FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended September 30, 1997 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 (I.R.S. Employer incorporation or organization) Identification No.) 6 Liberty Lane West, Hampton, New Hampshire 03842 (Address of principal executive office) (Zip Code) (603) 772-0775 (Registrant's telephone number, including area code) NONE (Former name, former address and former fiscal year, if changed since last report.) 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at November 1, 1997 Common Stock, No par value 4,425,472 Shares UNITIL CORPORATION AND SUBSIDIARY COMPANIES INDEX Part I. Financial Information Page No. Consolidated Statements of Earnings - Three and Nine Months Ended September 30, 1997 and 1996 3 Consolidated Balance Sheets, September 30, 1997, September 30, 1996 and December 31, 1996 4-5 Consolidated Statements of Cash Flows - Nine Months Ended September 30, 1997 and 1996 6 Notes to Consolidated Financial Statements 7-8 Management's Discussion and Analysis of Results of Operations and Financial Condition 9-12 Exhibit 11 - Computation of Earnings per Average Common Share Outstanding 13 Part II. Other Information 14 PART 1. FINANCIAL INFORMATION UNITIL CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) (Amounts in Thousands, except Shares and Per Share Data) Three Months Ended Nine Months Ended September 30, September 30, 1997 1996 1997 1996 Operating Revenues: Electric $37,840 $39,102 $112,798 $112,149 Gas 2,824 3,284 13,792 14,986 Other 8 8 29 38 Total Operating Revenues 40,672 42,394 126,619 127,173 Operating Expenses: Fuel and Purchased Power 25,298 26,686 75,414 75,664 Gas Purchased for Resale 1,911 2,395 8,505 9,550 Operating and Maintenance 5,785 6,025 17,333 18,233 Depreciation 1,888 1,723 5,657 5,024 Amort. of Cost of Abandoned Properties 385 542 1,142 1,447 Provisions for Taxes: Local Property and Other 1,333 1,249 4,057 3,822 Federal and State Income 696 678 3,088 3,311 Total Operating Expenses 37,296 39,298 115,196 117,051 Operating Income 3,376 3,096 11,423 10,122 Non-Operating (Income) Expense 51 8 68 (635) Income Before Interest Expense 3,325 3,088 11,355 10,757 Interest Expense, Net 1,838 1,570 5,298 4,446 Net Income 1,487 1,518 6,057 6,311 Less Dividends on Preferred Stock 69 67 207 205 Net Income Applicable to Common Stock $1,418 $1,451 $5,850 $6,106 Average Common Shares Outstanding 4,419,431 4,361,641 4,404,518 4,346,768 Earnings Per Share of Common Stock $0.32 $0.33 $1.33 $1.40 Dividends Declared per Share of Common Stock (Note 1) $0.335 $0.33 $1.34 $1.32 (The accompanying notes are an integral part of these statements.) UNITIL CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Amounts in Thousands) (Unaudited) September 30, December 31, 1997 1996 1996 ASSETS: Utility Plant: Electric $164,265 $155,617 $157,875 Gas 29,766 28,089 28,729 Common 18,873 7,788 18,780 Construction Work in Progress 2,635 12,501 2,161 Total Utility Plant 215,539 203,995 207,545 Less: Accumulated Depreciation 67,432 63,550 63,787 Net Utility Plant 148,107 140,445 143,758 Other Property & Investments 42 42 42 Cash 2,235 2,671 2,903 Accounts Receivable - Less Allowance for Doubtful Accounts of $660, $677 and $660 16,632 14,297 16,383 Materials and Supplies 2,726 2,672 2,479 Prepayments 548 614 481 Accrued Revenue 6,096 5,326 8,859 Total Current Assets 28,237 25,580 31,105 Deferred Assets: Debt Issuance Costs 934 843 829 Cost of Abandoned Properties 24,290 25,808 25,432 Prepaid Pension Costs 7,926 7,278 7,348 Other Deferred Assets 24,829 23,739 23,594 Total Deferred Assets 57,979 57,668 57,203 TOTAL $234,365 $223,735 $232,108 (The accompanying notes are an integral part of these statements.) UNITIL CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED BALANCE SHEETS (Amounts in Thousands) (Unaudited) September 30, December 31, 1997 1996 1996 CAPITALIZATION AND LIABILITIES: Capitalization: Common Stock Equity $68,970 $65,331 $67,974 Preferred Stock, Non-Redeemable, Non-Cumulative 225 225 225 Preferred