<PAGE> 1
As filed with the Commission on April 6, 1995    File No. 33-
                                                             - - - - -    

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                             - - - - - - - - -
                                 FORM S-8
                          REGISTRATION STATEMENT
                                   UNDER
                        THE SECURITIES ACT OF 1933
                             - - - - - - - - -
                           BOSTON EDISON COMPANY
            (Exact name of issuer as specified in its charter)

            Massachusetts                                 04-1278810   
- ----------------------------------                      ------------------
     (State or other jurisdiction                       (IRS Employer
     incorporation or organization)                       Identification No.)

                              800 Boylston Street
                           Boston, Massachusetts  02199            
        ----------------------------------------------------------
       (Address of principal executive offices, including zip code)
<TABLE>
<CAPTION>
        BOSTON EDISON NEGOTIATED SAVINGS PLAN FOR PRODUCTION AND 
                MAINTENANCE EMPLOYEES (1994 RESTATEMENT)
                          (Full title of Plan)
                                    
          <S>                                <C>
          Theodora S. Convisser              Copy to:
          Boston Edison Company              David A. Fine, Esq.
          800 Boylston Street                Ropes & Gray
          Boston, MA  02199                  One International Place
          (617) 424-2000                     Boston, Massachusetts  02110 
          -----------------------------
          (Name, address and telephone 
          number of agent for service)
</TABLE>
<TABLE>
<CAPTION>
                      CALCULATION OF REGISTRATION FEE
     
______________________________________________________________________________
<S>                 <C>            <C>             <C>          <C>
Title of            Amount         Proposed        Proposed     Amount of
Securities          to be          maximum         maximum      registration 
to be               registered(1)  offering        aggregate    fee(2)
registered                         price per(2)    offering
                                   share           price(2)
______________________________________________________________________________

Common Stock      400,000           $23.75          $ 9,500,000   $3,276.00    
  
par value $1.00
______________________________________________________________________________
<FN>
(1)  To be purchased from time to time for participants in the Plan.
<FN>
(2)  Estimated solely for the purpose of determining the registration fee
pursuant to Rule 457(h) on the basis of the average of the high ($24) and
low ($23 1/2) prices of the Boston Edison Company Common Stock, par value
$1.00, reported on the New York Stock Exchange on March 31, 1995, which date
is within five (5) business days of the date of the filing hereof.
</TABLE>

INTEREST IN PLAN.  In addition, pursuant to Rule 416(c) under the Securities
Act of 1933, this Registration Statement also covers an indeterminate amount
of interests to be offered or sold pursuant to the employee benefit plan
described herein.

                          Exhibit Index on Page 4
                                      -1-
<PAGE> 2
Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     Boston Edison Company (the "Registrant" or the "Company") hereby 
incorporates the following documents herein by reference:

     (a)  The registrant's Annual Report on Form 10-K for the fiscal year
ended December 31, 1994, filed pursuant to the Securities Exchange Act of 1934
(the "Exchange Act").

     (b)  The latest annual report of the Boston Edison Negotiated Savings
 Plan for Production and Maintenance Employees for the fiscal year ended 
December 31 1993, filed pursuant to Section 13(a) or 15(d) of the Exchange
Act.

     (c)  The description of the Company's Common Stock, $1.00 par value,
contained in the Company's Registration Statement on Form 10 (Registration
No. 1-904) in respect of the Company's Common Stock, filed pursuant to 
Section 12 of the Exchange Act.

     (d)  All other reports filed by the registrant with the Commission 
pursuant to Section 13(a) or Section 15(d) of the Exchange Act, since the end
of the fiscal year covered by the registrant's annual report referred to above.
     

