ANNUALREPORT FOR THE PERIOD Beginning January 1, 1998 and Ending December 31, 1998 TO THE US SECURITIES AND EXCHANGE COMMISSION OF UNITIL RESOURCES, INC. Date of Incorporation May 26,1993 State of Incorporation New Hampshire Location of Principal Executive Offices of Reporting Company: 6 Liberty Lane West Hampton, New Hampshire 03842-1720 Name, Title and address of officer to whom correspondence concerning this report should be addressed: Laurence M. Brock, Controller 6 Liberty Lane West Hampton, New Hampshire 03842-1720 Name of Principal Holding Company: UNITIL Corporation (1) This report is being filed pursuant to the requirements of H.C.A.R. Number 35-25816, which specifies that UNITIL Resources, Inc. must file an annual report using, where applicable, Form U-13-60 reporting format. ANNUAL REPORT OF UNITIL RESOURCES, INC. 2 For the Year Ended December 31, 1998 LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS Page Number Description of Schedules and Accounts Schedule or Account Number COMPARATIVE BALANCE,;HFFT Schedule 1 4-5 COMPANY PROPERTY Schedule 11 6-7 ACCUMULATED PROVISION FOR DEPRECIATION AND AMORTIZATION OF COMPANY PROPERTY Schedule III 8 INVESTMENTS Schedule IV 9 ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES Schedule V 10 FUEL STOCK EXPENSES UNDISTRIBUTED Schedule VI 11 STORES EXPENSE UNDISTRIBUTED Schedule VII 12 UNBILLED AND ACCRUED REVENUES Schedule VIII 13 MISCELLANEOUS DEFERRED DEBITS Schedule IX 14 RESEARCH, DEVELOPMENT, OR DEMONSTRATION EXPENDITURES Schedule X 15 PROPR I ETARY CAPITAL Schedule XI 16 LONG-TERM DEBT Schedule XII 17 CURRENT AND ACCRUED LIABILITIES Schedule XIII 18 NOTES TO FINANCIAL STATEMENTS Schedule XIV 19 COMPARATIVE INCOME STATEMENT Schedule XV 20 ANALYSIS OF BILLING - ASSOCIATE COMPANIES Account451 21 ANALYSIS OF BILLING - NONASSOCIATE COMPANIES Account 451 22 ANALYSIS OF CHARGES FOR SERVICE - ASSOCIATE AND NONASSOCIATE COMPANIES Schedule XVI 23 SCHEDULE OF EXPENSE BY DEPARTMENT OR FUNCTION Schedule XVII 24-25 DEPARTMENTAL ANALYSIS OF SALARIES Account920 26 OUTSIDE SERVICES EMPLOYED Account 923 27 EMPLOYEE PENSIONS AND BENEFITS Account 926 28 GENERAL ADVERTISING EXPENSES Account 930.1 29 MISCELLANEOUS GENERAL EXPENSES Account 930.2 30 RENTS Account 931 31 TAXES OTHER THAN INCOME TAXES Account 408 32 DONATIONS Account 426.1 33 OTHER DEDUCTIONS Account 426.5 34 NOTES TO STATEMENT OF INCOME Schedule XVIII 35 FINANCIAL DATA SCHEDULE Schedule XIX 36 ANNUAL REPORT OF UNITIL RESOURCES, INC. 3 For the Year Ended December 31, 1998 LISTING OF INSTRUCTIONAL FILING REQUIREMENTS Page Number Description of Reports or Statements ORGANIZATION CHART 37 METHODS OF ALLOCATION 38 ANNUAL STATEMENT OF COMPENSATION FOR USE 39 OF CAPITAL BILLED ANNUAL REPORT OF UNITIL RESOURCES, INC. 4 For the Year Ended December 31, 1998 SCHEDULE I - COMPARATIVE BALANCE SHEET Give balance sheet of the Company as of December 31 of the current and prior year. ACCOUNT ASSETS AND OTHER DEBITS AS OF DECEMBER 31 CURRENT PRIOR COMPANY PROPERTY 101 Company property (Schedule 11) 0 0 107 Construction work in progress (Schedule 11) 0 0 Total Property 0 0 108 Less accumulated provision for depreciation and amortization of company property (Schedule 111) 0 0 Net Company Property 0 0 INVESTMENTS 123 Investments in associate companies (Schedule IV) 0 0 124 Other investments (Schedule IV) 0 0 Total investments 0 0 CURRENT AND ACCRUED ASSETS 131 Cash 133,976 51,232 134 Special deposits 0 0 135 Working funds 0 0 136 Temporary cash investments (Schedule IV) 0 0 