BayCorp Holdings, Ltd. (BayCorp), incorporated in 1996, is an unregulated holding company primarily engaged in electricity generation and trading in the United States. The Company's principal assets include hydroelectric facilities in Newport, Vermont; diesel engine generators, also located in Newport, Vermont; non-operating hydroelectric facilities in Troy and West Charleston, Vermont, and development rights to an approximate 1000-megawatt natural gas-fired power plant project in Nacogdoches County, Texas. BayCorp also owns certain interests in a number of natural gas and oil wells in Texas, and a hydroelectric generation plant in Maine. The Company operates through five wholly owned subsidiaries, Great Bay Power Marketing, Inc., Great Bay Hydro Corporation, Nacogdoches Power, LLC, Nacogdoches Gas, LLC, and BayCorp Ventures, LLC. BayCorp also owns a majority interest in HoustonStreet Exchange, Inc. (HoustonStreet), a company engaged in the operation of an Internet-based independent crude oil and refined products trading exchange, HoustonStreet.com. Until January 2003, BayCorp had two principal operating subsidiaries that generated and traded wholesale electricity, namely, Great Bay Power Corporation (Great Bay) and Little Bay Power Corporation (Little Bay). The principal asset of these subsidiaries was a combined 15% joint ownership interest in the Seabrook Nuclear Power Project in Seabrook, New Hampshire (Seabrook Project) until November 2002, when the Company sold Great Bay's and Little Bay's interest in Seabrook. That ownership interest entitled Great Bay and Little Bay to approximately 174 megawatts of the Seabrook Project's power output. In December 2002, BayCorp dissolved Great Bay and Little Bay. In March 2005, the Company formed Great Bay Hydro Maine, LLC (GBH Maine) and Great Bay Hydro Benton, LLC (GBH Benton). On March 16, 2005, GBH Maine and GBH Benton acquired Benton Falls Associates, L.P. (Benton Falls), a limited partnership that owns a 4.3-megawatt hydroelectric generation plant in Benton, Maine. BayCorp assumed operating responsibility for Benton Falls, the output of which is sold to Central Maine Power Corporation under a power purchase agreement that expires in December 2007. Great Bay Power Marketing, Inc. Great Bay Power Marketing purchases and markets power on the open market. The Company formed Great Bay Power Marketing in 2002 to hold the purchased power agreement that its former subsidiary, Great Bay, had with Unitil Power Corporation (Unitil) (known as the Unitil PPA), and to arrange for the power supply to satisfy the agreement. The Unitil PPA provided for Great Bay to sell to Unitil 0.8696% of the energy and capacity of Seabrook, or approximately 10 megawatts. The Unitil PPA commenced in May 1993 and continues through October 2010. In anticipation of the Seabrook sale, the Unitil PPA was amended in November 2002. The amendment modified the existing Unitil PPA to reduce the amount of power delivered to 9.06 megawatts, and provided that Great Bay would supply the power regardless of whether Seabrook is providing the power. Effective January 1, 2003, Great Bay Power Marketing assumed the Unitil PPA and holds the letter of credit established to secure Great Bay Power Marketing's obligations under the Unitil contract. Unitil has an option, expiring November 1, 2005, to extend the Unitil PPA until 2022. In March 2003, Unitil announced the approval of a contract with Mirant Americas Energy Marketing, LP (Mirant), which provided for the sale of Unitil's existing power supply entitlements, including the PPA with Great Bay Power Marketing. Great Bay Power Marketing's PPA with Unitil has not been assigned to Mirant. Rather, Unitil has appointed Mirant as their agent for purposes of administering the PPA and Mirant is purchasing Unitil's entitlement under the PPA. During the year ended December 31, 2004, Great Bay Power Marketing's long-term sales contract with Unitil accounted for 72.3% of the Company's total operating revenues. BayCorp Ventures, LLC In October 2002, BayCorp formed

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