June 21, 2018


James J. Judge
Chief Executive Officer
Eversource Energy
300 Cadwell Drive
Springfield, Massachusetts 01104

       Re:    Connecticut Water Service Inc.
              PRRN 14A filed June 14, 2018
              Response Dated June 14, 2018
              Filed by Eversource Energy
              File No. 000-08084

Dear Mr. Judge:

       We have reviewed your June 14, 2018 response to our comment letter and
your amended
proxy statement, and have the following comments. In some of our comments, we
may ask you
to provide us with information so we may better understand your disclosure.

        Please respond to these comments promptly by providing the requested
information or
advise us as soon as possible when you will respond. If you do not believe our
comments apply
to your facts and circumstances, please tell us why in your response.

        After reviewing your response to these comments, we may have additional
comments.
Unless we note otherwise, our references to prior comments are to comments in
our June 4, 2018
letter.

PRRN14A Filed June 14, 2018

   1. We note your response to comment 1, and that you've removed references to
"more
      certainty" and "greater certainty" from your proxy statement.
Nevertheless, you retained
      disclosure that your offer provides "greater value" to shareholders. In
each instance
      where you refer to this value, please disclose the fact that the terms of
any acquisition by
      Eversource have not been determined and that the final consideration to
be received in
      such a transaction if it occurs at all is subject to further negotiation
and discussion. In
      this regard, it is our understanding that, while you have submitted a
preliminary proposal
      to Connecticut Water Service, you did not participate in the go-shop
process, and your
      offer is non-binding at this time.

   2. See our last comment. Since you tout your proposal as a reason to vote
against the
      Connecticut Water merger, explain why you did not participate in the
go-shop process. In
 James J. Judge
Eversource Energy
June 21, 2018
Page 2

       addition, revise the proxy statement to explain the basis for your
belief that the go-shop
       process is "preclusive and severely limited" (page 9) and describe any
other reasons why
       you elected not to participate in that process, if there are any others.

    3. In comment 1 in our prior comments dated May 24, 2018, we asked you to
note that there
       could be a cap on the amount of cash or stock that a Connecticut Water
shareholder could
       elect when describing the proposed terms of your acquisition proposal.
You undertook to
       do so in your response letter dated May 29, 2018. However, we are unable
to locate this
       disclosure in your revised proxy statement. Please revise throughout the
proxy statement
       to prominently note this fact, wherever you reference the value
represented by your
       proposal.

    4. Each statement of opinion or belief must be clearly characterized as
such. Please amend
       your filing to clearly disclose that references to your proposal as
"superior," and to the
       CTWS merger as "inferior," are your opinion or belief, and do the same
in future
       solicitations.

    5. Please remove references to your proposal as a "superior alternative,"
considering that it
       is a non-binding proposal, subject to due diligence and regulatory
approval, and that you
       are asking shareholders only to vote against the SJW Merger and not to
approve your
       non-binding proposal.

    6. We note your response to comment 2, and that you propose noting in
future solicitations
       that your calculation of SJW Group's total shareholder return is in
accordance with Item
       201(e). Please also disclose in future solicitations the formula you
used to calculate the
       cumulative amount of dividends adjusted to the closing prices of SJW
Group's stock, as
       you describe in your response.

Additional Soliciting Materials Filed June 6, 2018

    7. Please provide support for your statement that providing access to due
diligence
       information that is not already publicly available and providing access
to a company's
       senior management are "actions [that] would be standard practice in
go-shop processes
       designed to solicit competitive bids on a level playing field."

    8. See our comments above. As noted, each statement of opinion or belief
must be
       characterized as such. In future solicitations, please clearly disclose
that it is your
       opinion or belief that the SJW merger is "not in the best interest of
Connecticut Water
       Shareholders."

Additional Soliciting Materials Filed June 13, 2018

    9. See our comment above with respect to your revised preliminary proxy
statement
       disclosure. In all soliciting materials, please provide support for your
statement that the
 James J. Judge
Eversource Energy
June 21, 2018
Page 3

       CTWS go-shop process is "highly preclusive" and "limited." In this
regard, it is our
       understanding that you declined to participate in the go-shop process,
while the
       termination fee provisions in the merger agreement, other than the
extension of the tail
       period, were in place prior to your April 5, 2018 non-binding proposal
and at the time
       you filed your proxy contest on April 27, 2018.

Additional Soliciting Materials Filed June 19, 2018

    10. See our comments above. Each statement of opinion or belief must be
clearly
        characterized as such. In this regard, please provide support for the
following statements,
        and clearly disclose in future solicitations that these and similar
statements are your
        opinion or belief:

           The go-shop process was designed by CTWS and SJW to "entrench the
previously
           agreed takeover of Connecticut Water by San Jose Water;"

           "rather than being designed to solicit potentially superior
proposals for the benefit of
           Connecticut Water shareholders, the `go-shop' process instead failed
to reflect a
           sincere intention to consider superior alternatives," and the
go-shop process "was set
           up only to solidify San Jose Water as its acquirer;"

           The go-shop process was "flawed and ineffective;" and

           Connecticut Water shareholders were "misled . . . by their
entrenched board of
           directors."

    11. In your May 29, 2018 response to our comment letter dated May 24, 2018,
you
        "acknowledged . . . and confirm[ed]" that you would qualify your
references to the SJW
        merger as a "conflicted transaction" with disclosure that your belief
is based on Mr.
        Thornburg's role in negotiations related to the merger and the merger's
preservation of
        certain management roles for other CTWS officers. We were unable to
find this
        disclosure in your reference to the "conflicted transaction" and the
"entrenched board of
        directors," in this soliciting material, and these statements are not
characterized as your
        opinion or belief. Please confirm that you will provide this disclosure
in future
        solicitations, and appropriately qualify these statements as your
opinion or belief.
 James J. Judge
Eversource Energy
June 21, 2018
Page 4

       Please contact Katherine Bagley, Staff Attorney, at (202) 551-2545, Mara
Ransom,
Assistant Director, Office of Consumer Products, at (202) 551-3720, or me at
(202) 551- 3263
with any other questions.


                                                          Sincerely,

                                                          /s/ Christina Chalk

                                                          Christina Chalk
                                                          Senior Special
Counsel
                                                          Office of Mergers and
Acquisitions




 cc:   Marko S. Zatylny, Esq. (via email)