times, cause some concern to employees and the Union. Accordingly, upon request of the Union Committee, the Company representatives will discuss any problems arising over the use of contractors. If such discussion does not satisfy the Union, it may make a written request to the Director of the Company for a meeting with the Director, in which event, the Director will sit down with the representatives of the Union for a thorough review and discussion of the problem.

Addendum (May 1, 1973) - The question of Pre-notification of Contractors to be handled as a matter of common sense and good labor relations, with no legal commitment. Except when emergencies exist, the Company will before the letting of a contract discuss with the Brotherhood the reasons, economics and any other matters pertinent to the situation.

There is no intent to displace regular employees by these outside forces..

Note: The foregoing paragraph would not preclude the Company from hiring temporary forces.

 

ARTICLE XXV

WORKING CONDITIONS

Section 1. Alternate Emergency Trouble Worker - Line Department

It is agreed that the following supplementary practices affecting working conditions will be continued during the term of the current Collective Bargaining Agreement:

The conditions for Alternate Emergency Night Trouble Worker classification and posting thereof are as follows:

a. Duties and qualifications would be the same as for the Emergency Night Trouble Worker and would be posted as such.

b. Only Lineworkers-1st Class will be eligible to fill the job.

c. One or more Lineworkers-1st Class with ""alternate"" listing will be listed according to seniority on summation sheet, but will retain present place in roster.

d. Senior ""Alternate"" person would be assigned to fill in on a temporary basis when the regular Emergency Night Trouble Worker is not available for work. In the event the senior ""Alternate"" person is not available due to sickness, vacation, etc., the second ""Alternate"" person would be assigned. Any ""Alternate"" so assigned would accumulate seniority for time actually worked in the Emergency Night Trouble Worker's classification.

e. Planned absences: Example - vacation, sickness other than first day -

1. Senior person from "Alternate" list will not work 7:30 a.m. - 3:30 p.m. as Lineworker-1st Class.

2. Will be notified and assigned in advance to fill in on the Emergency Night Trouble Worker's job.

3. Will receive credit in the classification as Emergency Night Trouble Worker. Will also receive pay of classification at straight time.

4. If there is overtime involved while the "Alternate" is working as the Emergency Night Trouble Worker, overtime will be at the Emergency Night Trouble Worker rate.

f. Absences other than planned: Example - sickness first day -

1. If "Alternate" man has reported for work for normal 7:30 a.m. - 3:30 p.m. hours, then "Alternate" will work 7:30 a.m. - 3:30 p.m. at straight time as Lineworker-1st Class. And then 3:30 p.m. - 12 midnight at time and one-half at the Emergency Night Trouble Worker's rate.

g. When the Emergency Night Trouble Worker returns to work, "Alternate" will be notified not later than 4:00 p.m.. on the last working day prior to the Emergency Night Trouble Worker's return. "Alternate" will report on next working day at normal hours. If the Company is not able to meet this time factor, the "Alternate" and the regular Emergency Night Trouble Worker will work together for the first night after the regular Emergency Night Trouble Worker returns to work.

h. An "Alternate" can be removed from the "Alternate" list by request. When an "Alternate" is so removed, the "Alternate" job will be posted to obtain a replacement.

Section 2 Work Assignments Line Department

The normal crew complement for work assignments will be two line workers except the Company would have the option of assigning and upgrading a qualified line worker(s) to a single person operations and maintenance vehicle(s) .

The Union may request additional personnel and the crew supervisor may, at their discretion, grant the request.

    1. It is management's responsibility to determine the number of line workers needed on work assignments; that various relevant conditions affect a judgment whether two (2) line workers or three (3) line workers are needed on particular job assignments; and that supervision should make particular job assignments on the basis of the number of line workers needed--whether this is two (2) line workers, three (3) line workers or more.
    2. It is the Company's policy to observe high standards of safety and in no event will it assign two (2) line workers if, in its judgment, three (3) line workers are required for a particular job by reason of safety considerations.

Work assignments are based on a collaborative effort from a Joint Working Committee. There is an understanding that work assignments will be mutually agreed upon before implementing. The Committee consists of two (2) Company and two (2) Union personnel.

It is recognized that as provided in Section 502 of the Labor-Management Relations Act of 1947, an employee may decline to work in good faith because of abnormally dangerous conditions for work and nothing in this memorandum can affect such right of the employees as set forth in the Federal Statute.