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The corporation shall to the extent legally permissible, indemnify each
 of its directors and officers (including persons who serve at its request as 
directors, officers, or trustees of another organization in which it has any 
interest, as a shareholder, creditor or otherwise)against all liabilities and 
expenses, including amounts paid in satisfaction of judgments, in compromise
or as fines and penalties, and counsel fees, reasonably incurred by such 
person in connection with the defense or disposition of any action, suit or 
other proceeding, whether civil or criminal, in which such person may be 
involved or with which such person may be threatened, while in office or 
thereafter, by reason of such person's being or having been such a director,
officer or trustee, except with respect to any matter as to which such person
shall have been adjudicated in any proceeding not to have acted in good faith 
in the reasonable belief that his or her action was in the best interests of 
the corporation; provided, however, that as to any matter disposed of by a
compromise payment by such director or officer, pursuant to a consent decree
or otherwise, no indemnification either for said payment or for any other 
expenses shall be provided unless such compromise shall be approved as in the 
best interests of the corporation after notice that it involves such 
indemnification: (a) by a disinterested majority of the directors then in 
office, or (b) by a majority of the disinterested directors then in office, 
provided that there has been obtained an opinion in writing of independent 
legal counsel to the effect that such director or officer appears to have 
acted in good faith in the reasonable belief that his or her action was in the 
best interests of the corporation; or (c) by the holders of a majority of the 
outstanding stock at the time entitled to vote for directors, voting as a
 single class, exclusive of any stock owned by any interested director or 
officer.  Each director or officer of the corporation shall, in the 
performance of his or her duties, be fully protected in relying in good faith 
upon the books of account of the corporation, reports made to the corporation 
by any of its officers or employees or by counsel, accountants, appraisers or 
other experts or consultants selected with reasonable care by the directors, 
or upon other records of the corporation.  Expenses, including counsel 
fees, reasonably incurred by any director or officer in connection with the 
defense or disposition of any such action, suit or other proceeding may be
paid from time to time by the
                                      -2-
<PAGE> 3
corporation in advance of the final disposition 
thereof upon receipt of an undertaking by such director or officer to repay 
the amounts so paid by the corporation if it is ultimately determined that 
indemnification for such expenses is not authorized under this section.  
The right of indemnification hereby provided shall not be exclusive of or
affect any other rights to which any director or officer may be entitled.  As
used in this section, the terms" director" and "officer" include their 
respective heirs, executors and administrators, and an "interested" director
or officer is one against whom in such capacity the proceedings in question or
another proceeding on the same or similar grounds is then pending.  
Nothing contained in this section shall affect any rights to indemnification
to which corporate personnel other than directors and officers may be entitled
by contract or otherwise under law.

     Section 67 of Chapter 156B of the Massachusetts General Laws provides 
that indemnification of directors and officers may be provided to the extent 
specified or authorized by the articles of organization or bylaws.

     The Company has purchased two-part policies of insurance covering
 directors' and officers' liability and reimbursement of the Company for 
indemnification of a director or officer.  The policies covering directors' 
and officers' liability provide for payment on behalf of a director or officer 
of any Loss (defined to include among other things damages, judgments, 
settlements, costs and expenses) arising from claims against such director or 
officer by reason of any Wrongful Act (as defined) subject to certain 
exclusions.
                                      -3-
<PAGE> 4
Item 8.   EXHIBITS.
<TABLE>
<CAPTION>

Exhibit                                                Page
Number                                                Number
- ------                                                ------
<S>                                                   <C>

4.1      Boston Edison Negotiated Savings Plan for
         Production and Maintenance Employees
         (1994 Restatement).                                8

4.2      Boston Edison Negotiated Savings Plan 
         Trust Agreement (filed with the Securities 
         and Exchange Commission as Exhibit 4.2 to 
         the Company's Registration Statement on Form S-8,
         No. 33-48425, incorporated herein by reference).

4.2.1    Fourth Amendment to Trust Agreement Between
         Fidelity Management Trust Company and 
         Boston Edison Company.                            84

24.1     Consent of Coopers & Lybrand L.L.P.               92

25.      Power of Attorney.                                93


Pursuant to Item 8(b) of Form S-8, the Registrant undertakes that it will 
submit or has submitted the Plan and any amendment thereto to the Internal 
Revenue Service ("IRS") in a timely manner and has made or will make all 
changes required by the IRS in order to qualify the plan.

Item 9.  UNDERTAKINGS.