141 Notes receivable 0 0 143 Accounts receivable 138,238 86,650 144 Accumulated provision for uncollectable accounts (2,447) (2,465) 146 Accounts receivable from associate 0 254 companies (Schedule V) 0 0 152 Fuel stock expense undistributed (Schedule VI) 0 0 154 Materials and supplies 0 0 163 Stores expense undistributed (Schedule VII) 0 0 165 Prepayments 31,368 104 173 Unbilled and Accrued Revenues (Schedule VIII) 125,585 85,537 Total Current and Accrued Assets 426,720 221,312 DEFERRED DEBITS 181 Unamortized debt expense 0 0 184 Clearing accounts 0 0 186 Miscellaneous deferred debits (Schedule IX 3,724 0 188 Research, development, or demonstration expenditures (Schedule X) 0 0 190 Accumulated deferred income tax 0 0 Total Deferred Debits 3,724 0 TOTAL ASSETS AND OTHER DEBITS 430,444 221,312 ANNUAL REPORT OF UNITIL RESOURCES, INC. 5 For the Year Ended December 31, 1998 SCHEDULE I - COMPARATIVE BALANCE SHEET ACCOUNT LIABILITIES AND PROPRIETARY CAPITAL AS OF DECEMBER 31 CURRENT PRIOR PROPRIETARY CAPITAL 201 Common stock issued (Schedule XI) 100 100 207 Premium on common stock (Schedule XI) 9,900 9,900 211 Miscellaneous Paid in Capital 590,000 100,000 215 Appropriated retained earnings (Schedule XI) 0 0 216 Unappropriated retained earnings (Schedule XI) (217,601) (85,371) Total Proprietary Capital 382,399 24,629 LONG-TERM DEBT 223 Advancesfromassociatecompanies (ScheduleXII) 0 0 224 Other long-term debt (Schedule XII) 0 0 225 Unamortized premium on long- term debt 0 0 226 Unamortized discount on long-term debt-debit 0 0 Total Long-Term Debt 0 0 227 Obligations under capital leases - non-current 0 0 CURRENT AND ACCRUED LIABILITIES 231 Notes payable 0 150,810 232 Accounts payable 16,446 3,202 233 Notes payable to associate companies (Schedule XIII) 0 0 234 Accounts payable to associate companies (Schedule XIII) 38,386 110,945 236 Taxes accrued (5,938) (67,597) 237 Interest accrued 0 0 238 Dividends declared 0 0 241 Tax collections payable 0 0 242 Miscellaneous current and accrued liabilities (Schedule Xill) 100 279 243 Obligations under capital leases - current 0 0 Total Current and Accrued Liabilities 48,994 197,639 DEFERRED CREDITS 253 Other deferred credits 0 0 255 Accumulated deferred investment tax credits 0 0 Total Deferred Credits 0 0 282 ACCUMULATED DEFERRED INCOME TAXES (949) (956) TOTAL LIABILITIES AND PROPRIETARY CAPITAL 430,444 221,312 ANNUAL REPORT OF UNITIL RESOURCES, INC. 6 For the Year Ended December 31, 1998 SCHEDULE 11 - COMPANY PROPERTY BALANCE AT RETIREMENTS OTHER BALANCE AT BEGINNING ADDITIONS OR CHANGES 1/ CLOSE OF DESCRIPTION OF YEAR SALES YEAR COMPANY PROPEBIY Account None 301 ORGANIZATION 303 MISCELLANEOUS INTANGIBLE PLANT 304 LAND AND LAND RIGHTS 305 STRUCTURES AND IMPROVEMENTS 306 LEASEHOLD IMPROVEMENTS 307 EQUIPMENT 2/ 308 OFFICE FURNITURE AND EQUIPMENT 309 AUTOMOBILES, OTHER VEHICLES AND RELATED GARAGE EQUIPMENT 310 AIRCRAFT AND AIRPORT EQUIPMENT 311 OTHERCOMPANY PROPERTY 3/ SUB-TOTAL 0 0 0 0 0 107 CONSTRUCTION WORK IN PROGRESS TOTAL 0 0 0 0 0 1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL: ANNUAL REPORT OF UNITIL RESOURCES, INC. 7 For the Year Ended December 31, 1998 SCHEDULE 11 - CONTINUED 21 SUBACCOUNTS ARE REQUIRED FOR EACH CLASS OF EQUIPMENT OWNED. THE COMPANY SHALL PROVIDE A LISTING BY SUBACCOUNT OF EQUIPMENT ADDITIONS DURING THE YEAR AND THE BALANCE AT THE CLOSE OF THE YEAR: BALANCE AT SUBACCOUNT DESCRIPTION ADDITIONS CLOSE OF YEAR NONE TOTAL 0 0 3/ DESCRIBE OTHER COMPANY PROPERTY: NONE 4/ DESCRIBE CONSTRUCTION WORK IN