Stock, Redeemable, Cumulative 3,666 3,666 3,666 Long-Term Debt, Less Current Portion 64,078 61,022 60,917 Total Capitalization 136,939 130,244 132,782 Capitalized Leases, Less Current Portion 4,286 3,221 4,630 Current Liabilities: Long-Term Debt, Current Portion 4,432 1,294 1,294 Capitalized Leases, Current Portion 851 1,165 1,000 Accounts Payable 16,539 16,550 15,104 Short-Term Debt 13,250 11,600 21,400 Dividends Declared and Payable 1,686 1,671 191 Refundable Customer Deposits 2,435 1,798 1,585 Taxes Payable (Refundable) 187 226 (147) Interest Payable 1,144 1,497 1,484 Other Current Liabilities 2,633 3,379 2,044 Total Current Liabilities 43,157 39,180 43,955 Deferred Liabilities: Investment Tax Credits 1,478 1,656 1,610 Other Deferred Liabilities 7,890 8,707 8,489 Total Deferred Liabilities 9,368 10,363 10,099 Deferred Income Taxes 40,615 40,727 40,642 TOTAL $234,365 $223,735 $232,108 (The accompanying notes are an integral part of these statements.) UNITIL CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Amounts in Thousands) Nine Months Ended September 30, 1997 1996 Net Cash Flow from Operating Activities: Net Income $6,057 $6,311 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and Amortization 6,799 6,471 Deferred Taxes 269 382 Amortization of Investment Tax Credit (132) (148) Provision of Doubtful Accounts 575 704 Amortization of Debt Issuance Costs 44 42 (Gain) Loss on Taking of Land and Building 0 (875) Changes in Assets and Liabilities: (Increase) Decrease in: Accounts Receivable (823) (67) Materials and Supplies (247) (396) Prepayments and Prepaid Pension (645) (768) Accrued Revenue 2,763 (2,748) Increase (Decrease) in: Accounts Payable 1,435 1,985 Refundable Customer Deposits 850 (440) Taxes and Interest Accrued (6) 81 Other, Net (1,789) (249) Net Cash Provided by Operating Activities 15,150 10,285 Net Cash Flows from Investing Activities: Acquisition of Property, Plant and Equip. (9,614) (15,338) Proceeds from Taking of Land & Building 0 875 Net Cash Used in Investing Activities (9,614) (14,463) Cash Flows from Financing Activities: Net (Decrease) in Short-Term Debt (8,150) 8,900 Net (Decrease) in Long-Term Debt 6,299 (1,189) Dividends Paid (4,610) (4,449) Issuance of Common Stock 794 867 Retirement of Preferred Stock 0 (108) Repayment of Capital Lease Obligations (537) (570) Net Cash Flows from Financing Activities (6,204) 3,451 Net Increase (Decrease) in Cash (668) (727) Cash at Beginning of Year 2,903 3,398 Cash at September 30, $2,235 $2,671 Supplemental Cash Flow Information: Cash Paid for: Interest $5,624 $4,127 Income Taxes $2,640 $3,032 Non-Cash Financing Activities: Capital Leases Incurred $0 $482 (The accompanying notes are an integral part of these statements.) UNITIL CORPORATION AND SUBSIDIARY COMPANIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1. Dividends: Four regular quarterly common stock dividends were declared during the nine month periods ended September 30, 1997 and 1996. On September 11, 1997, the Company's Board of Directors declared its regular quarterly dividend on the Company's Common Stock of $0.335 per share which is payable on November 14, 1997 to shareholders of record as of October 31, 1997. On June 5, 1997, the Company's Board of Directors declared its regular quarterly dividend on the Company's Common Stock of $0.335 per share which was payable on August 15, 1997 to shareholders of record as of August 1, 1997. On March 6, 1997, the Company's Board of Directors declared its regular quarterly dividend on the Company's Common Stock of $0.335 per share which was payable on May 15, 1997 to shareholders of record as of May 1, 1997. On January 21, 1997, the Company's Board of Directors approved a 1.5% increase to the dividend rate on its common stock. The new regular dividend rate of $0.335 per share was payable February 14, 1997 to shareholders of record as of January 31, 1997. Note 2. Common Stock: During the third quarter of 1997, the Company sold 10,765 shares of Common Stock, at an average