Section 4. Work Assignment Gas Department

Two (2) qualified persons will be used when working on live gas lines.

The Union may request additional personnel and the crew supervisor may, at their discretion, grant the request.

(a) It is management's responsibility to determine the number of utility workers needed on work assignments; that various relevant conditions affect a judgment whether two (2) utility workers or three (3) utility workers are needed on particular job assignments; and that supervision should make particular job assignments on the basis of the number of employees needed--whether this is two (2) utility workers , three (3) utility workers or more.

(b) It is the Company's policy to observe high standards of safety and in no event will it assign two (2) utility workers if, in its judgment, three (3) utility workers are required for a particular job by reason of safety considerations.

Work assignments are based on a collaborative effort from a Joint Working Committee. There is an understanding that work assignments will be mutually agreed upon before implementing. The Committee consists of two (2) Company and two (2) Union personnel.

In the event there is a reduction in Roster 7, identification of underground facilities and gas leak surveys using the flame ionization unit would be assigned exclusively to Union employees.

Section 5. Residential Gas Cock Lubrication Duties

General Duties

Section 6. Inclement Weather Clause 5/1/89

The following provisions will apply to employees in Rosters 7 and 8 with respect to inclement weather:

During stormy weather (per OSHA 1910.269) or extreme cold, employees in these rosters will not be required to perform outside work, except in emergencies.

Extreme cold shall be considered fifteen degrees Fahrenheit and will be determined by the digital recording thermometer in the Transmission and Distribution office. The exception is to perform work required to meet a customer requirement. The Union and Company agree to make every effort to meet customer commitment even during extreme cold.

Outside work will be performed in precipitation. It will be management's discretion on work assignments in inclement weather. Field employees will exercise a common sense approach when working in adverse weather conditions and will make the determination whether work should continue.

Section 7. Medical Matters 8/14/84

The Company and the Union agree to the following in respect to medical matters involving employees.

1. Employees who desire to consult the Company Doctor should make an appointment through their supervisor.

2. When the Company Doctor, in accordance with the Disability Retrogression Pay Plan, decides that an employee should be retrogressed for physical disability, the Local Officers of the Union will be notified before the employee is told.

3. When an employee is denied a job because of physical reasons, the Union will be notified and the reason given before the employee is notified.

4. When an employee is out sick or out as a result of injury and the Company Doctor says the employee cannot return to work, the Union will be notified.

5. If there is disagreement between the employee's physician and the Company Doctor, arrangements will be made for the Union Representatives to talk with the Company Doctor as soon as possible.

6. If there is still disagreement, the matter may, upon request of either party, be referred to a third doctor, whose decision will be final and binding upon all parties. The third doctor will be selected by the Company Doctor and the employee's doctor. If they are unable to agree upon the third doctor, a joint request will be made to the Dean of the Harvard Medical School for choice of a third doctor in the special field involved. In the event a third doctor is appointed, the Company Doctor and the employee's doctor will have the right to submit the medical history of the employee and all other relevant information in their possession.

7. If an employee who has been absent from work because of disability is advised by their doctor to return to work but is prohibited from doing so until approved by the Company Doctor, the time required for the Company Doctor to make a decision whether or not the employee may return to work will be paid time and not subject to the provisions of the plan for payment of disability benefits.

8. The Company Doctor is responsible for determining when an ill employee is well enough to return to work and what type of work the employee should be returning to.

9. All employees who have been out for a serious illness such as

Heart Condition
High Blood Pressure
Cerebral Hemorrhage
Diabetes
Tuberculosis
Serious Surgery
Back Condition
Broken or Fractured Bones - any type
Joint Condition
Mental Disease
Any type of paralyzing Disease

will have their condition checked by the Company Doctor before returning to any type of work. Any case where there has been a serious illness not mentioned, and there is any doubt as to the employee's ability to fulfill their regular job, it should be brought to the attention of the Company Doctor before the employee returns to work.

10. The Company Doctor will contact the family doctor, see the patient, if necessary, and make whatever tests are necessary to determine whether or not the employee can safely return to work; and also determine the type of work, or what limitations there should be on the work that the employee performs.

11. In any case where the Company Doctor feels that the employee is not ready to return to work or that the work should be changed, the Doctor will consult with the management giving the reasons and the limitations.