PROGRESS: NONE ANNUAL REPORT OF UNITIL RESOURCES, INC. 8 For the Year Ended December 31, 1998 SCHEDULE III ACCUMULATED PROVISION FOR DEPRECIATION AND AMORTIZATION OF COMPANY PROPERTY BALANCE AT ADDITIONS BALANCE BEGINNING CHARGED OTHER CHANGES CLOSE OF DESCRIPTION OF YEAR TO RETIREMENTS ADD(DEDUCT)l/ YEAR ACCOUNT 403 Account NONE 301 ORGANIZATION 303 MISCELLANEOUS INTANGIBLE PLANT 304 LAND AND LAND RIGHTS 035 STRUCTURES AND IMPROVEMENTS 306 LEASEHOLD IMPROVEMENTS 307 EQUIPMENT 2/ 308 OFFICE FURNITURE AND EQUIPMENT 309 AUTOMOBILES, OTHER VEHICLES AND RELATED GARAGE EQUIPMENT 310 AIRCRAFT AND AIRPORT EQUIPMENT 311 OTHER COMPANY PROPERTY 3/ TOTAL 0 1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL: 9 ANNUAL REPORT OF UNITIL RESOURCES, INC. For the Year Ended December 31, 1998 SCHEDULE IV - INVESTMENTS INSTRUCTIONS: Complete the following schedule concerning investments. Under Account 124 "Other Investments" state each investment separately, with description, including, the name of issuing company, number of shares or principal amount Under Account 136, "Temporary Cash Investments", list each investment separately. BALANCE AT BALANCE AT DESCRIPTION BEGINNING CLOSE OF YEAR OF YEAR ACCOUNT 123 - INVESTMENT IN ASSOCIATE COMPANIES 0 0 ACCOUNT 124 - OTHER INVESTMENTS 0 0 ACCOUNT 136 - TEMPORARY CASH INVESTMENTS 0 0 TOTAL 0 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 10 For the Year Ended December 31, 1998 SCHEDULE V - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES INSTRUCTIONS: Complete the following schedule listing accounts receivable from each associate company. Where the company has provided accommodation or convenience payments for associate companies, a separate listing of total payments for each company, number of shares or principal amount associate company by subaccount should be provided. BALANCE AT BALANCE AT DESCRIPTION BEGINNING CLOSE OF YEAR OF YEAR ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES 254 0 TOTAL 254 0 ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS: NONE TOTAL PAYMENTS 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. For the Year Ended December 31, 1998 SCHEDULE VI - FUEL STOCK EXPENSES UNDISTRIBUTED INSTRUCTIONS: Report the amount of labor and expenses incurred with respect to fuel stock expense during the year and indicate amount attributable to each associate company. Under the section headed "Summary" listed below give an overall report of the fuel functions performed by the company. DESCRIPTION LABOR EXPENSE TOTAL ACCOUNT 152 - FUEL STOCK EXPENSE UNDISTRIBUTED 0 0 0 TOTAL 0 0 0 SUMMARY: ANNUAL REPORT OF UNITIL RESOURCES, INC. 12 For the Year Ended December 31, 1998 SCHEDULE VII - STORES EXPENSE UNDISTRIBUTED INSTRUCTIONS: Report the amount of labor and expenses incurred with respect to stores expense during the year and indicate amount attributable to each associate company. DESCRIPTION LABOR EXPENSE TOTAL ACCOUNT 163 - STORES EXPENSE UNDISTRIBUTED 0 0 0 TOTAL 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 13 For the Year Ended December 31, 1998 SCHEDULE VIII UNBILLED AND ACCRUED REVENUE INSTRUCTIONS: Provide detail of items in this account. Items less than $10,000 may be grouped, showing the number of items in each group. BALANCE AT BALANCE AT DESCRIPTION BEGINNING CLOSE OF YEAR OF YEAR ACCOUNT 173 - ACCRUED AND UNBILLED REVENUE 85,537 125,585 TOTAL 85,537 125,585 ANNUAL REPORT OF UNITIL RESOURCES, INC. 14 For the Year Ended December 31, 1998 SCHEDULE IX - MISCELLANEOUS DEFERRED DEBITS