price of $21.53 per share, in connection with its Dividend Reinvestment and Stock Purchase Plan and its 401(k) plans. Net proceeds of $231,801 were used to reduce short-term borrowings. Note 3. Preferred Stock: Details on preferred stock at September 30, 1997, September 30, 1996 and December 31, 1996 are shown below: (Amounts in Thousands) (Unaudited) September 30, December 31, 1997 1996 1996 Preferred Stock: Non-Redeemable, Non-Cumulative, 6%, $100 Par Value $225 $225 $225 Redeemable, Cumulative, $100 Par Value: 8.70% Series 215 215 215 5% Dividend Series 91 91 91 6% Dividend Series 168 168 168 8.75% Dividend Series 344 344 344 8.25% Dividend Series 406 406 406 5.125% Dividend Series 1,035 1,035 1,035 8% Dividend Series 1,407 1,407 1,407 Total Redeemable Preferred Stock 3,666 3,666 3,666 Total Preferred Stock $3,891 $3,891 $3,891 Note 4. Long-term Debt: Details on long-term debt at September 30, 1997, September 30, 1996 and December 31, 1996 are shown below: (Amounts in Thousands) (Unaudited) September 30, December 31, 1997 1996 1996 Concord Electric Company: First Mortgage Bonds: Series C, 6 3/4%, due January 15, 1998 $1,520 $1,552 $1,552 Series H, 9.43%, due September 1, 2003 5,200 5,850 5,850 Series I, 8.49%, due October 14, 2024 6,000 6,000 6,000 Exeter & Hampton Electric Company: First Mortgage Bonds: Series E, 6 3/4%, due January 15, 1998 497 504 504 Series H, 8.50%, due December 15, 2002 805 910 805 Series J, 9.43%, due September 1, 2003 4,000 4,500 4,500 Series K, 8.49%, due October 14, 2024 9,000 9,000 9,000 Fitchburg Gas and Electric Light Company: Promissory Notes: 8.55% Notes due March 31, 2004 15,000 15,000 15,000 6.75% Notes due November 30, 2023 19,000 19,000 19,000 Unitil Realty Corp. Senior Secured Notes: 8.00% Notes Due August 1, 2017 7,488 0 0 Total 68,510 62,316 62,211 Less: Installments due within one year 4,432 1,294 1,294 Total Long-term Debt $64,078 $61,022 $60,917 Note 5. In the opinion of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the consolidated financial position as of September 30, 1997 and 1996; and results of operations for the three and nine months ended September 30, 1997 and 1996; and consolidated statements of cash flows for the nine months ended September 30, 1997 and 1996. Reclassifications of amounts are made periodically to previously issued financial statements to conform with the current year presentation. The results of operations for the nine months ended September 30, 1997 and 1996 are not necessarily indicative of the results to be expected for the full year. UNITIL CORPORATION AND SUBSIDIARY COMPANIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION EARNINGS Earnings per average common share were $1.33 for the first nine months of 1997, as compared to $1.40 for the first nine months of 1996. This decrease of $0.07 per share was primarily due to lower energy sales as a result of significantly milder weather in the first quarter of 1997 and the curtailment of operations by one major industrial customer in September 1996. Total operating revenues for the Unitil System were $126.6 million for the first nine months of 1997, compared to $127.2 million for the same period in 1996. A slight increase in electric revenues was offset by a decrease in gas revenues. Electric and gas base revenues are operating revenues which have a direct impact on net income, and which the Company realizes in addition to fuel, purchased power and cost of gas revenues. Electric and gas base revenues declined during the first nine months of 1997 by 1.7% to $41.3 million from $42.0 million in the first nine months of 1996. The impact on earnings of these lower base revenues was a decline of approximately $0.12 per share, versus the first nine months of 1996. This decline was primarily attributable to lower energy sales as discussed above. Fuel, purchased power and cost of gas revenues do not affect net income, as they mirror changes in current fuel, purchased power and gas costs. Earnings for the nine months ended September 