    (a)  The undersigned registrant hereby undertakes:

         (1)  to file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement; (i) to 
include any prospectus required by Section 10(a)(3) of the Securities Act of
1933; (ii) to reflect in the prospectus any facts or events arising after the
effective date of the registration statement (or the most recent post-
effective amendment thereof), which, individually or in the aggregate,
represent a fundamental change in the information set forth in the
registration statement; and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in the 
registration statement or any material change to such information in the
registration statement; provided, however, that paragraphs (a)(1)(i) and
                        --------  -------
(a)(1)(ii) do not apply if the information required to be included in a post
effective amendment by those paragraphs is contained in periodic reports filed
by the registrant pursuant to section 13 or section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

         (2)  that, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof; 
        ---------
                                      -4-
<PAGE> 5

         (3)  to remove from registration by means of a post-effective 
amendment any of the securities being registered which remain unsold at the 
termination of the offering.

    (b)  The undersigned registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and where applicable, each filing
employee benefit plan's annual report pursuant to Section 15(d) of the 
Securities Exchange Act of 1934) that is incorporated by reference in the 
registration statement shall be deemed to be a new registration statement 
relating to the securities offered therein, and the offering of such  
securities at that time shall be deemed to be the initial bona fide offering
                                                          ---------
thereof. 

    (c)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling 
persons of the registrant pursuant to the foregoing provisions, or otherwise, 
the registrant has been advised that in the opinion of the Securities and 
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for 
indemnification against such liabilities (other than the payment by the 
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or 
proceeding) is asserted by such director, officer or controlling person in 
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling 
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
                                      -5-
<PAGE> 6
                                SIGNATURES

The Issuer
- ----------
    Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly authorized this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Boston and the Commonwealth of Massachusetts, on
this 3rd day of April, 1995.
    
                                               BOSTON EDISON COMPANY


                                        By: /S/ CHARLES E. PETERS, JR.
                                            --------------------------
                                                CHARLES E. PETERS, JR.
                                         Senior Vice President - Finance

    Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed below by the following persons in the 
capacities and on the dates indicated.

PRINCIPAL EXECUTIVE OFFICER:
THOMAS J. MAY, Chairman of the Board
and Chief Executive Officer

PRINCIPAL FINANCIAL OFFICER:
CHARLES E. PETERS, JR., Senior Vice President - Finance

PRINCIPAL ACCOUNTING OFFICER:
ROBERT J. WEAFER, JR., Vice President, 
Controller and Chief Accounting Officer

</TABLE>
<TABLE>
<S>                          <C>
DIRECTORS:                   By:/S/ CHARLES E. PETERS, JR.
                                --------------------------
                                CHARLES E. PETERS, JR.
                                (as attorney-in-fact and
                                    on his own behalf as
WILLIAM F. CONNELL           Principal Financial Officer)
GARY L. COUNTRYMAN
GEORGE W. DAVIS                 
THOMAS G. DIGNAN, JR.           April 3, 1995
CHARLES K. GIFFORD
NELSON S. GIFFORD
KENNETH I. GUSCOTT
MATINA S. HORNER
THOMAS J. MAY
SHERRY H. PENNEY
BERNARD W. REZNICEK
HERBERT ROTH, JR.
STEPHEN J. SWEENEY
PAUL E. TSONGAS
</TABLE>
                                      -6-
<PAGE> 7
The Plan
- --------

Pursuant to the requirements of the Securities Act of 1933, the Boston
Edison Negotiated Savings Plan for Production and Maintenance Employees has
duly caused this Registration Statement to be signed on its behalf by the 
undersigned, thereunto duly authorized, in the City of Boston and in the 
Commonwealth of Massachusetts, this 3rd day of April, 1995.