INSTRUCTIONS: Provide detail of items in this account. Items less than $10,000 may be grouped by class showing the number of items in each class. BALANCE AT BALANCE AT DESCRIPTION BEGINNING CLOSE OF YEAR OF YEAR ACCOUNT 186 - MISCELLANEOUS DEFERRED DEBITS Deferred Costs 0 3,724 TOTAL 0 3,724 ANNUAL REPORT OF UNITIL RESOURCES, INC. 15 For the Year Ended December 31, 1998 SCHEDULE X RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES INSTRUCTIONS: Provide a description of each material research, development, or demonstration project which incurred costs by the company during the year. BALANCE AT DESCRIPTION CLOSE OF YEAR ACCOUNT 188 - RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES 0 0 TOTAL ANNUAL REPORT OF UNITIL RESOURCES, INC. 16 For the Year Ended December 31, 1998 SCHEDULE XI - PROPRIETARY CAPITAL OUTSTANDING CLOSE OF PERIOD ACCOUNT NUMBER CLASS OF NUMBER OF PAR OR STATED STOCK SHARES VALUE AUTHORIZED PER SHARE NO.OF SHARES TOTAL AMOUNT 201 COMMON STOCK ISSUED 10,000 1.00 100 100 INSTRUCTIONS: Classify amounts in each account with brief explanation, disclosing the general nature of transactions which gave rise to the reported amounts. DESCRIPTION AMOUNT ACCOUNT 207 - PREMIUM ON COMMON STOCK 9,900 ACCOUNT 211 - MISCELLANEOUS PAID IN CAPITAL 590,000 ACCOUNT 215 - APPROPRIATED RETAINED EARNINGS TOTAL 599,900 BALANCE AT NET INCOME BALANCE AT DESCRIPTION BEGINNING OR DIVIDENDS CLOSE OF YEAR (LOSS) PAID OF YEAR ACCOUNT 216 - UNAPPROPRIATED RETAINED EARNINGS (85,371) (132,230) 0 (217,601) TOTAL (85,371) (132,230) 0 (217,601) ANNUAL REPORT OF UNITIL RESOURCES, INC. 17 For the Year Ended December 31, 1998 SCHEDULE XII - LONG-TERM DEBT INSTRUCTIONS: Advances from associate companies should be reported separately for advances on notes, and advances on open account. Names of associate companies from which advances were received shall be shown under the class and series of obligation column. For Account 224 - Other long-term debt provide the name of creditor company or organization, terms of the obligation, date of maturity, in erest rate, and the amount authorized and outstanding. TERMS OF OBLIG CLASS INT. BALANCE AT NAME OF & SERIES OF DATE RATE AMOUNT BEGINNING ADD. DEDUCT. CLOSE CREDITOR OBLIGATION MATURITY AUTHO- OF YEAR OF YEAR IZED ACCOUNT 223 - ADVANCES FROM ASSOCIATE COMPANIES: 0 0 0 0 ACCOUNT 224 - OTHER LONG-TERM DEBT: 0 0 0 0 0 0 0 0 1/ GIVE AN EXPLANATION OF DEDUCTIONS: ANNUAL REPORT OF UNITIL RESOURCES, INC. 18 For the Year Ended December 31, 1998 SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES INSTRUCTIONS: Provide balance of notes and accounts payable to each associate company. Give description and amount of miscellaneous current and accrued liabilities. Items less than $1 0,000 may be grouped, showing the number of items in each group. BALANCE AT BALANCE AT DESCRIPTION BEGINNING CLOSE OF YEAR OF YEAR ACCOUNT 233 - NOTES PAYABLE TO ASSOCIATE COMPANIES MONEYPOOL 150,810 0 TOTAL 150,810 0 ACCOUNT 234 - ACCOUNTS PAYABLE TO ASSOCIATE COMPANIES UNITIL Service Corp. 5,319 8,787 UNITIL Power Corp 105,627 29,599 TOTAL 110,946 38,386 ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED LIABILITIES Accrued Expenses 279 100 TOTAL 279 100 ANNUAL REPORT OF UNITIL RESOURCES, INC. 19 For the Year Ended December 31, 1998 SCHEDULE XIV NOTES TO FINANCIAL STATEMENTS INSTRUCTIONS: The space below is provided for important notes regarding the financial statements or any account thereof. Furnish particulars as to any significant contingent assets or