12. All employees wearing casts, splints, braces, using crutches, or canes must be cleared by the Company Doctor before returning to work. There are certain conditions which must be clarified before the Company Doctor will give their approval.

13. The following conditions must be met before the Company Doctor is contacted for approval:

There must be a job that the employee can perform.

The employee must be willing to do the work.

The employee's attending physician must give permission to return to work.

FITCHBURG GAS AND ELECTRIC LIGHT COMPANY

By (s) R. A. Ferreia

Vice President

Section 8. Snow Plowing 5/1/91

For the Liquefied Natural Gas Plant (LNG), the Liquefied Petroleum Gas Plant (LPG), and the Tennessee Gas Pipeline Metering (TGP), the plowing services will be provided by the members for Roster #19 and the equipment used for those services will normally be that which is assigned to the Department.

For all other locations, the plowing services will be provided by Roster #7 and the equipment used for those services will be those that are normally assigned to that Department. As such, the reference in the Inclement Weather, Memo #10 Item #9 under the ""Gas"" section will be eliminated, and it is expected that snow plowing will be conducted irrespective of the temperature restrictions stated in this memo.

The Snow Plowing Equalization List will be discontinued and all hours plowing will be recorded on the Emergency Overtime Equalization List.

The Property Maintenance Worker will continue to use the snow blower and shovel and sand the sidewalks and entryways at the John Fitch Highway facility. The Property Maintenance Worker may be assisted by employees from other rosters.

Qualified licensed backhoe operator will be from Roster 7.

Employees in Roster 7 prior to 5/1/79 will not be required to provide service for snow plowing / removal and sanding.

Selection of personnel for these assignments during normal working hours will be by seniority. Employees in the various rosters, including Roster #8, will perform normal snow removal activities associated with their roster.

Section 9. Tools and Equipment

The Company will furnish to employees such tools and equipment as in its judgment are required for the class of work involved for use on Company work only. Employees may furnish personal tools and equipment for use on the Company work subject to the approval of the Company, except that rubber gloves, cover gloves, and liners and safety belts will always be furnished by the Company. Tools and equipment damaged or lost by misuse or neglect shall be replaced by the employee. Ownership of all tools and equipment furnished by Company shall remain with the Company and subject to its rules as to storage, inspection and turning in to the Department Head on the completion of the work requiring them. Upon termination of employment by the employees, all Company tools and equipment, or their replacement cost, shall be turned into the Company.

Section 10. Wash-up Time

On jobs requiring it, the Company allows wash-up time to the extent necessary and agrees to continue such allowance, and any complaints by an employee in this respect may be processed as a grievance. In most situations, a fifteen minute period at the end of the shift is sufficient.

Section 11. Work Gloves

Work gloves shall be furnished by the Company at no cost to the employee, of a grade deemed by the Company suitable for the work involved. If the employee desires a better grade of glove, the Company will furnish that grade at half cost to the employee. Rubber hats, rubber coats, and rubber boots, or their equivalent, shall be furnished by the Company for those classes of work which require such equipment. Gloves and other equipment, above referred to, shall continue to remain the property of the Company, shall be replaced by the employee if damaged or lost through misuse or neglect, shall be turned in to the Company in order to obtain replacements, and, upon termination of employment, they shall be turned in to the Company by the employee, or their replacement cost paid for if such equipment has been lost or damaged through misuse or neglect and, provided further, that only one-half such replacement cost will be payable if the employee paid one-half the cost under the foregoing provisions.

Section 12. Gas Production

Employees in Roster 7 who entered the Roster after 5/31/00 may be assigned to the LNG and Propane Plants during the operating season. Assigned employees will not receive operating premium if their rates exceed Utility Worker-1 rate, plus operating premium.

Two additional employees will be made available and trained to run the plants during the winter heating season when such additional help is required. The number of assigned employees will be determined by Management and selection will be according to the following criteria:

1. Voluntary by seniority.

2. Assignment on the basis of less senior employees.

Utilityworkers will report to assigned plant at start of shift.

During the production season, Utilityworkers will be paid a car allowance of $3.75/day when using own vehicles. A Company vehicle will be made available for travel to and from the LNG plant.

Operators will receive one-half hour (one way) travel allowance to the LNG plant only at a rate of 11/2 times base pay.