30, 1997 also reflect lower operation and maintenance expenses offset by higher depreciation, interest and property tax expenses. Earnings for the nine months ended September 30, 1996 reflected a gain from the eminent domain taking of the Company's former corporate headquarters by the state of New Hampshire, offset by expenses associated with the Company's participation in the New Hampshire Electric Retail Competition Pilot Program. The Energy Sales table on the following page shows energy consumption by customer class for the three- and nine-month periods ended September 30, 1997 and 1996. Residential consumption of electricity in the third quarter was up 3.4% versus last year, and is up 0.5% for the nine-month period. Consumption by small Commercial customers was up 1.7% for the quarter, and is down 0.7% for the nine-month period. Apart from decreased sales to a major customer, as discussed above, Large Commercial/Industrial sales improved during the same period, marking the success of Unitil's competitive sales initiative -- Energy BankTM -- which has continued to add new industrial customers in 1997. Additionally, the major customer concluded bankruptcy proceedings in October 1997 and is working on plans to resume operations. Earnings per average common share for the 12 months ended September 30, 1997 and 1996 were $1.86 and $1.92, respectively. The decrease of $0.06 per share is primarily attributable to the changes in sales discussed above, to higher depreciation and interest expenses in the current period related to the Company's ongoing capital expenditure programs, and to the absence of the onetime gain and higher consulting income recorded in the prior period. MAJOR CUSTOMER As reported above, one of the Company's major Industrial customers suspended operations in September, 1996, and subsequently filed for bankruptcy protection. Under a recent settlement agreement, all assets are being transferred to a new entity, and will be leased to the former operator of the facility. The new owner and operating company have notified the Company that they are targeting the spring of 1998 to resume operations. Energy Sales Three Months Ended Nine Months Ended KWH Sales (000's) 9/30/97 9/30/96 9/30/97 9/30/96 Residential 129,014 124,732 399,140 397,100 Commercial 104,093 102,283 290,265 292,397 Large Commercial / Industrial 142,845 171,251 413,542 470,063 Other Sales 2,775 2,852 8,467 8,659 Total KWH Sales 378,727 401,118 1,111,414 1,168,219 Firm Therm Sales (000's) Residential 933 945 9,739 10,451 Commercial 188 187 3,597 3,802 Large Commercial / Industrial 652 858 3,866 4,033 Total Firm Therm Sales 1,773 1,990 17,202 18,286 Operating Revenues ($000's) Three Months Ended Nine Months Ended 9/30/97 9/30/96 9/30/97 9/30/96 Base Electric Revenue 12,023 12,640 36,030 36,617 Fuel & Purchased Power 25,817 26,462 76,768 75,532 Total Electric Revenue 37,840 39,102 112,798 112,149 Base Gas Revenue 837 861 5,097 5,383 Cost of Gas Revenue 1,511 1,349 7,065 7,213 Interruptible Revenue 476 1,074 1,630 2,390 Total Gas Revenue 2,824 3,284 13,792 14,986 Other Revenue 8 8 29 38 Total Operating Revenue 40,672 42,394 126,619 127,173 RESTRUCTURING AND COMPETITION - ELECTRIC UTILITY INDUSTRY Regulatory activity in both New Hampshire and Massachusetts continues to focus on deregulating the retail sale of electric energy. In both states, January 1, 1998 has been targeted as the beginning of competition, or "Choice Date" but it appears that some slippage will occur. Under these restructuring proposals, customers would be allowed to choose their supplier of electricity from the competitive market, and have their local utility deliver that electricity over its distribution systems at regulated rates. New Hampshire On February 28, 1997, the New Hampshire Public Utilities Commission (NHPUC) issued its Final Plan for transition to a competitive electric market in New Hampshire. The order allowed Concord Electric Company (CECo) and Exeter & Hampton Electric Company (E&H), Unitil's