liabilities existing at the end of the year. Notes relating to financial statements shown elsewhere in this report may be indicated here by reference. Selected Notes to the Financial Statements: UNITIL Resources, Inc. (URI), a wholly-owned subsidiary of UNITIL Corporation, a public utility holding company, provides consulting and other services on energy related matters to non-affiliates. These services include power brokering, financial, accounting, regulatory and related operational services. URI is subject to the jurisdiction of the Securities and Exchange Commission (SEC) under the Public Utility Holding Company Act of 1935. URI prepares its financial statements in conformity with generally accepted accounting principles. ANNUAL REPORT OF UNITIL RESOURCES, INC. 20 For the Year Ended December 31, 1998 SCHEDULE XV STATEMENT OF INCOME ACCOUNT DESCRIPTION CURRENT PRIOR YEAR YEAR INCOME 451 Service revenue 670,668 444,012 451.01 Accrued and unbilled service revenue 40,048 45,914 419 Interest Income 0 0 421 Miscellaneous income or loss 12,406 2,027 Total Income 723,122 491,953 EXPENSE 920 Salaries and wages 0 0 921 Office supplies and expenses 3,476 4,253 922 Administrative expense transferred - credit 0 0 923 Outside services employed 185,570 14,800 924 Property insurance 0 0 925 Injuries and damages 3,461 513 926 Employee pensions and benefits 0 0 928 Regulatory commission expense 0 0 930.1 General advertising expense 20,513 604 930.2 Miscellaneous general expense 1,122 100 931 Rents 0 0 932 Maintenance of structures and equipment 0 0 403 Depreciation and amortization expense 0 0 408 Taxes other than income taxes 0 0 409 Income taxes (68,100) (35,668) 410 Provision for deferred income taxes 7 6 411 Provision for deferred income taxes - credit 0 0 411.5 Investment tax credit 0 0 426.1 Donations 0 0 426.5 Other deductions 0 0 427 Interest on long-term debt 0 0 430 Interest on debt to associate companies 0 0 431 Other interest expense 6,288 9,478 555 Purchase Power Expense 703,015 628,356 904 Customer Accounting 0 0 Total Expense 855,351 622,442 Net Income or (LOSS) (132,230) (130,489) ANNUAL REPORT OF UNITIL RESOURCES, INC. 21 For the Year Ended December 31, 1998 ANALYSIS OF BILLING ASSOCIATE COMPANIEs ACCOUNT 451 DIRECT INDIRECT COMPENSATION TOTAL COSTS COSTS FOR USE AMOUNT NAME OF CONTRACT CHARGED CHARGED OF CAPITAL BILLED 451 451 451 NONE TOTAL 0 0 0 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 22 For the Year Ended December 31, 1998 ANALYSIS OF BILLING NONASSOCIATE COMPANIES ACCOUNT 451 NAME OF COMPENSATION EXCESS TOTAL NONASSOCIATE DIRECT INDIRECT FOR USE OF TOTAL OR AMOUNT COMPANY CHARGES CHARGES CAPITAL CHARGES DEFICIENCY BILLED NH PILOT PROGRAM 710,716 0 0 710,716 0 710,716 REVENUES TOTAL 710,716 0 0 710,716 0 710,716 INSTRUCTION: Provide a brief description of the services rendered to each nonassociate company. Revenue generated from power sales through the pilot program. ANNUAL REPORT OF UNITIL RESOURCES, INC. 23 For the Year Ended December 31, 1998 ANNUAL REPORT OF UNITIL RESOURCES, INC. FORM U-13-60 For the Year Ended December 31, 1998 SCHEDULE XVI ANALYSIS OF CHARGES FOR SERVICE ASSOCIATE AND NONASSOCIATE COMPANIES ASSOCIATE COMPANY CHARGES DESCRIPTION OF ITEMS DIRECT INDIRECT COST COST TOTAL 920 SALARIES AND WAGES NOT APPLICABLE 0 921 OFFICE SUPPLES AND EXPENSES 0 922 ADMIN EXPENSE TRANS-CREDIT 0 923 OUTSIDE SERVICES EMPLOYED 0 924 PROPERTY INSURANCE 0 925 INJURIES AND DAMAGES 0 926 EMPLOYEE PENSIONS AND BENEFITS 0 928 REGULATORY COMMISSION EXPENSE 0 930.1 GENERAL ADVERTISING EXPENSE 0 930.2 MISC. GENERAL EXPENSE 0 931 RENTS 0 932 MAINT. OF STRUCT. & EQUIP. 