The Company will provide LNG and Propane Plant operators training to new employees entering Roster #7. Employees who initially fail Utility Worker 1, 2 and 3 examinations will be able to retake the examination every ninety (90) days.

Section 13. Gassing Vehicles 5/18/85

Employees will fuel vehicles assigned to them by the Company.

Section 14. Upgrading - Line and Street Departments 5/1/87

Effective May 1, 1987, employees in Rosters 7 and 8, who are scheduled to be upgraded but due to inclement weather or other reasons do not work in that capacity, will be paid at their regular rate of pay. The provisions of Article VI, Section 2 on page 6 will apply in this situation.

Section 15. Off Season Assignments of Production Workers 5/1/87

Personnel in Roster 19 will be assigned to perform the following list of duties at any time throughout the year when not operating the gas plants:

a. Maintenance of LPGA and LNG Plants.

b. Maintenance of Service Center Building, miscellaneous buildings and grounds.

c. Delivery of material to job site.

d. Cleanup of any substation, regulator station (not on public ways), lawn cleanup, hanging ""Danger"" signs, repair of fencing and buildings, etc.

e. Loam and Seed

f. Perform pre-cuts

g. Gas pipe installation and removal with qualified workers using a common sense approach in making work assignments.

h. Regulator maintenance with qualified worker using a common sense approach in making work assignments.

i. Meter department systematic meter work, credit lock-ins and lock-outs and assist in service work.

j. Corrosion control work, including installing insulator couplings.

k. Perform dig safe markings and pre-markings.

Section 16. Use of Company Backhoe 5/1/91

This will confirm our discussion during the negotiations in 1985 that under normal operations, the Company will ensure that our backhoe is being operated prior to the use of a contractor's backhoe.

The Company will make every effort to use the Company backhoe in jobs involving Roster 8 when it is not disruptive to its other operations.

Section 17. Assignment of Rental Service Work

Effective 5/1/85, employees in Roster 6, in the classifications of Gas/Electric Tester/Installer - 3rd Class may be assigned service work on rentals for gas and electric hot water heaters and gas and electric dryers as part of the duties of the classifications. This does not affect the duties of employees in Roster 3 to also perform this function.

Section 18. Response to Overtime 5/1/87

Because of the nature of our business, and our need to provide 24-hour a day service to our customers, it is necessary that employees work a reasonable amount of overtime - planned and unplanned.

In departments where management determines there is no problem with response to overtime, local practices will continue. Where management determines there is an overtime response problem, a meeting between management and the union will be held.

Following this meeting, department practices may be replaced by the following policy:

1. The company will establish a call list that will record each instance when an employee does not respond to the call out. The concept of equalization of overtime may apply.

2. Employees shall furnish an acceptable means of off-hour contact by telephone.

3. Employees who do not respond to a call will be charged with an instance for lack of response (exception - employees who are out on authorized absences). Employees shall not be charged with more than one instance in a twenty-four hour period or on two consecutive days of relief.

4. The lack of response records of employees will be reviewed on at least a quarterly basis. Consideration will be given to the number of instances, the reasons for lack of response and the average response record of the employee in the department. If, as a result of this review, management considers that an employee's lack of response record is excessive, a formal meeting will be held with the employee (with Union representation) and the employee will receive formal warning. A continued unsatisfactory response record, reviewed on a monthly basis, will result in more severe disciplinary action.

Section 19. Overtime 5/1/87

The Company and the Union recognize that overtime is an inherent part of the business and employees are expected to work unless an exception is granted by the department manager.

In the event an employee is unable to work overtime, the employee must receive a waiver from the department manager or their designee. An employee will be required to work continuous overtime on jobs the employee was working during their regular work hours.

The employee working second shift will be required to continue working if overtime is required rather than the calling in of additional personnel. If an employee refuses to work overtime, the employee will be subject to normal disciplinary action.

An employee scheduled to work overtime and who does not report, or leaves early, will be subject to disciplinary action.

Section 20. Attendance at Training Sessions 5/1/91

I. When training sessions are designated by the Company that require a temporary change in working hours, the following will prevail:.

A. The Company will provide seventy-two (72) hour advance notice of the training session to the employee(s) involved.

B. The provisions of Articles V, Pg. 4 and VII, Pg. 7 will not apply.

C. The employee will be provided a noontime meal or reimbursement for a noon meal at the option of the Company.

D. The Company will provide a vehicle for transportation to and from the training site if held outside the service territory.

E. Compensation will be at a straight time rate of pay for eight (8) hours, including travel time and time and one-half for all other hours. The provisions of Article IX, Section 5 on page 11 will apply.

II. If training sessions are conducted that require the trainee to stay overnight, the following will prevail:

A. The Company will provide seven (7) days advance notice to the employee.

B. The provisions of Articles V on page 4 and VII on page 7 will not apply.

C. The Company will provide for reimbursement of meals and arrange for lodging.

D. The Company will arrange for transportation of the employee to and from the training site.

E. The employee will be compensated at the straight-time rate of pay for eight (8) hours for each day of training. There will be no additional compensation for travel time over and above the straight eight (8) hours.

Section 21. Meter Reader - Car Washing 5/1/87

Effective 5/1/87, Meter Readers may wash their personal vehicles that are used for company business. They will be able to wash their vehicles between the hours of 7:30 a.m. and 5:00 p.m., but not during paid time.

Section 22. Training and Qualification 5/1/87

In Rosters 7 and 8, employees who wish to advance to a higher classification within the roster will be required to demonstrate their qualifications before advancement.

A Joint Subcommittee will be formed to review training needs and qualifications procedures.

Section 23. Meter Reading Department

The following practices shall apply to the Meter Reading Department:

      1. Routes will be assigned by the Supervisor and will be rotated on a regular basis.
      2. Employees will be entitled to a meal allowance when working overtime in accordance with Article IX, Section 5, Pg.11.
      3. All training assignments for new meter readers will be made by the supervisor.
      4. All routes are scheduled to be read in an average read time of 6.5 hours. This will allow for additional time for a 20 minute lunch (30 minutes for the months of December 1 through March 31) and (2) 15 minute breaks to be taken on the route or with approval from the supervisor, at the completion of the route (to be taken on the way while returning to the office or upon arrival at the office) and will also account for travel time to and from the route. The Company and the Union understand that this is an average and that routes may take more or less time to read due to weather conditions. Route configuration may be adjusted based on actual average read time for the duration of this agreement.
      5. All routes should normally be completed by the Meter Reader before returning to the office. If the route requires overtime to read all meters, the Meter Reader must complete the assigned work before returning to the Company. Under unusual circumstances the matter of completing the route can be discussed by the employee with the Supervisor prior to the assignment.
      6. During extremely adverse weather conditions including severe cold, the Company agrees to delay sending meter readers out or to call them in, if deemed appropriate by the supervisor.

Section 24. Electric Night Trouble Worker - Electric Turn-ons 5/1/89

The Night Trouble Worker in the Electric Transmission & Distribution Department will not be required to turn on more than four (4) electric turn-ons per night.

Section 25 Standby Practice 6/1/00

      1. Two qualified Line Workers (Roster 8), to remain within reach of a telephone or pager so that each employee on standby duty may be notified to report for work in cases of emergency or necessity on Thanksgiving, Christmas and New Years.
      2. Two qualified Utility Workers (Roster 7) to remain within reach of a telephone or pager so that each employee on standby duty may be notified to report for work incases of emergency or necessity on Thanksgiving, Christmas and New Years.
      3. Standby duty requires the employee to be able to be contacted by telephone or pager, be within a reasonable driving time to the place the employee normally reports for work and be prepared to report for work when contacted.
      4. Standby duty shall be for the entire 24-hour period of an established holiday.
      5. Each employee shall receive 8 hours of straight time pay for the 24-hour period of standby plus holiday-pay for the hours worked on the holiday.
      6. Standby can be implemented for other special conditions only if mutually agreed upon by both the union and the company.

Section 26. Returning to Roster - With or Without Automatic Progression 5/1/91

The parties agree the Company will follow this agreement when awarding a job to an employee who is returning to a roster previously occupied by the employee.

Roster with Automatic Progression

In any roster that has automatic progression, if the senior eligible employee has previous time in the roster, the employee will be awarded the entry level position and the previously held classification on the same date. Exception: If in the opinion of the department manager and training committee, the employee was not qualified to perform the higher class work, the employee would be awarded the higher class when the manager and training committee felt the employee was qualified to perform the work. Seniority would be on the basis of the job award.

Roster without Automatic Progression

In any roster that does not have automatic progression, if the senior eligible employee has previous time in the roster, the employee will be awarded the entry level position. The employee would be evaluated by the training committees established in the labor agreement or be tested in accordance with the provisions of the labor agreement before being awarded a higher classification in the roster. The employee could request being tested or evaluated at any of the classifications they previously held in the roster. Seniority would be on the basis of the job award.

Section 27. Service Department Alternate Trouble Worker 5/1/91

The Alternate Night Trouble Worker would be assigned to fill in on a temporary basis when the other Night Trouble Worker is not available for work on the 1-9 p.m., 4 p.m.- 12 midnight or Tuesday - Saturday shift due to sickness, accident, vacation, etc.

Examples:

      1. If one Trouble Worker takes a week's vacation on Tuesday-Saturday schedule, the other Trouble Worker will cover their normal 4 p.m.- 12 midnight, Monday-Friday shift plus work Saturday.
      2. If one Trouble Worker takes a week's vacation on Monday-Friday, 4 p.m.- 12 midnight schedule, the other Trouble Worker will work Monday-Friday 4 p.m.- 12 midnight at regular time and Saturday at time and one-half.
      3. If the Trouble Worker on the 4 p.m.- 12 midnight shift calls in sick, the 8 a.m.- 4 p.m. Trouble Worker will stay on and work 4 p.m.- 12 midnight on overtime. The 8 a.m. -- 4 p.m. Trouble Worker would then be assigned to cover the 4 p.m.- 12 midnight shift only until the other Night Trouble Worker returns.
      4. Coverage on Thanksgiving, Christmas and New Years will be alternated between each Trouble Worker yearly.
      5. The Alternate Night Trouble Worker will be given first refusal for all overtime that is required by vacation, sickness or accident of the other Trouble Worker.
      6. When the Night Trouble Worker returns to work, ""Alternate"" will be notified not later than 4:00 p.m. on the last day prior to the Night Trouble Worker's return. ""Alternate"" will report on the next working day at normal hours. If the Company is not able to meet this time factor, the ""Alternate"" and the regular Night Trouble Worker will work together for the first night after the regular Night Trouble Worker returns to work.

Example: Regular night Trouble Worker calls in sick on Tuesday and informs the Company that they will not report to work until Friday. The Alternate is notified and continues working until the end of the regular Trouble Worker's shift. The alternate then reports on Wednesday and Thursday at the start of the regular trouble worker's shift. If the regular Trouble Worker reports in on Thursday their regular shift and the alternate was not notified by 4:00 p.m. on Wednesday to change back to their normal schedule, the alternate and regular Trouble Worker would work together on that shift.

Section 28. Progression - Roster 7 and Roster 8 (Underground)

Applies to all future and current employees in these rosters.

Roster 7 Street Department
Progression from Street Worker to Utility Worker A

 

Street Worker to Utility Worker C

6 months

 

Utility Worker C to Utility Worker B

12 months

 

Utility Worker B to Utility Worker A

15 months

Roster 8 Underground Progression
Progression from Cable Splicer Helper to Cable Splicer 1st Class

 

Cable Splicer Helper to Cable Splicer 3rd Class

6 months

 

Cable Splicer 3rd Class to Cable Splicer 2nd Class

12 months

 

Cable Splicer 2nd Class to Cable Splicer 1st Class

15 months

Roster 8 Maintenance Progression
Progression from Maintenance Worker 3rd Class to Maintenance Worker 1st Class

 

Maintenance Worker 3rd Class to Maintenance Worker 2nd Class

15 months

 

Maintenance Worker 2nd Class to Maintenance Worker 1st Class

15 months

        1. If employee is qualified, may progress more quickly.
        2. All incumbents start with effective date of agreement.
        3. If any employee does not qualify, they will be returned to classification previously held outside roster.

Section 29. Temporary Assignments Outside the Company's Service Area

Work assignments with utilities outside the Company's service area are voluntary except when the utility is an affiliate of Unitil Corporation. If adequate volunteers cannot be obtained for work assignments at Unitil affiliates, personnel will be assigned. Assignments will be based on the following:

Emergency - Equalization Overtime List

Scheduled - Next Truck Out List

The employee will be paid in accordance with the contract except when an emergency situation exists. Under emergency conditions, the employee will be paid in accordance with the Emergency Storm Premium.

The provision does not apply to assignments classed as non-working; for example, training, schools, meetings, etc.

Section 30. Residency Requirements - The following requirement will apply to new employees hired after April 30, 1998.
(Applies to employees in rosters 3, 6, 7, 8, 11, 19 and 20)

As a condition of employment, employees are required to maintain residency within a 20 minute travel commute between their primary residence and the Company's Operation Center located at 285 John Fitch Highway, Fitchburg, Massachusetts.

Section 31. Line Workers Performing non-PILC work 6/1/00

      1. Overhead line workers will be properly trained to perform non-PILC cable work
      2. Qualified (trained) overhead line workers will be able to Locate, Repair, Splice, Replace or Test non-PILC cable work.
      3. During off hours, the Underground crew will be the first call (1st) on underground trouble.
      4. During normal work hours, if the underground crew is available they will perform the necessary cable work, if however they are busy or unavailable the overhead personnel will perform the work.
      5. The Head Cable Splicer position will be posted if the current position becomes vacant. The Cable Splicer first class (1st) position will be posted if the incumbent, as of June 1, 2000, becomes a Head Cable Splicer. The 1st Class Cable Splicer duties will be modified to include substation operations maintenance and construction work,

Section 32. Emergency Day TroubleWorker

      1. This position will be filled normally by the alternate night trouble person, at no additional cost to the company with no increase in complement.
      2. When the Emergency Night Trouble worker is not available, the First Class Line Workers will be canvassed, by seniority, to perform the Day Emergency Trouble Worker duties. If no First Class Line Worker accepts the canvass, the junior qualified First Class Line Worker will be assigned as the Day Emergency Trouble Worker.
      3. A First Class Line Worker, will receive the alternate rate of pay for that period for which they are assigned as the Day Emergency Trouble Worker.
      4. The Emergency Day TroubleWorker may be assigned to work as part of a crew or complement a full crew as needed.
      5. The Emergency Day Trouble Worker position will be filled at the discretion of management.

 

ARTICLE XXVI

BENEFITS

Section 1. Coffee Breaks

Coffee breaks will be limited to fifteen (15) minutes, one in the morning and one in the afternoon.

The following mutually agreed upon interpretation will govern the application of the Coffee Breaks provision as it applies to Roster 7 and 8.

    1. The morning coffee break may be taken by employees on a take out basis on their way to their first work assignment of the day, so long as the total amount of time taken for the break, including the purchase and drinking of the coffee, does not exceed a total of fifteen (15) minutes. This shall not apply when the employee's first work assignment of the day is an emergency or urgent in nature, nor shall employees drive away from their route for purposes of purchasing coffee.
    2. The afternoon coffee break may be taken by employees on their route between jobs subject to the same limitations as set forth in Article IX, Section 4 (4) (B) 2 and Section 4 (4) (B) 4.
    3. When employees are working on a job site during coffee break period, the following rules shall govern the taking of the break:

(a) On emergency or urgent jobs on which an employee cannot be spared to leave, the employees may take their break on the job site without purchasing any coffee or the break may be deferred to allow for the purchase of coffee on a take out basis on route to the next job or on the way back to the Company at the end of the workday, subject to the same limitations as set forth I Article IX, Section 4 (4) (B) 2, and Section 4 (4) (B) 4.

(b) If an employee can be spared from the job site, the employee will be allowed to drive to a nearby restaurant or store for purposes of purchasing coffee and bringing it back to the job site, subject to the same limitations as set forth in Article IX, Section 4 (4) (B) 3.

4. If during break time, employees are working at the Company facility where coffee is provided or can be made, employees will take their break at the facility.

Section 2. Thermos Bottles

Thermos bottles of coffee are available for line and street department employees to take with them in the morning.

Section 3. Damaged Clothing

The Company will repair or replace clothing damaged by acid, chemicals, or fire because of employment or by accidents involving the use of hydraulic equipment on the line trucks, or, at its discretion, reimburse the employee for the cost if it does not decide to repair or replace the damaged clothing. Holes caused by heat or delayed chemical reaction will be considered as included within the meaning of damaged clothing.

Section 4. Treatment of Meal Allowances 5/1/87

This is to confirm discussions during the negotiations in 1985 that all meal fees that are submitted by employees without a receipt from the restaurant will be treated as an allowance and so reflected in the employees'' wages. Meal allowances will be processed through the payroll system and reflected in the employees'' paychecks. Under no circumstances will meal allowances be processed through petty cash.

Section 5. Motor Vehicle Insurance 5/1/87

Employees who use their own motor vehicles on company business will be covered for the insurance deductibles in the event of an automobile accident as long as they are not cited for a serious motor vehicle violation.

Section 6. Reimbursement for Safety Shoes

The Company, with appropriate documentation, will reimburse employees the full cost up to $100.00 for the first pair, and one-half the cost, up to $50.00 for the second pair of safety shoes, up to two (2) pair per calendar year or the Company will reimburse the employee up to $150.00 for a single pair of safety shoes per calendar year. The Apprentice Lineworker will be allowed a one time allowance of $175.00.

Meter Readers will be reimbursed the full cost, up to $85.00 each, for two (2) pair of safety shoes per year and may use safety sneakers during regular business hours.

Section 7. License Reimbursement

The Company will reimburse the cost of a valid motor vehicle and hoist engineer's license to those employees who are required to have such licenses as part of their job posting.

Employees will be required to submit a photostat copy of their license in order to receive reimbursement.

It will be the employee's responsibility to meet all requirements to maintain and retain their license or licenses.

The Company will provide training so that employees will be able to obtain a Class No. 2 license for vehicle operation, and employees in Roster 7, 8 and 15 will be able to obtain a Class No. 1 license, and thus, be able to qualify on this score where possession of such a license is a job requirement.

Section 8. Company Uniforms

The Company will furnish uniforms for Meter Readers, Service Department, and Meter Department personnel. The uniforms will consist of jackets, trousers, and shirts. The employees will arrange for the laundering of these uniforms at their own expense. The employees will take reasonable care of the clothing furnished and they will be required to wear such clothing during all working hours.

Officers of Local No. 340B340, B.U.WU.W.U.A.. not only endorse the program of personnel wearing uniforms but have offered to support this program by assisting the Company in seeing that the personnel involved wear said uniforms. In the event that one were not to wear the uniform for any reason, Local No. 340B340 officers requested that they be notified at which time they will immediately contact the individual involved and make every effort to see that the uniform will be worn with consistency. In the event the officers of Local No. 340B340 are unsuccessful in this initial assistance, the Company would then become involved and would resort to their normal disciplinary practices in cases of infraction of Company rules.

 

ARTICLE XXVII

BARGAINING UNIT WORK

Supervisors who are not covered by the Collective Bargaining Agreement will not normally perform bargaining unit work which employees, subject to such Agreement, are normally required to perform, except in the following circumstances: emergencies, training, demonstrations, testing, or trying out new equipment or methods; work incidental to supervisory duties; helpful or relieving a bargaining unit employee for short periods in cases of fatigue, strain, unusual condition or the like; occasions when non-performance of the bargaining unit work by the supervisor would result in hardship, inefficiency or unjustifiable cost to the Company; and occasional instances when a bargaining unit employee is not readily available. Nothing in the foregoing shall be interpreted to mean that a supervisor, other than in emergencies, may perform bargaining unit work outside of an employee's regularly scheduled hours which the employee would normally be called in to perform, such as 13 KV switching on Saturday or Sunday.

 

ARTICLE XXVIII

UNION BUSINESS

The Company will grant the employee who is the Union's Council Representative one (1) day off without pay to attend the monthly Council meeting.

Days off on union business will be considered a workday without pay for the following people:

 

 

ARTICLE XXIX

UNITIL RETIREE TRUST

Employees are eligible to join the Unitil Retiree Trust upon retirement from the Company.

 

ARTICLE XXX

SAFETY

5/1/87

  1. The Company and the Union agree that safety is a matter of highest importance and will cooperate in an effort to enforce the safety rules contained in the safety manual.
  2. The Union will select five (5) representatives, one (1) each from the following areas: (Electric Overhead; Street; Production; Meter & Service and Office) to serve on the Safety Committee for a minimum of one (1) year. The membership will be rotated to ensure that all employees have the opportunity to participate on the committee.
  3. The Company will provide a safety manual to each employee. The manual will be reviewed with the employee and any questions clarified. The employee will be expected to comply with the safety manual and violations will be enforced through the disciplinary process, up to and including termination.
  4. All revisions to the Safet