UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM U-9C-3 QUARTERLY REPORT PURSUANT TO RULE 58 UNITIL CORPORATION (Name of Registered Holding Company) 6 Liberty Lane West, Hampton, New Hampshire 03842-1720 (Address of principal executive offices) ITEM 1 - ORGANIZATION CHART Name of Energy or Date of State of Percentage Nature of reporting gas-related organization organization of voting business company company securities held Unitil Corporation Unitil Resources, Inc. Energy 5/26/93 NH 100% Energy Marketing & Consulting Description of Various Consulting, Energy Marketing, Energy Management and Other Activities Undertaken by Unitil Resources Inc.: Staff providing services under the activities listed below (unless otherwise indicated) are located at Unitil Service Corp. (Unitil Service), 6 Liberty Lane West, Hampton, NH 03842-1720, where most client work is performed. From time to time staff visit other locations, predominately in New England, representing client interests. Consulting Services Sale of Survey Information. During the first quarter of 1997, Unitil Resources, in partnership with The Delahaye Group (a New Hampshire-based market research firm), began to market and sell a report analyzing the New Hampshire Pilot Program, and which provided the results of a survey completed in late 1996 of Pilot Program participants. The two entities are equally dividing the revenues from the sale of these reports, which are priced at $5,000. Unitil did not receive any revenue from this service in the third quarter of 1998. Energy Marketing Activities New Hampshire Pilot Program. As of July 1, 1996, Unitil Resources became eligible to begin marketing electricity at retail to statewide participants in the New Hampshire Pilot Program. This program, which originally was scheduled to last 24 months, allows 3% of all electric customers in the State of New Hampshire to purchase electricity from the supplier of their choice. The State of New Hampshire recently extended this program beyond the original 24 month period. Revenues generated from this activity during the third quarter of 1998 were $190,991. ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS Associate Reporting company company Type Net advancing receiving of Change funds funds transaction in contributions Unitil Unitil Capital contribution None Corporation Resources Inc. ITEM 3 - ASSOCIATE TRANSACTIONS Part I - Transactions Performed by Reporting Companies on Behalf of Associate Companies None. ` Part II - Transactions Performed by Associate Companies on Behalf of Reporting Companies Associate Reporting company company Types of Direct Indirect Total rendering receiving services costs costs Cost of amount services services rendered charged charged capital billed Unitil Unitil Energy $16,229 $21,387 $0 $37,616 Service Resources Marketing Corp. Inc. and Consulting Staff involved in providing service to Unitil Resources, Inc. (Unitil Resources) are located at Unitil Service Corp. (Unitil Service). Service is provided to Unitil Resources pursuant to a service agreement between Unitil Service and Unitil Resources dated July 1, 1993. Consulting services provided by Unitil Service during the third quarter of 1998 included regulatory, finance, accounting, marketing, energy management and administrative services. ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT (Dollars in Thousands) Investments in Energy-related Companies: Total consolidated capitalization as of September 30, 1998 $146,943 Total capitalization multiplied by 15% 22,041 Greater of $50 million or line 2 $50,000 Total current aggregate investment: Energy-related business: Unitil Resources, Inc. 590 Total current aggregate investment 590 Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system (line 3 less line 4) $49,410 Investments in Gas-related Companies None. ITEM 5 - OTHER INVESTMENTS Other Other Reason for Major line of investment in investment in difference in energy-related last U-9C-3 this U-9C-3 other business report report investment Energy Marketing $10,000 * $0 n/a and Consulting * The initial investment by Unitil Corporation in Unitil Resources, Inc. was $10,000. ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS A. Financial Statements - Page 1 of 2 Unitil Resources, Inc. (A Wholly-owned Subsidiary of Unitil Corporation) BALANCE SHEET (UNAUDITED) September 30 ASSETS: 1998 Current Assets: Cash $363,970 Accounts Receivable 184,847 Prepayments 1,176 Unbilled and Accrued Revenue 111,573 Total Current Assets 661,566 Deferred Debits 3,036 Total Assets $664,602 LIABILITIES AND STOCKHOLDERS EQUITY: Current Liabilities: Accounts Payable $64,849 Taxes Accrued & Other 241,546 Total Current Liabilities 306,395 Stockholder's Equity: Common Stock, $1.00 par value Authorized - 10,000 shares Outstanding - 10,000 shares 100 Premium on Common Stock 9,900 Miscellaneous Paid in Capital 590,000 Retained Earnings (241,793) Total Stockholder's Equity 358,207 Total Liabilities and Equity $664,602 ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS A. Financial Statements - Page 2 of 2 Unitil Resources, Inc. (A Wholly-owned Subsidiary of Unitil Corporation) STATEMENT OF EARNINGS (UNAUDITED) Three Months Ended Nine Months Ended September 30, 1998 September 30, 1998 Revenues: Electric Revenues $190,911 $494,865 Operating Expenses: Purchased Power 174,498 540,485 Administrative and General 66,006 192,369 Total Operating Expenses 240,504 732,854 Operating (Loss) Income (49,593) (237,989) Nonoperating Income 4,844 1,011 Income (Loss) Before Income Taxes (44,749) (236,978) Income Taxes: Current Federal (15,221) (80,579) Current State 24 24 Total Income Taxes (15,197) (80,555) Net (Loss) Income $(29,552) $(156,423) B. Exhibits None. SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this Certificate to be signed on its behalf by the undersigned thereunto duly authorized. Unitil Corporation By: /s/ Mark H. Collin Mark H. Collin Treasurer Dated: November 25, 1998 SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this Certificate to be signed on its behalf by the undersigned thereunto duly authorized. Unitil Corporation By: Mark H. Collin Treasurer Dated: November 25, 1998