0 403 DEPR. AND AMORT. EXPENSE 0 408 TAXES OTHER THAN INCOME 0 409 INCOME TAXES 0 410 PROV FOR DEF INC TAXES 0 411 PROV FOR DEF INC TAX CREDIT 0 411.5 INVESTMENT TAX CREDIT 0 419 INTEREST INCOME 0 426.1 DONATIONS 0 426.5 OTHER DEDUCTIONS 0 427 INTEREST ON LONG-TERM DEBT 0 431 OTHER INTEREST EXPENSE 0 SUBTOTAL EXPENSES 0 0 0 COMPENSATION FOR USE OF EQUITY CAPITAL 0 430 INTEREST ON DEBT TO ASSOCIATE CO.'S 0 0 0 TOTAL EXPENSES 0 0 0 421 MISCELLANEOUS INCOME 0 0 0 TOTAL COST OF SERVICE 0 0 0 SCHEDULE XVI ANALYSIS OF CHARGES FOR SERVICE ASSOCIATE AND NONASSOCIATE COMPANIES NONASSOCIATE COMPANY CHARGES DESCRIPTION OF ITEMS DIRECT INDIRECT COST COST TOTAL 920 SALARIES AND WAGES 0 921 OFFICE SUPPLES AND EXPENSES 0 922 ADMIN EXPENSE TRANS-CREDIT 0 923 OUTSIDE SERVICES EMPLOYED 0 924 PROPERTY INSURANCE 0 925 INJURIES AND DAMAGES 0 926 EMPLOYEE PENSIONS AND BENEFITS 0 928 REGULATORY COMMISSION EXPENSE 0 930.1 GENERAL ADVERTISING EXPENSE 0 930.2 MISC. GENERAL EXPENSE 0 931 RENTS 0 932 MAINT. OF STRUCT. & EQUIP. 0 403 DEPR. AND AMORT. EXPENSE 0 408 TAXES OTHER THAN INCOME 0 409 INCOME TAXES 0 410 PROV FOR DEF INC TAXES 0 411 PROV FOR DEF INC TAX CREDIT 0 411.5 INVESTMENT TAX CREDIT 0 419 INTEREST INCOME 0 426.1 DONATIONS 0 426.5 OTHER DEDUCTIONS 0 427 INTEREST ON LONG-TERM DEBT 0 431 OTHER INTEREST EXPENSE 0 SUBTOTAL EXPENSES 0 0 0 COMPENSATION FOR USE OF EQUITY CAPITAL 0 430 INTEREST ON DEBT TO ASSOCIATE CO.'S 0 0 0 TOTAL EXPENSES 0 0 0 421 MISCELLANEOUS INCOME 0 0 0 TOTAL COST OF SERVICE 0 0 0 SCHEDULE XVI ANALYSIS OF CHARGES FOR SERVICE ASSOCIATE AND NONASSOCIATE COMPANIES TOTAL CHARGES FOR SERVICE DESCRIPTION OF ITEMS DIRECT INDIRECT COST COST TOTAL 920 SALARIES AND WAGES 0 0 0 921 OFFICE SUPPLES AND EXPENSES 0 0 0 922 ADMIN EXPENSE TRANS-CREDIT 0 0 0 923 OUTSIDE SERVICES EMPLOYED 0 0 0 924 PROPERTY INSURANCE 0 0 0 925 INJURIES AND DAMAGES 0 0 0 926 EMPLOYEE PENSIONS AND BENEFITS 0 0 0 928 REGULATORY COMMISSION EXPENSE 0 0 0 930.1 GENERAL ADVERTISING EXPENSE 0 0 0 930.2 MISC. GENERAL EXPENSE 0 0 0 931 RENTS 0 0 0 932 MAINT. OF STRUCT. & EQUIP. 0 0 0 403 DEPR. AND AMORT. EXPENSE 0 0 0 408 TAXES OTHER THAN INCOME 0 0 0 409 INCOME TAXES 0 0 0 410 PROV FOR DEF INC TAXES 0 0 0 411 PROV FOR DEF INC TAX CREDIT 0 0 0 411.5 INVESTMENT TAX CREDIT 0 0 0 419 INTEREST INCOME 0 0 0 426.1 DONATIONS 0 0 0 426.5 OTHER DEDUCTIONS 0 0 0 427 INTEREST ON LONG-TERM DEBT 0 0 0 431 OTHER INTEREST EXPENSE 0 0 0 SUBTOTAL EXPENSES 0 0 0 COMPENSATION FOR USE OF EQUITY CAPITAL 0 430 INTEREST ON DEBT TO ASSOCIATE CO.'S 0 0 0 TOTAL EXPENSES 0 0 0 421 MISCELLANEOUS INCOME 0 0 0 TOTAL COST OF SERVICE 0 0 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 24-25 FORM U-13-60 For the Year Ended December 31, 1998 SCHEDULE XVII SCHEDULE OF EXPENSE DISTRIBUTION BY DEPARTMENT OR SERVICE FUNCTION DEPARTMENT OR FUNCTION DESCRIPTION OF ITEMS TOTAL OVER- AMOUNT HEAD NONE 920 SALARIES AND WAGES 0 921 OFFICE SUPPLES AND EXPENSES 0 Non-applicable 922 ADMIN. EXPENSE TRANS-CREDIT 0 923 OUTSIDE SERVICES EMPLOYED 0 924 PROPERTY INSURANCE 0 925 INJURIES AND DAMAGES 0 926 EMPLOYEE PENSIONS AND BENEFITS 0 928 REGULATORY COMMISSION EXPENSE 0 930.1 GENERAL ADVERTISING EXPENSE 0 930.2 MISC. GENERAL EXPENSE 0 931 RENTS 0 932 MAINT. OF STRUCT. & EQUIP. 