                   BOSTON EDISON NEGOTIATED SAVINGS 
                   PLAN FOR PRODUCTION AND MAINTENANCE
                   EMPLOYEES
                   


                   By:/S/ CHARLES E. PETERS, JR.
                      --------------------------
                      Plan Administrator 

                                      -7-
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16906}]
{"company-data": {"conformed-name": "BOSTON EDISON CO", "cik": "0000013372", "assigned-sic": "4911", "irs-number": "041278810", "state-of-incorporation": "MA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-58457", "film-number": "95527311"}, "business-address": {"street1": "800 BOYLSTON ST", "street2": "ROOM P 344", "city": "BOSTON", "state": "MA", "zip": "02199", "phone": "6174242000"}, "mail-address": {"street1": "800 BOYLSTON ST", "street2": "ROOM P 344", "city": "BOSTON", "state": "MA", "zip": "02199"}}
1
As filed with the Commission on April 6, 1995    File No. 33-
                                                             - - - - -    

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549
                             - - - - - - - - -
                                 FORM S-8
                          REGISTRATION STATEMENT
                                   UNDER
                        THE SECURITIES ACT OF 1933
                             - - - - - - - - -
                           BOSTON EDISON COMPANY
            (Exact name of issuer as specified in its charter)

            Massachusetts                                 04-1278810   
- ----------------------------------                      ------------------
     (State or other jurisdiction                       (IRS Employer
     incorporation or organization)                       Identification No.)

                              800 Boylston Street
                           Boston, Massachusetts  02199            
        ----------------------------------------------------------
       (Address of principal executive offices, including zip code)
BOSTON EDISON NEGOTIATED SAVINGS PLAN FOR PRODUCTION AND 
                MAINTENANCE EMPLOYEES (1994 RESTATEMENT)
                          (Full title of Plan)
Theodora S. Convisser              Copy to:
          Boston Edison Company              David A. Fine, Esq.
          800 Boylston Street                Ropes & Gray
          Boston, MA  02199                  One International Place
          (617) 424-2000                     Boston, Massachusetts  02110 
          -----------------------------
          (Name, address and telephone 
          number of agent for service)
CALCULATION OF REGISTRATION FEE
     
______________________________________________________________________________
Title of            Amount         Proposed        Proposed     Amount of
Securities          to be          maximum         maximum      registration 
to be               registered(1)  offering        aggregate    fee(2)
registered                         price per(2)    offering
                                   share           price(2)
______________________________________________________________________________

Common Stock      400,000           $23.75          $ 9,500,000   $3,276.00    
  
par value $1.00
______________________________________________________________________________
(1)  To be purchased from time to time for participants in the Plan.
(2)  Estimated solely for the purpose of determining the registration fee
pursuant to Rule 457(h) on the basis of the average of the high ($24) and
low ($23 1/2) prices of the Boston Edison Company Common Stock, par value
$1.00, reported on the New York Stock Exchange on March 31, 1995, which date
is within five (5) business days of the date of the filing hereof.
INTEREST IN PLAN.  In addition, pursuant to Rule 416(c) under the Securities
Act of 1933, this Registration Statement also covers an indeterminate amount
of interests to be offered or sold pursuant to the employee benefit plan
described herein.

                          Exhibit Index on Page 4
                                      -1-
2
Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     Boston Edison Company (the "Registrant" or the "Company") hereby 
incorporates the following documents herein by reference:

     (a)  The registrant's Annual Report on Form 10-K for the fiscal year
ended December 31, 1994, filed pursuant to the Securities Exchange Act of 1934
(the "Exchange Act").

     (b)  The latest annual report of the Boston Edison Negotiated Savings
 Plan for Production and Maintenance Employees for the fiscal year ended 
December 31 1993, filed pursuant to Section 13(a) or 15(d) of the Exchange
Act.

     (c)  The description of the Company's Common Stock, $1.00 par value,
contained in the Company's Registration Statement on Form 10 (Registration
No. 1-904) in respect of the Company's Common Stock, filed pursuant to 
Section 12 of the Exchange Act.

     (d)  All other reports filed by the registrant with the Commission 
pursuant to Section 13(a) or Section 15(d) of the Exchange Act, since the end
of the fiscal year covered by the registrant's annual report referred to above.
     