New Hampshire based retail distribution utilities, to recover 100% of costs which will be "stranded" due to this restructuring. Due to an appeal by Northeast Utilities (NU), this Plan is under a temporary restraining order in Federal Court. On May 13, 1997, NU and the NHPUC agreed to mediation in an effort to resolve restructuring issues. On September 2, 1997, mediation was terminated without success. The NHPUC has commenced rehearing proceedings to address certain issues related to stranded cost recovery for the Public Service Company of New Hampshire. The NHPUC must also address other issues raised in rehearing petitions by other parties including Unitil. The Company continues to participate actively in all proceedings which will define the details of the transition to competition and customer choice and has begun discussions with the state and other parties to attempt to reach an overall settlement. Unitil Resources, Inc., the Company's competitive market subsidiary, continues to participate in the New Hampshire Retail Competition Pilot Program, which began in June 1996. Massachusetts On February 26, 1997, the Massachusetts Department of Public Utilities (MDPU) approved a restructuring plan filed by the New England Electric System, Massachusetts Attorney General (Mass AG), the Massachusetts Department of Energy Resources and numerous other parties. Under this settlement, consumers will be allowed to choose an electricity supplier as early as January 1, 1998, and will receive a 10% reduction on their electric bills. The settlement requires the utility to divest all its generation plant, and provides the utility with the opportunity to fully recover all of its stranded costs. Two other settlement agreements have been reached with the Mass AG and other Massachusetts electric utilities, but have not been approved. In addition, the Massachusetts legislature is actively engaged in debating the restructuring issues and attempting to enact legislation this term that will provide for customer choice early in 1998. On November 10, 1997, the Massachusetts House of Representatives passed a bill which the Senate is expected to take up before the end of the current session, November 19, 1997. The bill passed by the House requires all electric utilities to file a restructuring plan with the MDPU by January 1, 1998, and requires the MDPU to approve plans that are in compliance with the law in time to give customers the ability to choose their energy supplier beginning March 1, 1998. The Company is actively involved in the regulatory and legislative process and is developing a restructuring plan for its Massachusetts utility subsidiary premised on compliance with legal requirements and full recovery of its stranded costs. MILLSTONE UNIT NO. 3 Unitil's Massachusetts operating subsidiary, Fitchburg Gas and Electric Light Company (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 as a Category 2 facility, which calls for increased NRC inspection attention. In March 1996 the NRC requested additional information about the operation of the unit from Northeast Utilities (NU) and affiliates, who operate the unit. As a result of an engineering evaluation completed by NU, Millstone 3 was taken out of service on March 30, 1996. The NRC later informed NU, in a letter dated June 28, 1996, that it had reclassified Millstone 3 as a Category 3 facility. The NRC assigns this rating to plants which it deems to have significant weaknesses that warrant maintaining the plant in shutdown condition until the operator demonstrates that adequate programs have been established and implemented to ensure substantial improvement in the operation of the plant. The NRC's letter also informed NU that this designation would require the NRC staff to obtain NRC approval by vote prior to a restart of the unit. The other Millstone nuclear units are also out of service and listed as Category 3 facilities. In March 1997, NU announced that Millstone 3 has been designated as the lead unit in the recovery