0 403 DEPR. AND AMORT. EXPENSE 0 408 TAXES OTHER THAN INCOME 0 409 INCOME TAXES 0 410 PROV. FOR DEF. INC. TAXES 0 411 PROV. FOR DEF. INC. TAX CREDIT 0 411.5 INVESTMENT TAX CREDIT 0 426.1 DONATIONS 0 426.5 OTHER DEDUCTIONS 0 427 INTEREST ON LONG-TERM DEBT 0 430 INTEREST ON DEBT TO ASSOCIATE COMPANIES 0 431 OTHER INTEREST EXPENSE 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 26 For the Year Ended December 31, 1998 DEPARTMENTAL ANALYSIS OF SALARIES ACCOUNT 920 DEPARTMENTAL SALARY EXPENSE NUMBER NAME OF DEPARTMENT INCLUDED IN AMOUNTS BILLED TO PERSONNEL Indicate each TOTAL PARENT OTHER NON END OF department AMOUNT COMPANY ASSOCIATES ASSOCIATES YEAR or function Non-applicable TOTAL 0 0 0 0 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 27 For the Year Ended December 31, 1998 OUTSIDE SERVICES EMPLOYED ACCOUNT 923 INSTRUCTIONS: Provide a breakdown by subaccount of outside services employed. If the aggregate amounts paid to any one payee and included within one subaccount is less than $1 00,000, only the aggregate number and amount of all such payments included within the subaccount need be shown. Provide a subtotal for each type of service. RELATIONSHIP "A"= ASSOCIATE FROM WHOM PURCHASED ADDRESS "NA"=NON AMOUNT ASSOCIATE Outside Services - Accountun UNITIL Service Corp. A 141,504 Outside Services - Legal LeBoeuf, Lamb, Greene & MacRae NA 21,257 Outside Services - Other Various NA 22,810 TOTAL 185,570 ANNUAL REPORT OF UNITIL RESOURCES, INC. 28 For the Year Ended December 31, 1998 EMPLOYEE PENSIONS AND BENEFITS ACCOUNT 926 INSTRUCTIONS: Provide a listing of each pension plan and benefit program provided by the company. Such listing should be limited to $25,000. DESCRIPTION AMOUNT None TOTAL 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 29 For the Year Ended December 31, 1998 GENERAL ADVERTISING EXPENSES ACCOUNT 930.1 INSTRUCTIONS: Provide a listing of the amounts included in Account 930.1 "General Advertising Expenses", classifying the items according to the nature of the advertising and as defined in the account definition. If a particular class includes an amount in excess of $3,000 applicable to a single payee, show separately the name of the payee and the aggregate amount applicable thereto. DESCRIPTION NAME OF PAYEE AMOUNT Advertising Sant Bani Press 4,504 Postmaster 5,478 Miscellaneous 10,531 TOTAL 20,513 ANNUAL REPORT OF UNITIL RESOURCES, INC. 30 For the Year Ended December 31, 1998 MISCELLANEOUS GENERAL EXPENSES ACCOUNT 930.2 INSTRUCTIONS: Provide a listing of the amount included in Account 930.02 "Miscellaneous General Expense", classifying such expenses according to their nature. Payments and expenses permitted by Section 321 (b) (2) of the Federal Election Campaign Act, as amended by Public Law 94-283 in 1976 (2 U.S.C. 441 (b) (2) shall be separately classified. DESCRIPTION AMOUNT State of New Hampshire 100 Insurance 500 Other 522 TOTAL 1,122 ANNUAL REPORT OF UNITIL RESOURCES, INC. 31 For the Year Ended December 31, 1998 RENTS ACCOUNT 931 INSTRUCTIONS: Provide a listing of the amount included in Account 931, "Rents" classifying such expenses by major groupings of property, as defined in the account definition of the Uniform System of Accounts. TYPE OF PROPERTY AMOUNT None TOTAL 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 32 For the Year Ended December 31, 1998 TAXES OTHER THAN INCOME TAXES ACCOUNT 408 INSTRUCTIONS: Provide an analysis of Account 408, "Taxes Other Than Income Taxes". Separate the analysis into two groups: (1) other than U.S. Government and (2) U.S. Government taxes. Specify each of the various kinds of taxes and show the amounts there of. Provide a subtotal for