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The corporation shall to the extent legally permissible, indemnify each
 of its directors and officers (including persons who serve at its request as 
directors, officers, or trustees of another organization in which it has any 
interest, as a shareholder, creditor or otherwise)against all liabilities and 
expenses, including amounts paid in satisfaction of judgments, in compromise
or as fines and penalties, and counsel fees, reasonably incurred by such 
person in connection with the defense or disposition of any action, suit or 
other proceeding, whether civil or criminal, in which such person may be 
involved or with which such person may be threatened, while in office or 
thereafter, by reason of such person's being or having been such a director,
officer or trustee, except with respect to any matter as to which such person
shall have been adjudicated in any proceeding not to have acted in good faith 
in the reasonable belief that his or her action was in the best interests of 
the corporation; provided, however, that as to any matter disposed of by a
compromise payment by such director or officer, pursuant to a consent decree
or otherwise, no indemnification either for said payment or for any other 
expenses shall be provided unless such compromise shall be approved as in the 
best interests of the corporation after notice that it involves such 
indemnification: (a) by a disinterested majority of the directors then in 
office, or (b) by a majority of the disinterested directors then in office, 
provided that there has been obtained an opinion in writing of independent 
legal counsel to the effect that such director or officer appears to have 
acted in good faith in the reasonable belief that his or her action was in the 
best interests of the corporation; or (c) by the holders of a majority of the 
outstanding stock at the time entitled to vote for directors, voting as a
 single class, exclusive of any stock owned by any interested director or 
officer.  Each director or officer of the corporation shall, in the 
performance of his or her duties, be fully protected in relying in good faith 
upon the books of account of the corporation, reports made to the corporation 
by any of its officers or employees or by counsel, accountants, appraisers or 
other experts or consultants selected with reasonable care by the directors, 
or upon other records of the corporation.  Expenses, including counsel 
fees, reasonably incurred by any director or officer in connection with the 
defense or disposition of any such action, suit or other proceeding may be
paid from time to time by the
                                      -2-
3
corporation in advance of the final disposition 
thereof upon receipt of an undertaking by such director or officer to repay 
the amounts so paid by the corporation if it is ultimately determined that 
indemnification for such expenses is not authorized under this section.  
The right of indemnification hereby provided shall not be exclusive of or
affect any other rights to which any director or officer may be entitled.  As
used in this section, the terms" director" and "officer" include their 
respective heirs, executors and administrators, and an "interested" director
or officer is one against whom in such capacity the proceedings in question or
another proceeding on the same or similar grounds is then pending.  
Nothing contained in this section shall affect any rights to indemnification
to which corporate personnel other than directors and officers may be entitled
by contract or otherwise under law.

     Section 67 of Chapter 156B of the Massachusetts General Laws provides 
that indemnification of directors and officers may be provided to the extent 
specified or authorized by the articles of organization or bylaws.

     The Company has purchased two-part policies of insurance covering
 directors' and officers' liability and reimbursement of the Company for 
indemnification of a director or officer.  The policies covering directors' 
and officers' liability provide for payment on behalf of a director or officer 
of any Loss (defined to include among other things damages, judgments, 
settlements, costs and expenses) arising from claims against such director or 
officer by reason of any Wrongful Act (as defined) subject to certain 
exclusions.
                                      -3-
4
Item 8.   EXHIBITS.
Exhibit                                                Page
Number                                                Number
- ------                                                ------
4.1      Boston Edison Negotiated Savings Plan for
         Production and Maintenance Employees
         (1994 Restatement).                                8

4.2      Boston Edison Negotiated Savings Plan 
         Trust Agreement (filed with the Securities 
         and Exchange Commission as Exhibit 4.2 to 
         the Company's Registration Statement on Form S-8,
         No. 33-48425, incorporated herein by reference).

4.2.1    Fourth Amendment to Trust Agreement Between
         Fidelity Management Trust Company and 
         Boston Edison Company.                            84

24.1     Consent of Coopers & Lybrand L.L.P.               92

25.      Power of Attorney.                                93

Pursuant to Item 8(b) of Form S-8, the Registrant undertakes that it will 
submit or has submitted the Plan and any amendment thereto to the Internal 
Revenue Service ("IRS") in a timely manner and has made or will make all 
changes required by the IRS in order to qualify the plan.

Item 9.  UNDERTAKINGS.

    (a)  The undersigned registrant hereby undertakes:

         (1)  to file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement; (i) to 
include any prospectus required by Section 10(a)(3) of the Securities Act of
1933; (ii) to reflect in the prospectus any facts or events arising after the
effective date of the registration statement (or the most recent post-
effective amendment thereof), which, individually or in the aggregate,
represent a fundamental change in the information set forth in the
registration statement; and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in the 
registration statement or any material change to such information in the
registration statement; provided, however, that paragraphs (a)(1)(i) and
                        --------  -------
(a)(1)(ii) do not apply if the information required to be included in a post
effective amendment by those paragraphs is contained in periodic reports filed
by the registrant pursuant to section 13 or section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

         (2)  that, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed
to be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the 
initial bona fide offering thereof; 
        ---------
                                      -4-
5

         (3)  to remove from registration by means of a post-effective 
amendment any of the securities being registered which remain unsold at the 
termination of the offering.

    (b)  The undersigned registrant hereby undertakes that, for purposes of 
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 (and where applicable, each filing
employee benefit plan's annual report pursuant to Section 15(d) of the 
Securities Exchange Act of 1934) that is incorporated by reference in the 
registration statement shall be deemed to be a new registration statement 
relating to the securities offered therein, and the offering of such  
securities at that time shall be deemed to be the initial bona fide offering
                                                          ---------
thereof. 

    (c)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling 
persons of the registrant pursuant to the foregoing provisions, or otherwise, 
the registrant has been advised that in the opinion of the Securities and 
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable.  In the event that a claim for 
indemnification against such liabilities (other than the payment by the 
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or 
proceeding) is asserted by such director, officer or controlling person in 
connection with the securities being registered, the registrant will, unless
in the opinion of its counsel the matter has been settled by controlling 
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
                                      -5-
6
                                SIGNATURES

The Issuer
- ----------
    Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly authorized this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Boston and the Commonwealth of Massachusetts, on
this 3rd day of April, 1995.
    
                                               BOSTON EDISON COMPANY

                                        By: /S/ CHARLES E. PETERS, JR.
                                            --------------------------
                                                CHARLES E. PETERS, JR.
                                         Senior Vice President - Finance

    Pursuant to the requirements of the Securities Act of 1933, this 
Registration Statement has been signed below by the following persons in the 
capacities and on the dates indicated.

PRINCIPAL EXECUTIVE OFFICER:
THOMAS J. MAY, Chairman of the Board
and Chief Executive Officer

PRINCIPAL FINANCIAL OFFICER:
CHARLES E. PETERS, JR., Senior Vice President - Finance

PRINCIPAL ACCOUNTING OFFICER:
ROBERT J. WEAFER, JR., Vice President, 
Controller and Chief Accounting Officer
DIRECTORS:                   By:/S/ CHARLES E. PETERS, JR.
                                --------------------------
                                CHARLES E. PETERS, JR.
                                (as attorney-in-fact and
                                    on his own behalf as
WILLIAM F. CONNELL           Principal Financial Officer)
GARY L. COUNTRYMAN
GEORGE W. DAVIS                 
THOMAS G. DIGNAN, JR.           April 3, 1995
CHARLES K. GIFFORD
NELSON S. GIFFORD
KENNETH I. GUSCOTT
MATINA S. HORNER
THOMAS J. MAY
SHERRY H. PENNEY
BERNARD W. REZNICEK
HERBERT ROTH, JR.
STEPHEN J. SWEENEY
PAUL E. TSONGAS
-6-
7
The Plan
- --------

Pursuant to the requirements of the Securities Act of 1933, the Boston
Edison Negotiated Savings Plan for Production and Maintenance Employees has
duly caused this Registration Statement to be signed on its behalf by the 
undersigned, thereunto duly authorized, in the City of Boston and in the 
Commonwealth of Massachusetts, this 3rd day of April, 1995.

                   BOSTON EDISON NEGOTIATED SAVINGS 
                   PLAN FOR PRODUCTION AND MAINTENANCE
                   EMPLOYEES
                   

                   By:/S/ CHARLES E. PETERS, JR.
                      --------------------------
                      Plan Administrator 

                                      -7-