process for the Millstone units, and plans to have one unit ready for restart in the third quarter of 1997, and back on line by the end of 1997. In May 1997, NU announced that it has completed all work necessary to allow the Independent Corrective Action Verification Process (ICAVP) to begin. The ICAVP is the NRC's independent method of checking the quality and thoroughness of work to assure that the corrective action process is effective. In September 1997, NU announced that it is reassessing schedules and will likely delay until late January 1998 asking the NRC for permission to restart Millstone 3. On November 5, 1997 NU stated that it aimed to have Millstone 3 physically ready for restart in late December 1997 or early January 1998, and that the NRC was likely to vote on the restart in February or March of next year. On August 7, 1997, FG&E in concert with other nonoperating owners of the Millstone 3 facility, filed in Massachusetts a lawsuit against Northeast Utilities and its trustees and filed a demand for arbitration with the operating owners, Connecticut Light and Power and Massachusetts Electric Company. The arbitration and lawsuit seek to recover costs associated with replacement power and operation and maintenance costs resulting from the shutdown of Milllstone 3. FG&E continues to make all payments to NU for operation of the plant and in support of the restart effort. During the outage, FG&E has been incurring approximately $30,000-$40,000 per month in replacement power costs. CAPITAL REQUIREMENTS Capital expenditures for the nine months ended September 30, 1997 were approximately $9,600,000. This compares to $15,300,000 during the same period last year. Capital expenditures for the year 1997 are estimated to be approximately $13,300,000 as compared to $18,500,000 for 1996. This projection reflects capital expenditures for utility system expansions, replacements and other improvements. 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. MANAGEMENT On October 2, 1997, the Company announced that its Board of Directors has elected Robert G. Schoenberger as its new Chairman and Chief Executive Officer to replace the late Peter J. Stulgis. Mr. Schoenberger joins Unitil after a seventeen year career with the New York Power Authority, most recently in the position of President and Chief Operating Officer. Mr. Schoenberger assumed his duties on November 1. PART I. EXHIBIT 11. UNITIL CORPORATION AND SUBSIDIARY COMPANIES COMPUTATION OF EARNINGS PER AVERAGE COMMON SHARE OUTSTANDING (UNAUDITED) (Amounts in Thousands, except Shares and Per Share Data) Three Months Ended Nine Months Ended PRIMARY September 30, September 30, EARNINGS PER SHARE 1997 1996 1997 1996 Net Income $1,487 $1,518 $6,057 $6,311 Less: Dividend Requirement on Preferred Stock 69 67 207 205 Net Income Applicable to Common Stock $1,418 $1,451 $5,850 $6,106 Average Number of Common Shares Outstanding 4,419,431 4,361,641 4,404,518 4,346,768 Earnings Per Common Share $0.32 $0.33 $1.33 $1.40 FULLY-DILUTED Three Months Ended Nine Months Ended EARNINGS PER SHARE September 30, September 30, 1997 1996 1997 1996 Net Income $1,487 $1,518 $6,057 $6,311 Less: Dividend Requirement on Preferred Stock 69 67 207 205 Net Income Applicable to Common Stock $1,418 $1,451 $5,850 $6,106 Average Number of Common Shares Outstanding 4,540,774 4,470,103 4,525,861 4,457,989 Earnings Per Common Share $0.31 $0.32 $1.29 $1.37 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits Exhibit No. Description of Exhibit Reference 11 Computation in Support of Earnings Per Average Common Share Filed herewith (b) Reports on Form 8-K During the quarter ended September 30, 1997, the Company did not file any reports on Form 8-K. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Unitil Corporation (Registrant) Date: November 13, 1997 /s/ Gail A. Siart Gail A. Siart, Treasurer and Chief Financial Officer (Gail A. Siart is the Principal Financial Officer and has been duly authorized to sign on behalf of the registrant.)