each class of tax. KIND OF TAX AMOUNT None TOTAL 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 33 For the Year Ended December 31, 1998 DONATIONS ACCOUNT 426.1 INSTRUCTIONS: Provide a listing of the amount included in Account 426.1, "Donations", classifying such expenses by its purpose. The aggregate number and amount of all items of less than $3,000 may be shown in lieu of details. NAME OF RECIPIENT PURPOSE OF DONATION AMOUNT None TOTAL ANNUAL REPORT OF UNITIL RESOURCES, INC. 34 For the Year Ended December 31, 1998 OTHER DEDUCTIONS ACCOUNT 426.5 INSTRUCTIONS: Provide a listing of the amount included in Account 426.5, "Other Deductions", classifying such expenses according to their nature. DESCRIPTION NAME OF PAYEE AMOUNT None TOTAL 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 35 For the Year Ended December 31, 1998 SCHEDULE XVIII NOTES TO STATEMENT OF INCOME INSTRUCTIONS: The space below is provided for important notes regarding the statement of income or any account thereof. Furnish particulars as to any significant increases in services rendered or expenses incurred during the year. Notes relating to financial statements shown elsewhere in this report may be indicated here by reference. See page 19. ANNUAL REPORT OF UNITIL RESOURCES, INC. 36 For the Year Ended December 31, 1998 SCHEDULE XIX - FINANCIAL DATA SCHEDULE ITEM NO. CAPTION HEADING AMOUNT 1 Net Service Company Property 0 2 Total Investments 0 3 Total Current and Accrued Assets 430,444 4 Total Deferred Debits 0 5 Balancing Amount for Total Assets and Other Debits 0 6 Total Assets and Other Debits 430,444 7 Total Proprietary Capital 382,399 8 Total Long-Term Debt 0 9 Notes Payable 0 10 Notes Payable to Associate Companies 0 11 Balancing Amount for Total Current and Accrued Liabilities 48,994 12 Total Deferred Credits 0 13 Accumulated Deferred Income Taxes (949) 14 Total Liabilities and Proprietary Capital 430,444 15 Service Revenue 670,668 16 Accrued and Unbilled Service Revenue 40,048 17 Miscellaneous Income or Loss 12,406 18 Total Income 723,122 19 Salaries and Wages 0 20 Employee Pensions and Benefits 0 21 Balancing Amount for Total Expenses 855,351 22 Total Expenses 855,351 23 Net Income (Loss) (132,230) 24 Total Expenses (Direct Costs) N/A 25 Total Expenses (Indirect Costs) N/A 26 Total Expenses (Total) 855,351 27 Number of Personnel End of Year 0 ANNUAL REPORT OF UNITIL RESOURCES, INC. 37 For the Year Ended December 31, 1998 ORGANIZATION CHART Organization Chart as of December 31,1998 President James G. Daly Vice President & Treasurer Mark H. Collin Controller Laurence M. Brock Secretary Sandra L. Whitney ANNUAL REPORT OF UNITIL RESOURCES, INC. 38 For the Year Ended December 31, 1998 METHODS OF ALLOCATION SEE UNITIL SERVICE CORP. U-13-60 ANNUAL REPORT OF UNITIL RESOURCES, INC. For the Year Ended December 31, 1998 39 ANNUAL REPORT OF UNITIL RESOURCES, INC. ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED Non applicable ANNUAL REPORT OF UNITIL RESOURCES, INC. 40 For the Year Ended December 31, 1998 SIGNATURE CLAUSE Pursuant to the requirements of the Public Utility Holding Company Act of 1935 and the rules and regulations of the Securities and Exchange Commission issued thereunder, the undersigned company has duly caused this report to be signed on its behalf by the undersigned officer thereunto duly authorized, UNITIL Resources, Inc. (Name of Reporting Company) By: (Signature of Signing Officer) Laurence M. Brock, Controller (Printed Name and Title of Signing Officer) Date: